Episode:Return of the Spider Slayers

Continuing his father's legacy, Alistair Smythe builds a series of robots to hunt down Spider-Man for the Kingpin. However, Alistair wants more and targets every person he deems responsible for his father's death. Meanwhile, Peter Parker is set up on a blind date he doesn't want to go on.

Story
Flying high above the city, the Spider Slayer Black Widow is searching for something. Meanwhile Spider-Man is at a pay phone talking with Aunt May. She wants him to go on a date with Anna Watson's niece, but Peter hates blind dates. Peter agrees to do it this once and hangs up.

The Black Widow tracks Spider-Man to the building he's on. Spider-Man's Spider-Sense goes off just in time for him to dodge Black Widow's grappling hooks. Spider-Man swings to a nearby rooftop followed by the Black Widow. Spider-Man is surprised as he destroyed the first Black Widow months ago.

Spider-Man webs up the Black Widow, but it uses a laser from its fangs to break the webs and continues after him. Spider-Man spots a Microwave Relay Dish and points it at the Black Widow hoping to scramble its circuits. The Black Widow shorts out and collapses.

Spider-Man is about to go down and check Black Widow when he is attacked by another Spider Slayer. The new Spider Slayer knocks over the radio tower Spider-Man is on causing him to fall over the side. Spider-Man shoots a web line to the fallen tower but the piece it connects with falls off. Spider-Man fires another web line at a balcony and safely swings to restaurant on the street level.

The new Spider Slayer, called the Tarantula, lands on the street and targets Spider-Man. Spider-Man swings over the robot dropping a Spider-Tracer on it. When he lands the Tarantula fires a missile containing gas but misses as Spider-Man swings into the street.

In the Kingpin's Lair Alistair Smythe, in a hoverchair, is watching the events on a monitor. Kingpin walks up wondering why Spider-Man is still alive. Alistair assures him that everything is going according to plan. Kingpin tells him that he does not appreciate failure, and his lab only becomes Alistair's if he destroy's Spider-Man. After Kingpin leaves Alistair comments that he still wants revenge for his father's death.

Alistair presses some controls reactivating the Black Widow. On the street Spider-Man is still dodging the Tarantula, including it's newest weapon: a freeze ray. As the Tarantula nears the Black Widow lands behind Spider-Man. He swings to the side of a building with a plan to defeat them both.

He fires webbing at the Tarantula covering its head. As he turns to the Black Widow a young girl, her mother, and her dog walk out. They spot the robots but the dog, Trooper, leaps from her arms towards the Black Widow. The mother chases after Trooper and grabs the dog but is targeted by the Black Widow. Spider-Man swings down and grabs the two. He drops them off and the mother pulls Trooper and her daughter into the building.

Once again Spider-Man finds himself surrounded by robots. Tarantula hits him with the freeze ray covering him in ice, while Black Widow grapples the webswinger. While hooked on Spider-Man puts another Spider-Tracer on the Black Widow. Tarantula fires another gas rocket, this time connecting.

Later, Black Widow and Tarantula arrive at the Chrysler Building and head into Kingpin's lair. Black Widow drops Spider-Man off onto a stretcher that then binds him down. With Spider-Man subdued Alistair pulls out his Cell Phone and calls J. Jonah Jameson, saying he has something that'll interest him.

Jameson is lead to the lab blindfolded. A guard takes off blindfold and Alistair shows Jameson the captured Spider-Man. When Jameson is about to pulls of Spider-Man's mask the Black Widow grapples Jameson. Alistair says he had an ulterior motive for bringing Jameson there and puts him on a similar stretcher. A mechanical arm lows a device that attaches itself to Spider-Man's and Jameson's wrists, while ticking down from one hour.

Alistair explains that the manacles are indestructible and attached to a bomb. Alistair explains that the rivalry between them two destroyed his father and his dream of seeing Alistair walk again. Spider-Man tells him that Spencer attacked him, while Jameson says Alistair was in on it, but he has none of it. Alistair then goes on to further blame Flash Thompon, Eddie Brock, and Norman Osborn.

Jameson asks Spider-Man if he can pry the bomb off but Spider-Man can do nothing but make jokes. Alistair tells them that the Spider Slayers are programmed to take them far away then attack the others responsible. Tarantula launches another gas missile and knocks them out.

Tarantula flies over the city and drops Spider-Man and Jameson off on a rooftop. Spider-Man wakes up and wants to find the Spider Slayers before they find Thompson, Brock, and Osborn. Jameson doesn't want to go anywhere but Spider-Man picks him up and forces him to go webslinging.

At Empire State University, Flash Thompson is finished a date with Felicia Hardy. As Flash leans in for a kiss Harry Osborn interrupts by coming out the door behind the two. As Harry leaves he spots the Black Widow making a landing. Black Widow fires acid at Flash and Felicia but he pulls her away. She goes into the building while he runs the opposite direction.

Black Widow grapples Flash and begins dragging him back. Spider-Man and Jameson land on the Black Widow's back and see it turn on the laser fangs. Spider-Man realizes he can use that to cut the binds to the bomb and releases Jameson. Jameson lands near Flash who is getting out of the cables.

Spider-Man tells them to run and spots a crane nearby. As the two run off to make some calls Spider-Man shoots a web line and brings the hook down and attaches it to the Black Widow's leg. He swings over to the controls. Spider-Man lifts Black Widow up and swings it into a building. The Black Widow falls down and shuts off.

Later, the authorities arrive and several ESU students watch as they investigate the Black Widow. Felicia comforts Flash and Jameson calls Robbie Robertson at The Daily Bugle. He tells Robertson to get a reporter over to ESU and to contact Eddie Brock, not for a job but to warn him. Harry then asks Jameson to call his father.

At Oscorp Industries hears from Jameson about a new Spider Slayer. However, he believes that his security can handle it.

Elsewhere, Eddie Brock is trying to get a job at another newspaper. However, the editor in chief has heard about Eddie from Jameson. But since he needs a reporter he gives Eddie a chance, as long as he stays out of trouble. Just as Eddie agrees the Tarantula breaks through the wall and then into the office. It fires a laser beam but the two men jump out of the way.

Eddie runs out the front door followed by the Tarantula. Eddie runs down the street as the Tarantula crushes a car. Spider-Man sees the two, and since he still has forty-eight minutes left on the time, knows he still has time to save Eddie. Spider-Man swings down and grabs Eddie. He sets the angry photographer down and swings towards Tarantula.

Tarantula raises one of its arms to crush Spider-Man but misses and hits the building. It tries again but Spider-Man catches the arm and holds it. Spider-Man knows it's stronger but not smarter. So he moves the arm over to an electricity box and shoves it in. Tarantula shorts out and shuts down.

The editor in chief surveys the damage and realizes that Jameson was right. He fires Eddie and storms off. Frustrated, Eddie sees the Spider-Man swing away and swears to make him pay.

In Kingpin's lair, Alistair is working on yet another Spider Slayer: the Scorpion. Alistair activates it and sends it out over the Brooklyn Bridge.

At Oscorp, security has deployed an army of Oscorp Robot Tanks to defend the site. Suddenly the two security guards spot the Scorpion flying towards them. The Scorpion fires a laser that easily destroys the tanks. The guards run from the Guard Tower as the Scorpion destroys that too. Several more tanks fire but the Scorpion destroys them all.

Spider-Man arrives and hears the battle. He wonders what could be attacking Oscorp until he sees the new giant robot flying around. He realizes he has just minutes to defeat it as he only has forty minutes left on the timer.

Watching on a monitor, Osborn orders security to launch the helidrones to attack Scorpion. As the mini-helicopters fly out of their hanger, Spider-Man swings down.

Alistair sees the helidrones on his own monitor and reactivates both the Black Widow and Tarantula, much to the surprise of Jameson and the police.

Spider-Man arrives at the hanger door but is out of Web Fluid. He figures it's a good time to change the Web Cartridge.

Scorpion lands and spots several tanks. Then Tarantula lands on Scorpion's back and Black Widow lands on Tarantula. The tanks and helidrones are no match for the combined might of the quite literally unified robots. The Spider Slayers spots Spider-Man and shoot at his position. The hanger doors are destroyed as Spider-Man swings away.

Alistair sees the damage on the monitors, then takes out a pair of binoculars and spots the smoke from the hideout's own hanger door.

Osborn runs out to his car but is spotted by the Spider Slayers. Osborn's car squeals away as the Spider Slayers open fire. With fifteen minutes left on the time, Spider-Man pulls himself out of the rubble. He looks around and spots Liquid Oxygen. He figures that the cold temperature would break the manacles like the freeze ray did the street lamp. After pouring some on the manacle he breaks it off.

With eleven minutes on the timer Spider-Man follows the Spider Slayers to the George Washington Bridge, with the bomb in hand. Osborn tries to make it across the bridge but the Spider Slayers land in front of him. Osborn's car screeches to a halt and he is knocked out. Spider-Man grabs Osborn and runs for it while using the Scorpion's claw the Spider Slayers crush Osborn's car and chases after them.

Spider-Man takes Osborn to the top of one of the towers and drops him off. Spider-Man heads back towards the Spider Slayers while the timer clicks down to five minutes. The Spider Slayers fly up and start shooting at the webslinger and Spider-Man drops to the side of the tower. Not seeing him, the Spider Slayers drop down and fly below the tower's arch.

Spider-Man drops down onto the Spider Slayers with the bomb in hand. Spider-Man drops the bomb onto the Spider Slayers and jumps off. The bomb goes off destroying the Black Widow and Tarantula. Scorpion, heavily damaged, grabs the edge of the bridge as it falls. However, the damage is too extensive and it powers down dropping into the Hudson River.

While the rest of the Spider Slayers burn on the bridge, Spider-Man carries Osborn and drops him off. Spider-Man runs off before Osborn wakes up.

In Kingpin's lair Alistair surveys the smoke on the bridge. Kingpin walks up and says that since Alistair failed to destroy Spider-Man Alistair works for him until he does. Kingpin walks away as the hanger door closes on Alistair.

High above the city, Spider-Man goes over the night's events believing he has nothing to show for it.

At his home Peter Parker is sewing up his costume. Aunt May knocks on the door telling him to get ready for his date with Mary Jane Watson. Peter still does not want to go on it, and almost wishes he let Alistair's squish him. He opens the door trying to act sick. Just then the doorbell rings and Aunt May convinces Peter to answer the door.

Peter goes downstairs and opens the door. He's surprised to see an incredibly beautiful woman, who tells him he won the jackpot. Peter smiles and falls in love.

Quotes
"Yeah, I'm sure Anna Watson's niece has a very nice personality Aunt May. But I hate blind dates... Okay, Aunt May. If it'll make you happy you can tell Ms. Watson that I'll take her niece out. Okay, but just this one time... Yeah, okay. Bye."
 * -Spider-Man, first line of the episode

"Blind dates are like the lottery. The odds are so stacked against you your lucky if you ever hit the jackpot."
 * -Spider-Man, foreshadowing Mary Jane Watson's first line

"Another one! And it's bigger!"
 * -Spider-Man

"Didn't mean to drop in without a reservation."
 * -Spider-Man

"The wallcrawler is still alive?" "Not for long. I've designed this operation perfectly. And it's going according to plan. I won't fail." "Let us hope not. I'm rather hard on employees who do." "Remember, my employ here is a temporary arrangement." "And you'll remember this lab becomes yours if and only if you destroy Spider-Man."
 * -Kingpin and Alistair Smythe

"It may be Kingpin's money and Kingpin's lab, but the revenge for what happened to my father will be mine."
 * -Alistair Smythe

"I barely stopped the Black Widow. How am I going to stop you?"
 * -Spider-Man

"This is enough to give me arachnophobia."
 * -Spider-Man

"Mommy look. It's a big bug. I want one."
 * -Little Girl

"Spider-Man!" "Get outta here! Hurry! Ah man, I should've taken my own advise."
 * -Mother and Spider-Man

"He looks rather tame for a superhero."
 * -Alistair Smythe

"Well, whatta know. I've waited a long time to see you apprehended. Now let's see who's under that mask." "Hey hold it. When was the last time you washed your hands?" [Black Widow captures Jameson] "Hey! What's the deal Alistair!?" "Isn't it obvious. It wants a mate. And you're the lucky guy."
 * -J. Jonah Jameson and Spider-Man

"Oh no no no. Take it back. It clashes with the color of my costume."
 * -Spider-Man about the bomb

"Hey, don't look at me. Maybe you didn't deliver his paper this morning."
 * -Spider-Man

"What are you? Nuts?" "You have to ask?" "You and your webslinging friend's petty rivalries destroyed my father. His only dream was to see me walk again. A dream you both shattered."
 * -J. Jonah Jameson, to Alistair, Spider-Man and Alistair Smythe

"You hate a lot of people, Smythe. Must be difficult around the holidays." "If you let me go I can fund your research, set up a lab." "Forget it, J.J. He's not playing with a full deck. You should understand that."
 * -Spider-Man and J. Jonah Jameson

"Can't you pry this thing off?" "You want a trial separation already. I understand, but I'm hurt."
 * -J. Jonah Jameson and Spider-Man

"Get up, Jameson. We don't have much time to track those slayers before they get to Thompson, Brock, and Osborn." "Look at this, you're severely bruising my wrist." "Coyotes caught in traps chew through their own legs. You could try that." "Okay, smart-mouth. What if I decide to sit here and not go anywhere." "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."
 * -Spider-Man and J. Jonah Jameson

"I had a great time tonight, Felicia." "Naturally, you're with me."
 * -Flash Thompson and Felicia Hardy

"So, how's it going, buddy?" "Great. But it'd be a lot better if you made yourself scarce."
 * -Harry Osborn and Flash Thompson

"Is this another one of your gags, Flash Thompson?"
 * -Felicia Hardy

"Felicia run! It's after me again! Help! Help!"
 * -Flash Thompson

"Why do these bugs have a thing for me?"
 * -Flash Thompon

"Come on kid. Let the bugs fight it out."
 * -J. Jonah Jameson

"Jameson at the Bugle tells me he fired you because you're bad news, Brock." "It's a lie. I'm telling you I was set up by Spider-Man. Look, all I need is a chance to prove myself."
 * -Editor in Chief and Eddie Brock

"Another Spider Slayer! Why is it after me!?"
 * -Eddie Brock

"You! You just won't stop until you ruin me, will ya!?" "Use your head for once Brock. I'm trying to save your life."
 * -Eddie Brock and Spider-Man

"This thing's stronger than me. But thankfully it's not smarter."
 * -Spider-Man

"My office. My newspaper. Wrecked. Jameson was right. You're fired." [Walks away] "Oh no. No! He's done it to me again!" [Sees Spider-Man] "I'll get even with you! I'll get even if it's the last thing I do!"
 * -Editor in Chief and Eddie Brock

"My master work is done."
 * -Alistair Smythe

"Why'd they call out these robot tanks?" "I think that's the reason."
 * -Two security guards

"Remember, never try to trash one of Osborn's parties."
 * -Spider-Man

"Don't worry. It's harmless now." [Black Widow activates and flies away]
 * -J. Jonah Jameson

"So much for Mr. Osborn's place of business."
 * -Alistair Smythe

"Liquid oxygen. Hmm. This stuff's almost 200 degrees below zero centigrade. It oughtta affect these manacles like the freeze ray worked on that street lamp." [Breaks bomb off] "Ah, another example of better living through chemistry."
 * -Spider-Man

"Hey, ribbon head! Let's play tag! You're it!"
 * -Spider-Man

"I'd hate to borrow someone else's line, but IT'S CLOBBERIN' TIME!"
 * -Spider-Man, quoting Thing.

"I've never liked Osborn that much. But for Harry's sake I'm glad he's okay."
 * -Spider-Man's internal monologue

"My machines. My beautiful machines."
 * -Alistair Smythe

"A deal's a deal, Smythe. You promised me you'd destroy Spider-Man. You work for me until you do."
 * -Kingpin, last line

"There's nothing left."
 * -Alistair Smythe, last line

"What a night. I'm battered, bruised, and to top it off my costume's torn. And what do I get for all my troubles? Nothing! Life never seems to have any big reward for me."
 * -Spider-Man

"Worst thing about a secret identity is that you can't ask anyone to do your sewing."
 * -Peter Parker

"Peter, I hope you're getting ready for your date with Mary Jane Watson." "My blind date. I completely forgot. Ah, why didn't I just let Smythe's bugs eat me?" [Peter opens the door] "*Cough cough* I'm not feeling too well Aunt May." "Well, you do feel warm. But she'll be here any minute." [Doorbell rings] "That's her. Go answer the door Peter." "Sigh. Don't I get a last meal?"
 * -Aunt May and Peter Parker

"Face it, Tiger. You just hit the jackpot."
 * -Mary Jane Watson, first line and last of the episode

Trivia

 * This episode was adapted into a comic book in Spider-Man Adventures #4, and later reprinted in Kellogg's Froot Loops Mini-Comics #4 and again the trade paperback Spider-Man Adventures.
 * The only episode in which Alistair is clearly the main villain. In other episodes his actions would be more as the Kingpin's minion rather than doing anything purely of his own accord.
 * Tarantula and Scorpion are not named.
 * Alistair says the manacles are indestructible. He is either exaggerating, overly sure of himself, or made them out of adamantium. Given that lasers and liquid oxygen broke them they would not be adamantium.
 * The knock out gas must not have been very potent as Spider-Man is knocked out, finds Black Widow, defeats it, and finds Tarantula in about ten minutes time. Defeating Tarantula and heading to Oscorp took just another ten minutes.
 * Where Eddie is trying to get a job is not stated. It could be the New York Post, the only other newspaper mentioned in the series besides the Bugle.
 * From the overhead shot of the Tarantula chasing Eddie, it can be seen that the robot is roughly as long as a two lane street.
 * The first episode where Eddie Brock does not do anything malevolent to anyone else. Here he is simply trying to find a new job, everything bad that happens is not his direct fault.
 * Norman's license plate reads "OSBORN 19727."

Inconsistencies

 * Kingpin has the worst hideout. How can there be no one noticing giant robots flying in and out of a large hanger on the side of one of the most iconic skyscrapers in the world?
 * When Alistair explains his plans to Jameson and Spider-Man there is a single shot where there are dotted lines down the middle of his hoverchair. Probably lines from an earlier stage of animation that were not removed.
 * When Tarantula drops off Jameson and Spider-Man the two are facing opposite directions, meaning Spider-Man is on his stomach while Jameson is on his back. However, the cords holding the bomb to them are not twisted.
 * When Jameson complains about Spider-Man bruising his wrist, the manacle is attached to the bomb with one large tie, instead of the two smaller ties shown every other time.
 * Considering what the first Black Widow did to her party, it seems quite odd that Felicia would consider the second, an exact duplicate of the first, to be a gag perpetuated by Flash Thompson.
 * How Flash was able to get released from the cables is never shown. He just does it.
 * During the attack on Oscorp Alistair sees footage from directly below the helidrones as they fire. It would be impossible to get that since the Scorpion, where he is getting the footage from, is in front of the drones being fired at, and it would be too much of a distraction to hack into Oscorp's security system while also controlling the robot.
 * When the Scorpion lands to combine with the other two, several helidrones fly by and fire but miss. Very sloppy programming considering the Scorpion isn't moving at all.
 * Spider-Man seems to be making more problems for himself. There is no rip in his costume before he says so. And when he pulls on it there's a distinct ripping noise heard.

Continuity

 * Spider-Man says he destroyed the first Black Widow months ago, giving a time period between the two episodes.
 * Only appearance of the Black Widow II, Tarantula, and Scorpion, though they would all appear in flashbacks.
 * The first time Spider-Man uses a Spider-Tracer.
 * In the episode  a little boy spots a Sentinel attacking the New Salem Mall and says he wants one, just as the little girl does with the Black Widow.
 * First time the word superhero is used in the series.
 * Eddie Brock is fired from his second job, though technically he didn't officially have it. This would be another part of his part towards becoming Venom in.
 * First appearance of the George Washington Bridge. Spider-Man saving Norman on the bridge is ironic given the events of.
 * Spider-Man's dialogue is the first indication that Peter and Harry are friends, though they are never seen together.
 * Alistair Smythe becomes fully employed by the Kingpin, which would last until.
 * First appearance of Mary Jane Watson. Her last appearance on would be "Turning Point". She would also appear in SMU undefined's.

Background
In the comics Spider-Man first used the Spider-Tracer to track down Doctor Octopus in The Amazing Spider-Man #11. The series used the original concept that Spider-Man required a device to follow the tracers, rather than being able to follow them using his Spider-Senses, a later addition.

What Alistair did to Spider-Man and Jameson mirrors what Spencer Smythe did in The Amazing Spider-Man #192.

In the comics Spider-Man defeated the Black Widow, with the help of Black Cat, by jamming a live cable into its circuitry, very similar to how he defeated Tarantula in the episode.

In the comics there were several Spider Slayers before the three featured here. The Black Widow as the Mark XV, the Tarantula the Mark XVI, and the Scorpion the Mark XVII. The Ultimate Slayer, what Alistair eventually turns into, actually came before these three.

Mary Jane's first line to Peter is the same as her first line to him in The Amazing Spider-Man #42. The line has become her trademark line and been used in almost every piece of Spider-Man media.

Reaction
"Kolbar" of Marvel Animation Age pointed out how since the previous episode set up most of the characters this one got to include more fighting. Though he pointed out how robots would be used a lot in the series as it made it easier to have action scenes without censorship problems, gave something for Alistair to do, and made great toys. He wished the that the amount of time Jameson and Spider-Man spent together would have been longer as he called it comedy gold. He pointed out the excellent animation, particularly in Spider-Man, the spider slayers, and the explosion at the end. He loved the tribute to Fantastic Four's Thing. He loved how it set up Mary Jane Watson and the relationship between Kingpin and Alistair.

On TV.com it has a rating of 8.6 Great.