As Peter Parker and Felicia Hardy walk Peter asks Felica on a date. However, Felicia turns him down. Just then Peter Parker's spider senses goes off alerting him to danger. As Peter turns around he sees a man run away and he chases after him. Peter then quickly changes into his Spider-Man costume and follows him. However, the building that Spider-Man is on explodes and he begins to fall. Spider-Man then shoots a web line onto a flag pole which stops him from falling. Four thugs then run out of the burning building. When Spider-Man confronts them one of the thugs uses a rocket launcher to shoot rockets at Spider-Man. However, Spider-Man just swings back and forth on his web line and the rocket misses him. Spidey then traps the thugs in his web and leaves them for the police. Spider-Man also grabs his camera which he webbed to a building and set to take pictures of him.
The next day Peter goes to the Daily Bugle and gives his pictures of Spider-Man to Joseph Robertson. Robertson then asks Peter how he gets such good photos of Spider-Man. At that moment J. Jonah Jameson walks in and says that is also curious how Peter gets those pictures. However, Peter chucks it up to just having very good luck. As Jameson goes into his office he sees the man that was following him last night go into Jameson's office as well. It is then revealed that the man is named Mac Gargan and that he is a private investigator that Jameson hired to spy on Peter so he can learn how Peter gets such good pictures of Spider-Man. At that moment Spider-Man enters the office through Jameson's window and traps Gargan in his web. Spider-Man then tells Jameson to get off his case. This causes Jameson to remember when as a cub reporter Jameson was threatened by some criminals to stop investigating them. Jameson refused and because of this his wife was killed by the gangsters. As Spider-Man leaves the office Jameson claims that what happened to him will never happen again. Jameson then walks up to Gargan and Gargan says that people are always trying to make him look like a fool. Jameson replies that he is a fool but also offers him a chance to get revenge on Spider-Man. Gargan accepts and Jameson makes a call to Empire State University and asks to speak to Professor Farley Stillwell.
Sometime later Jameson and Gargan meet with Farley Stillwell at the Empire State University laboratory. Professor Stillwell then shows them a battle suit he created. As Gargan gets into the battle suit Stillwell places a scorpion inside the Neogenic Recombinator and the Recombinator then fires a radioactive beam at Gargan. The Neogenic Recombinator then changes Gargan's DNA to match that of a scorpion. Stillwell also reveals that he chose a scorpion because spiders are the natural prey of the scorpion. As Jameson looks at Gargan he tells Stillwell that "Spider-Man has at last met his match."
The next day some J3 Communications helicopters fly around New York City until they found Spider-Man. J. Jonah Jameson (who is in one of the helicopters) then uses a walkie-talkie to communicate with Gargan and tells him that they have spotted Spider-Man. Only seconds later Spider-Man's spider sense goes off and Spider-Man is attacked by Gargan. As Spider-Man clings to a wall Scorpion sprays acid from his tail. However, Spider-Man is able to jump away before the acid can hit him. As Spider-Man looks around the Scorpion has vanished. However, Spider-Man looks above his head and sees the Scorpion crawling on the wall. As the Scorpion throws a punch Spider-Man jumps out of the way and begins to web swing away. However, Scorpion leaps from the wall and when he is over Spider-Man's head he breaks the web line and Spider-Man begins to fall. Fortunately, Spider-Man is able to grab hold of a flag pole and stop himself from falling. Spider-Man then climbs to the side of the building and starts to fight Scorpion. As Jameson flies overhead he shouts at Scorpion to finish Spider-Man. Scorpion then shouts back saying to leave him alone and fight Spider-man. Spider-Man then begins to wonder who Scorpion is taking to. Spider-Man then asks who Scorpion is talking to. However, Scorpion refuses to tell him. Scorpion then slams his tail down trying to hit Spider-Man. However, Spider-Man jumps out of the way and his tail hits the roof of the building causing it to break apart and cause debris to fall. Although, Spider-Man is able to catch the debris with his web before it could hit the people below. Scorpion then charges at Spider-Man and knocks him onto the next building over.
From the helicopter Jameson watches Scorpion and Spider-Man fight and cheers Scorpion on. Spider-Man then covers Scorpion in his webbing. However, Scorpion uses the spike on his tail to break free. Scorpion then charges at Spider-Man. As Spider-Man jumps out of the way Scorpion grabs his leg with his tail and slams him onto the ground. Scorpion then lifts Spider-Man above his head and throws him into a water tower. Scorpion once again attempts to spray Spider-Man with acid. However, Spider-Man jumps out of the way and the acid hits the legs holding the water tower up and the water tower falls on top of Spider-Man. As Scorpion begins to gloat Jameson tells him to unmask Spider-Man. However, Scorpion begins to transform even more and gains green skin, yellow eyes, and sharp pointed teeth. Angry at Jameson, Scorpion uses his tail to hit the J3 helicopter. The pilot of the helicopter then flies off to get away from Scorpion.
When Jameson returns to the Daily Bugle he goes into his office and sees Robbie watching a news report about the Scorpion rampaging through the city. Jameson then says that what is happening is his fault. Jameson goes on to tell Robbie about his wife being killed by a masked man and that from that day he swore to protect the city from anyone that hides behind a mask and thinks they can be above the law. Robbie then turns to Jameson and tells him that that is exactly what the Scorpion is doing.
Spider-Man then sets out to find Scorpion. A short while later Jameson goes to Empire State University and tells Stillwell to do something to stop him. Stillwell then tells Jameson that the affects of Neogenics is making Scorpion mentally unstable. Stillwell then says that he should have listened to Curt Connors warnings about the dangers of Neogenic testing on human beings. At that moment Scorpion breaks through the wall and into the laboratory and tells Stillwell to cure him. Stillwell then told Scorpion that the process is irreversible and Scorpion throws him across the room. Scorpion then goes after Jameson because he believed that he is the way he is because of Jameson. Scorpion then grabs Jameson with his tail and runs off.
At that moment Spider-Man makes a phone call to Aunt May. Peter then tells her that he won't be home for lunch. May then tells Peter that she has invited Mary Jane to their house for lunch. However, Peter tells May that the traffic is horrible. At that moment Spider-Man spots the Scorpion and hangs up the phone and chases after him.
Scorpion then goes to OsCorp and tells Jameson that he plans to use OsCorp's nuclear reactor to turn him back to normal. However, Jameson tells him that he's insane and that if he breaches the nuclear reactor he will destroy New York City. However, Scorpion says that it's not his problem and sprays acid from his tail and it melts a hole in the roof of OsCorp. Spider-Man then arrives and knocks the Scorpion through the hold and grabs Jameson before he can fall through the hole on the OsCorp roof. Spider-Man then uses a web line to lower himself and Jameson into OsCorp. As Spider-Man looks around he sees the nuclear reactor and then he is attacked by Scorpion. However, when Spider-Man dodges one of Scorpions punches Scorpion accidentally hit a switch on a computer and starts a nuclear meltdown releasing the neutron absorbing control rods from the reactor. If the pressure gets too high, the reactor will meltdown and flood the city with radiation. Spider-Man then looks on a console and sees a big red button and guesses that that is how he will stop it.
At that moment Scorpion begins to pound at a big metal door in an attempt to get to the nuclear core. Spider-Man then grabs his tail but Scorpion flings him across the room. However, Spider-Man is able to cling to the wall. As Jameson runs over tot he computer console he raises his hand to hit the button. However, Scorpion grabs Jameson's hand with his tail. Jameson attempts to convince Scorpion to let him go to save the city, However, Scorpion is only concerned with getting to the reactor and throws Jameson across the room. Jameson is then caught by Spider-Man.
Spider-Man then attacks Scorpion. However, Scorpion grabs Spider-Man and he wraps his arms around him and begins to squeeze him tighter and tighter to suffocate him. Spider-Man then passes out. However, Jameson tackles Scorpion and Scorpion drops Spider-Man. Knowing that Jameson hates Spider-Man he asks Jameson why he saved the wall crawler. Jameson answered by saying that even though he doesn't like Spider-Man, Scorpion is an even greater evil and Spider-Man is the only one who can stop him. This shocks Spider-Man because he never thought he would ever hear Jameson defending him. As Scorpion goes over to Spider-Man to kill him Jameson calls Scorpion names which distracts him long enough for Spider-Man to run over to the controls. However, Scorpion is able to run over and push him out of the way. Spider-Man then gets an idea on how to defeat Scorpion. Spider-Man begins to call Scorpion names. When scorpion gets really angry he tries to hit Spider-Man with his tail. However, Spider-Man reaches inside the computer that was damaged by Scorpion's acid and pulls out some wires. As soon ans Scorpion's tail touches the electricity from the wires passes through Scorpions tail and goes through his entire body electrocuting him. This distracts Scorpion long enough for Jameson to run over to the computer and push the red button and stop the nuclear meltdown. Scorpion then accidentally hit the ceiling with his tail causing it to collapse. Before the debris could hit Jameson, Spider-Man caught the falling debris in a net made from his webbing. Scorpion then falls to to ground and Spider-Man webbs him up. Spider-Man then walks over to Jameson and goes to shake his hand. Spider-Man also thanks him for helping him and says that things will be different between them. However, Jameson tells Spider-Man that what just happened doesn't change anything between them. Spider-Man then leaves OsCorp.
As Spider-Man swings through New York he compares Jameson saving his life to Moriarty saving Sherlock Holmes and then says that life is full of surprises. Later that night as Peter leaves ESU, Felicia drives up to him and she tells Peter that she finds him unpredictable and that they can have lunch together sometime. As Felicia drives away Peter begins to think that Felicia is starting to like him and thinks to himself that life is definitely full of surprises.
|Christopher Daniel Barnes||Spider-Man / Peter Parker|
|Ed Asner||J. Jonah Jameson|
|Linda Gary||May Parker|
|Rodney Saulsberry||Joseph Robertson|
|Jennifer Hale||Felicia Hardy|
|Martin Landau||Scorpion / Mac Gargan|
|Michael Rye||Farley Stillwell|
- Human Torch (Mentioned only)
- Julia Jameson
- Masked gunman
- Fantastic Four (Mentioned only)
- Curt Connors (Mentioned only)
- Anna Watson (Mentioned only)
- Mary Jane Watson (Mentioned only)
- In this episode Peter Parker asks Felicia Hardy on a date but she turns him down. However, in The Spider Slayer, Felicia is attracted to Peter after seeing him in a tuxedo, and in Doctor Octopus: Armed and Dangerous, Peter and Felicia are about to go on a date before she is kidnapped by Doctor Octopus.
- Aunt May is also still trying to set Peter up on a blind date with Mary Jane in this episode. Even though they had their first date in Return of the Spider Slayer.
- When Professor Stillwell learns that Scorpion is going insane he tells Jameson that Curt Connors told him that Neogenics was to dangerous to test on human beings. This references when Curt Connors used Neogenics on himself to regrow his arm but turned in to the Lizard, which happened in Night of the Lizard.
- This episode is loosely based on Amazing Spider-Man #20 (1965).
- Amazing Spider-Man #20 (1965) was also adapted into an episode of the 1967 Spider-Man cartoon where the episode was called Sting of the Scorpion.
- Frank Gorshin, who is best known for playing the Riddler in the 1960's Batman series, and Bill MacKenie auditioned for the role of Scorpion before Martin Landau was cast.
- During the episode Spider-Man briefly mentions the Human Torch.
- Spider-Man also mentions the Fantastic Four later on in the episode.
- This episode explains that the reason Jameson hates Spider-Man is because his wife was killed by a man in a mask.
- In the comics J. Jonah Jameson's wife was named Joan Jameson. However, in this episode Jameson calls her Julia.
- In the episode Jameson says that he doesn't trust men in masks because a man wearing a mask killed his wife, so it is odd that Jameson would support Mysterio and Scorpion before both were revealed to be criminals.
- When Spider-Man enters OsCorp with J. Jonah Jameson four people briefly appear in the background behind Jameson. However, through the rest of the scene Spider-Man, Jameson, and Scorpion appear to be the only people in the building.
- When J. Jonah Jameson asks how Spider-Man knows so much about science Spider-Man tells him "Hey. Who do I look like, the Tick?" The Tick was a comedy/superhero cartoon about a superhero called the Tick. Both Spider-Man: The Animated Series and The Tick premiered in 1994 and both shows aired on Fox Kids.
- When Spider-Man hits Scorpions tail he hurts his hand and sarcastically asks if his tail is made out of adamantium. It is odd that Spider-Man would know of adamantium since it is a man made substance created by a secret branch of the Canadian government and very few people possess it.
- In 1967 Martin Landau and Michael Rye stared in the episode The Traitor of the Mission: Impossible television series.
- That same year Ed Asner made a guest appearance in the Mission: Impossible episode The Mind of Stefan Miklos where he co-starred with Martin Landau.
- At the end of the episode Spider-Man mentions Sherlock Holmes and James Moriarty.
A review by Amazing Spidey from Marvel Animation Age
When basing a cartoon on a comic book, there some things you can't get away with changing. Modifying some of the characters is fine, some stories should stay as close to the comics as possible. Translating comics to cartoon is all about finding a balance to me. Some things can be left out, some need to stay.
The Scorpion is one of those characters who needs to stay the same. I'm glad they kept his origin intact because it was a great one, especially the J. Jonah Jameson angle. I thought Jameson's motivation behind it was great too, far better than his jealously reason in the comics (which I believe has only been said once in the characters 40+ year run).
Jameson is the one character this show nailed. It was everything you expected him to be, and then some. They even made his plight have a greater reason, he feared men in masks as they have no laws to abide by, and at the end of the day they can slip away and become someone else. Jameson's wife was killed by a masked man, and he never found out who shot her. He wanted to get rid them of them all, very good reason.
As well as a great story with strong characters, it had damn nice animation (which was common in the first series of the show). Even in the second episode, the strong sense of continuality is there, when Scorpion attacks the nuclear reactor, it's OsCorp he's attacking. The same device that created both Spider-Man and The Lizard is used to create the Scorpion, only this time, it's no accident.
Martin Landau would later be replaced by Richard Moll, and Moll proved to be far better at voicing the character than Landau. This show always did have a very strong cast, and Landau was one of the weaker actors. Overall, this was an outstanding episode which shined in all areas possible. Hell, it even had 2 (count em 2!) references to the Fantastic Four which always helps. Another episode to add to the strong run in the premiere season.
"Your the only man I know who can remember anything about protons, neutrons, alpha rays, and gamma rays."
"I guess I simply glow on the subject of radiation. I don't know why, it must be in my blood."
- -Felicia Hardy & Peter Parker
"Who is that little creep? Some mugger after my money? Hey, if I could find any on me I'd split it with him."
"Web fluid I love you."
"If those explosions were accidental then I'm the Human Torch."
"It's not nice to rob jewelry stores in Mr. Spider-Man's neighborhood."
"Is this a private party or can any wall crawler join?"
"Me get back at Spider-Man? I'd kill for the chance."
- -Mac Gargan
"Spider-Man will at last meet his match."
- -J. Jonah Jameson
"Who the heck are you!'
"I'm a real hero you freak!"
"This is a joke right?"
(Scorpion tries to hit Spider-Man with his tail but misses)
"This is not a joke. If you want to join the Fantastic Four your in the wrong place."
- -Spider-Man & Scorpion
"Highly corrosive acid! Why do I get the feeling that he's not into male bonding."
"Did you expect your crummy webs to stop me?"
"The thought had crossed my mind."
- -Scorpion & Spider-Man
"How about that. I beat Spider-Man, taken out by the one, the only Scorpion!"
"What have I done?"
"You? What do you mean?"
"Robbie, I helped create that thing."
"What? Why would you do such a thing?"
"I did it for Julia, my wife. Years ago a crime boss warned me to back off a story but I refused. And one night a man came after me. . . a man in a mask. He aimed at me but he hit her. Now I've sworn to keep this city safe from people who hide behind masks and think that their above the law."'
"That's exactly what your creation is doing. You've got to stop him."
"Your right Robbie. I've made a terrible mistake."
- -J. Jonah Jameson & Joseph Robertson
"No really Aunt May, every things okay. I just won't be home for lunch."
"But Peter, I've invited Anna Watson's niece, Mary Jane."
"Oh, right. I'm sorry I. . . I forgot. I can't make it home right now. The traffic it's terrible."
(Spider-Man spots the Scorpion)
"In fact it's really crawling. Look Aunt May I've really got to go."
"Alright dear, but don't stay out too late. It sounds like your catching a bug."
(Spider-Man looks at Scorpion on top of a building)
"I certainly hope so."
"Nothing Aunt May. I'll be careful. Bye."
(Spider-Man hangs up the pay phone and web swings away)
"Did I just see Jonah Jameson with the Scorpion or should I start wearing glasses again?"
- -Spider-Man talking to Aunt May on a pay phone
"Gargan, your insane. You'll unleash radiation on the whole city!"
"Not my problem pal, and quit callin' me names!"
- -J. Jonah Jameson & the Scorpion
"Green ball in the center pocket!"
- -Spider-Man before knocking Scorpion into a hole on OsCorp's roof
"A nuclear reactor. Why don't villains ever pick bakeries to invade?"
"The Scorpion just activated the neutron absorbing control rods behind that door. Now their automatically being removed from the nuclear chamber. They control the rate of the chain reaction inside the reactor. Without them the nuclear fission inside the chamber increases. If we don't get them back in then the heat will make that thing blow and we'll all turn into walking nightlights."
"How can we stop it?"
"The console. The red button, I'll bet my web shooter that's the emergency shut down! Trust me it's always the red button."
"How do you know about stuff like this?"
"Hey. Who do I look like, the Tick?"
- -Spider-Man & J. Jonah Jameson
"Look, if we continue to meet like this tongues will begin to wag."
- -Spider-Man to J. Jonah Jameson after he saves him
"Ow! What are you made of, adamantium?"
"I'm gonna crush you now!"
(Scorpion grabs Spider-Man and begins to squeeze him)
"Oh, yeah. It just so happens I like to start each day with a warm hug."
(Jameson tackles Scorpion and Scorpion drops Spider-Man)
"You gotta be nuts mister. Why would you risk your puny life to save his?"
"Because your a greater evil and heaven help me he's the only one who can stop ya."
"Hu, did I hear right? J. Jonah Jameson's on my side."
- -Spider-Man, Scorpion & J. Jonah Jameson
"You don't like names huh. That's too bad frogface. Cause to me your nothin' but a two bit, no account, second rate, sewer breath, baboon with the brain of a pigeon and the face of an eel."
- -Spider-Man calling Scorpion names
"Oh, my achin' head."
"Hey buster I'm hurtin' more then you. I'm suffering from double fission. Get it double fission?"
"I knew I never should have left Brooklyn,"
- -Scorpion & Spider-Man
"Thanks JJ for backing me up. I guess things 'ill be different between us hu."
"No way. This doesn't chance a thing between us. I still won't rest until you've been unmasked. . . and eliminated."
"Fair enough pickle puss. And I wont rest till you've shaved that stupid mustache so were even. Oh, and buzz head, thanks for saving my life."
- -Spider-Man & J. Jonah Jameson
"Jameson saving me is like Moriarty saving Sherlock Holmes. Life sure is full of surprises."