|This article is written from the Real World perspective|
|Release Date||December 23, 1999|
|Episode Number||4 of 13|
Steve Perry (Teleplay)
Human rebel Git Hoskins has stolen a device with the potential to wipe out a species. Unbeknownst to him, it's set to explode and could take out the city. Spider-Man must forge an alliance between the Resistance and Knights of Wundagore to save countless lives. Meanwhile, a mysterious figure from Naoko and Shane's past sets his sights on Peter Parker.
Ten years ago in The Basement, three boys were playing in the snow. Two were pushing toy cars around. One smashed his car into the other's. They laughed and one boy stood up.
Suddenly, a gust of wind blew through. The boy clutched his jacket close but the star flew off the tree. He turned and ran after it.
As he ran down the street, he tried to grab it, once falling down, but it stayed caught in the wind. He leapt into the air but the wind blew it too high. Soon it fell into a puddle on the ground.
The boy knelt over picking it up when a shadow passed over him. He looked up to see Sir Ram looking down at him. The boy pulled off his mitten, reached into his lunch box, and offered Ram a piece of candy.
Ram took it then crushed it in his hand. He reached down and grabbed the boy. The boy was too shocked to move and dropped his mitten. It lay in a puddle as the boy cried out.
Ram clutched the boy in his arm as he flew away on his flying craft high over the city.
Back in the present day, Lady Vermin approaches Lord Tyger saying that Mutagen Z-99 has been stolen from a Level 5 Laboratory. Vermin suspects it is the Human Revolutionaries. She offers him a piece of cloth saying it is the one known as Git Hoskins.
Tyger takes the cloth noting that someday their master's sins shall undo them all. Vermin walks away while Tyger returns to looking at the monitor.
Down in The Basement, three boys are playing in the snow with paper airplanes. Suddenly, a blast hits nearby and the three scatter.
The bandaged man, Git, runs by them carrying something. High above him, Machine Men order him to surrender as they continue firing.
In the air, one Machine Man flies close to another, which says it must eliminate its target.
Down below, Git trips on a toy car and falls. He turns and sees the two Machine Men landing nearby ordering him to surrender. Their fingers charge with energy.
Ram looks down saying that Git cannot understand the dangers he may have unleashed. He claims that for the good of humans and Bestials he should return what he has stolen to him.
Git stands, reaches into his jacket, and pulls out a piece of candy. Ram swats it away but it explodes covering his hand in a gum-like substance. Git takes the opportunity to run away and Ram orders the Machine Men to stop him at all costs even if it means destroying him.
Git races down the street.
Meanwhile, The Daily Byte building sits in The Basement.
Inside, Mr. Meugniot says that some photographs of Spider-Man are nice but claims nice doesn't sell papers. He picks up a half-eaten donut claiming that if you see one picture of a man swinging on a web you've seen them all.
Peter Parker is shocked when Meugniot sweeps all the pictures off his desk. Meugniot explains that life is tough, especially since High Evolutionary took over. He stands and leans against his desk eating his donut.
He explains that people want escapism, like Spider-Man's personal life such as what he eats and does for fun or if he's seeing someone. Meugniot laughs saying there is nothing like an embarrassed public figure to sell papers.
Meugniot then offers him a new assignment, to get a picture of this "girlfriend" or better yet one of the two together. Peter retorts that he can't just ask him for a photo op and they're not exactly best pals.
Suddenly, a man bursts in telling the boss to look out the window. The man runs over and lifts the shades. Meugniot is shocked to see Git battling a Machine Man below.
Git rides a Machine Man wrapping himself around its head.
Meugniot orders Peter to get pictures of this and the young man runs off. A Machine Man flies past the window.
Spider-Man soon swings over the city.
Two Machine Men fire at the Machine Man Git is riding hitting it. The Machine Man belts smoke and flies down. It hits a snowbank forcing Git off. A canister flies out of Git's hands onto the ground.
As the Machine Men approach, Git gets up and runs after the canister. He stops and turns when a Machine Man nears ordering him to surrender. Just then, Spider-Man comes and kicks the robot away.
Spider-Man hopes he doesn't mind if he interrupts. He says that if Git doesn't get out of here then he will really need those bandages.
Just then, his Spider-Sense goes off. He turns to see a Machine Man approaching. The robot fires at them.
Spider-Man pushes Git out of the way and leaps onto the nearby building as the blast hits. He jokes that it isn't very good at shooting.
The Machine Man charges its finger ordering him to surrender.
Git stands and runs over to the canister while the Machine Man approaches Spider-Man. He looks around making sure it's safe then leaps onto the back of the Machine Man.
He grabs its head and winds his bandages all around the robot causing it to explode. Spider-Man shields his face then leaps down.
Behind him, Git reforms himself and grabs the canister. He puts the device into his body.
Suddenly, more blasts hit nearby. Spider-Man leaps behind a car for cover commenting that the problem with this world is that everyone is always shooting at someone, most of the time him, and no one ever talks to each other.
He looks and sees Git running off. The rebel leaps over a blast and then down into the sewers.
Ursula asks for a status report. Ram replies that Git has once again escaped them.
Spider-Man flips over onto the car's roof. He asks what they are doing there, though assumes he knows. Ram retorts that he should ask the same, then notes this is not the time for pleasantries. Spider-Man replies that he wasn't asking him, and calls him "Mutton Man."
He leaps off the car Vermin hovers closer. She warns him, calling him her love, that if he insults one of them he insults all of them.
Spider-Man claims that is convenient then asks her to stop calling him that. Ram orders Vermin to be patient noting their survival as well as the city's is at stake if they do not find the bio-container Git stole.
Ram orders them to resume the hunt. Vermin scowls and the three fly off.
Spider-Man leaps over them landing in front of the three. He says that Git has saved his "bacon" more than once and demands to know why they are hunting him and what this bio-container has in it.
Ram explains it was a bio-agent stolen from his lab that can cause extreme mutagenic changes in living tissue. He says it is also highly contagious with an airborne vector. He then orders Spider-Man to stand aside, calling him an insect.
Spider-Man retorts that spiders are arachnids. He then notes that last time they met they wanted to chase across the Lower East Side, kick his butt, and slice him six ways from Sunday.
Ram claims he will in fact do all those things and take pleasure doing so. However, more pressing matters need his attention. He orders the other Knights to proceed to Grid Seven to search.
Spider-Man watches them fly off noting that a masked vigilante can't get arrested in this town. He realizes he should keep an eye on them. However, since he can't keep up with them without webbing he thinks a Spider-Tracer will have to do.
He lifts his arm and fires a tracer. It lands on Vermin's craft as they spread out over the city.
Spider-Man watches them leave noting he has never liked the word contagious, right along with root canal and broccoli. He leaps onto a building noting he needs to get home, refill his web fluid, and find Git before the Knights do.
He climbs onto the building then leaps onto a passing truck. He looks in the windshield asking the ape bestial if he is heading to Midtown. The ape bestial panics and slams on the brakes.
Spider-Man flies off and lands on another car noting he has to do this the hard way. He calls it public transportation Spidey style.
He starts leaping onto several other cars saying he needs to get off the planet before he starts dating outside his species.
Elsewhere, a man wears a large hat and trench coat in a darkened building. The man notes that she has a man living there. Naoko replies that he is only renting the spare room. She then claims it is none of his business.
The man claims that where she and Shane are concerned he makes it his business. She retorts that he left them. She explains that threatening her tenant won't get him anywhere.
In the hall, Shane walks up and stops just outside the door. He hears her demand that they be left alone. Shane thinks it is his father.
He runs into the room just as Naoko hangs up. Shane asks if his father is coming home. She tells him she doesn't think so and they will see.
Just then, they hear a knock at the door. They both walk up and she opens it to see John Jameson collapsing onto her.
She recognizes him and asks what is wrong. He begs her to help him. He passes out and she tells him he is too heavy.
Peter suddenly appears and helps John up, joking about her bedside manner. She jokes that he knows how to make an entrance. She tells Peter to help John into the clinic.
Elsewhere in the Basement, Git crawls out of a manhole. He grabs his lunchbox and pulls out the photograph of himself next to the Christmas tree.
He flashes back to his younger self being strapped to a table in Sir Ram's laboratory. He tried to struggle but couldn't move. A shadow passed over him and Ram readied a a large needle.
Young Git cried out. He clenched his eyes shut and struggled once again.
Back in the present, Git looks at his picture with sadness in his face. He puts the picture away then hears sirens out in the distance.
Git stands, looks around, then runs away. Above him, a Bestial passes by in his ice cream truck.
At the clinic, Peter helps John down onto an examination table. Peter recognizes him as John Jameson and Naoko asks how he knows him. Peter stammers to stay he saw some pictures in The Daily Byte of some suspected human revolutionaries and John was one of them.
John groans on the bed. Naoko asks for help strapping John down, explaining he has a medical condition and may get violent. Peter backs away saying he has a job interview and doesn't want to be late.
Peter hurries into his room and closes the door. He activates his wristwatch releasing the nanobots creating his suit. He thinks to himself that if John knew both Peter Parker and Spider-Man were are Counter-Earth he would be doing more explaining that he wants.
Spider-Man moves to his bookcase and moves apart some books. He grabs some web cartridges hiding behind them. He puts the cartridge on his wrist and it is absorbed into his suit.
He leaps into the window realizing he should get away from this place while he finds out what is happening with Git. He then leaps into the street beyond.
Later, several rebels stand on a rooftop carrying rifles. Nearby, Spider-Man crouches on a ledge talking to the woman rebel and Bromely. She explains that Git was supposed to deliver the canister to them but instead disappeared with it.
Bromley claims that High Evolutionary was building a biological weapon to get rid of humans. Spider-Man tells them that Sir Ram explained it was a highly contagious virus.
She says the virus is the least of their worries. She claims the canister has a built-in failsafe device and started counting down the moment it left the lab. Bromley says they found this out after Git left on the mission and is now in deep cover with no way to contact him.
Bromley says his best guess is they have two hours before it triggers. Spider-Man asks what exactly this failsafe is. Bromley says it is a fusion bomb. If the abort code isn't entered in two hours the bomb will destroy everything within a twenty-five mile diameter.
He also says that if someone opens it without entering the codes then the bomb triggers immediately. The woman says they have to find Git, as it may be too late by the time he gets to the rendezvous point.
Spider-Man explains that Sir Ram was looking in Grid Seven. He wonders if they can find out where that is. She pulls a phone out of her jacket saying they've broken some of their codes and this may be one of them.
Bromley asks what he is thinking. Spider-Man explains that the only way to find Git is for the rebels and the Knights to work together. Romley is shocked by this.
In Grid Seven, the Knights fly around shining lights into the streets below. They turn a corner and Sir Ram is shocked when a truck comes straight at him blaring its horn.
The Knights scatter as the truck passes by. Spider-Man calls out to "Sir Leg of Lamb" saying he has a proposition for them. The Knights form up and approach the truck.
Ram demands to know the meaning of this. Spider-Man suggests they join forces as it's the only way to find Git in time. Ram says that the revolutionaries are the ones who caused this in the first place. He suggests there be an end to their interference immediately.
Ram starts firing forcing the truck to dodge. The other two Knights join in. The truck turns and speeds away.
The woman rebel says this was a bad idea and Spider-Man agrees. Behind them, the Knights pursue and continue firing.
The truck races above the city with the rebels firing back. The Knights stay close behind. The rebels aim their rifles and pistols taking shots.
Spider-Man cries out to hold it then fires webbing at the Knights blocking their blasters. The Knights circle around then hover near the stopped truck.
Spider-Man reminds them that this is bigger than them, explaining if the failsafe triggers then the entire city will be destroyed. He says it doesn't matter who got them into the mess, only that they get out in time.
Bromley thinks he isn't serious. He claims the idea of humans working with Bestials turns his stomach. Lady Vermin claims that is the one thing they agree on.
Spider-Man appeals to Sir Ram as a scientist, asking him to do the math. He says if they work together they will double their chances. Ram says that as much as he hates to admit it he does make sense.
Ram says that this time they will work together. Spider-Man calls himself a born negotiator.
In the Basement, Git walks up to an abandoned building. He looks around then sits on the curb.
Elsewhere, the woman rebel explains to the Knights and Spider-Man that this was the primary rendezvous site where Git was supposed to deliver the virus. Vermin sniffs the air then explains he was there as his scent is unmistakeable.
She points off in a direction. Bromley whispers to his fellow rebel that he knew she smelled like a rat. Ram grows angry saying he should be glad time does not allow him to express his contempt for Bromley and all his kind.
Bromley marches forward demanding a demonstration there and now. Ram steps forward while the three women ready their pistols.
Spider-Man leaps into the middle ordering them to put their weapons away saying this isn't a playground. He reminds them that they either work together or all fry. Everyone puts their guns away.
Ram reluctantly agrees, explaining he does not trust the humans to properly deal with this on their own. The woman retorts that it goes double for her.
She then says there is a secondary rendezvous point two miles away and they should go there.
Meanwhile, Git sits alone on the curb.
He again flashes back to his childhood. Several boys were playing in the street kicking a ball around. They then turned and were shocked to see young Git covered in bandages.
Git extended his hand but the boys yelled at him not to touch them. They knelt down, picked up rocks, and began throwing them forcing Git to flee.
Git ran around a corner as rocks flew around him. He reached the end of an alley, looking around and finding no exit. He extended his hand and moved through wooden planks into a building.
The other boys ran around the corner but found it empty. The boys looked around confused then walked away. Git watched from behind the boards.
In the present, Git grows angry and stands. He readies to throw the canister onto the ground then stops himself. He hears sirens and puts the canister into his jacket. He grabs his lunchbox and runs away.
The three Knights descend from the sky onto the area. They land and get off as Spider-Man leaps down nearby. The truck stops and the rebels get out.
The two groups walk together. Bromley explains this is the second rendezvous place and if they are lucky Git will get there in time.
Git watches from a nearby hole and throws a small device. Spider-Man's Spider-Sense goes off and he warns the others. They all run as the device lands and explodes. Bromley tells Ram that he must think they have gone turncoat.
Ram sees him and notices the bio-container. He orders them to retrieve it so he can disarm the bomb. Ursula runs up saying he will need the bandages even more when she is through with him.
Git sees her approaching and runs off. She leaps up and grabs him by the shoulders lifting him off the ground. She is shocked when he dissolves in her hands and squirms away.
Spider-Man fires a webline pulling the canister to him. He holds it up but Git swings by grabbing it from him. He lands and runs off.
Git swings a bola then throws them at a control panel causing it to spark. Bromley and Vermin run up and he says Git triggered the destruct switch. Vermin asks what he means, and Bromley tells them to hit the deck.
They run off as the switch explodes sending debris everywhere. A large piece of building crushes the truck and Knight's vehicles.
Bromley and Spider-Man begin lifting off debris. Bromley orders Spider-Man after Git and they will follow when they can. The woman explains that he is the only one fast enough to get Git on foot.
Spider-Man leaps up and swings away. Ram and Vermin rush up to uncover their vehicles.
Git continues running through the streets with Spider-Man swinging after him. Git leaps up and grabs onto a fire escape. Spider-Man calls out to him saying it is not what he thinks.
Spider-Man looks up at Git on the escape, disappearing into the steam, and begs him to stop. Spider-Man leaps onto the wall and crawls up.
Git reaches the roof and climbs up. Spider-Man soon follows and calls out to him. Git runs as Spider-Man claims he is on Git's side.
He fires a webline tying up Git's feet. Git falls backwards dropping the canister and his lunchbox. He fires a web catching the canister to pull it to him.
Git reaches into his lunchbox and readies to throw something. Spider-Man fires a mass of webbing netting Git. The rebels and the Knights fly up behind Spider-Man.
Ram explains that they must hurry as the deactivation code will not work in the final minute. He gets off his vehicle and approaches Spider-Man. The hero hands over the canister.
Ram opens a panel revealing one minute and three seconds left. He punches in the code but the device passes one minute. Ram is shocked realizing it is too late.
Bromley grows grim noting that in a minute they and the city will be gone. Spider-Man says he gives up too quickly as they are not finished yet.
He grabs the photograph from the lunchbox and approaches the net of webbing. He rips it open and explains to Git that they need his help. He explains that the container has a bomb in it and if they do not stop it the entire city will be destroyed.
He holds up the photograph asking him to think of all the children. The woman says Spider-Man is right.
Git walks up to the canister, Ram hands it over, and he threads his bandages through the device as it counts down. Bromley wipes away his sweat as the timer stops and they are safe.
Bromley approaches congratulation him saying he is a hero. The woman approaches Bromley telling him to wait till later.
Ram pipes up saying that their joint success has not changed the humans's status in any way. He threatens that when they meet again they will be enemies.
Git flashes back to being taken by Ram. Ram begins to say they should expect no mercy, but is interrupted by Git punching him as he flashes back to his time being experimented on and later the other children's reactions.
Ram cries out as Git pummels him. Git forces him to the ground and continues hitting him. Spider-Man approaches and pulls Git off him.
Ram gets up and tells them to expect no quarter. He and the other Knights brandish their pistols. The rebels then ready theirs.
Spider-Man looks around as he and Git are in the middle. He jokes that this is not his idea of a happy ending. Spider-Man cannot believe this, thinking there was a sale on death wishes.
He berates the others saying they just saved the entire city, and a lot of New Jersey, by working together. He asks if that is enough for one night.
Git watches then reaches into his lunchbox. The rebels and Knights continue facing each other. Git pulls something out and approaches the Knights.
He offers a piece of candy to Ursula. She looks at it confused then takes one. Git offers the other piece to Bromley who takes it.
Bromley and the rebels lower their guns. He leans over picking up the canister saying they will be keeping it as a souvenir of the evening's festivities. He advises the Knights to leave immediately. Spider-Man crawls onto the nearby ledge.
Ram says if they try it they will not leave the rooftop alive. The two female Knights ready their pistols. The rebels once again raise their weapons.
Spider-Man leaps over the groups and snags the canister with a web line. He claims that as the only neutral party he will take the canister and see it is destroyed once and for all.
Ram questions how he will safely dispose of the virus. He claims only he has the facilities to contain its mutagenic properties. Git watches Ram and Spider-Man argue. The hero claims there is no way he will get his hands on that again.
Ram notes that Spider-Man earlier appealed to his logic so he appeals to his. He claims only he can dispose of the virus and Spider-Man knows it. Spider-Man wonders how they know he will get rid of it.
Ram claims they have his word as a Knight of Wundagore and that should be enough. Spider-Man claims his word and a nickel aren't worth much.
Just then, Git grabs the canister out of Spider-Man's hands. He looks at the two then offers it to Ram. He points away and Ram runs off.
Spider-Man asks Git if he is sure about this and the rebel nods then walks off.
The Knights get on their vehicles and fly off. Spider-Man watches them leaves then turns to see Git standing on the ledge looking down. He pulls out his photo then looks out over the city.
Later, someone is scrolling through images of Spider-Man and Lady Vermin. The first shows her kissing him on a ledge. The next shows her grabbing his butt on the street. Another shows her kissing his mask.
The next morning, Meugniot laughs as he looks at the various pictures thinking about Spider-Man and the "Rat Lady." He wonders who would have thought of it.
He yells out to the others to look alive as they have a paper to get out. The others stand in the door and when Meugniot tells them to move it they scatter.
Meugniot looks over at Peter saying it was nice doing business with him. Peter laughs saying it's the same there. He asks to keep it nice and extends his hand. Meugniot looks at his hand then gives him a stack of cash.
The others watch from outside the office.
Carnage breaks open a glass and snatches the container. He pulls it back down into the hole.
Venom watches Carnage's arm return to him with the canister. Carnage claims this is another piece of the puzzle. He laughs into the darkness of the cavern. Nearby, a pool is filed with liquid while tentacles reach out of it.
Later at a restaurant, Peter sits with Shane and Naoko. Peter asks Shane how was school. He says it was okay then asks if he saw pictures of Spider-Man and the rat lady in the paper. He says it is gross.
Peter jokes he cannot imagine what he sees in her, then adds not with people like his mother around. Naoko smiles at him. Shane looks at the two.
Outside of Jimmy's, the mysterious man who called Naoko watches the three. He says they will see about this about Peter. His eyes flash red. He clenches his fist and then punches a hole in the nearby brick wall.
"I fear that one day our master's sins shall undo us all."
- -Lord Tyger
"Must eliminate target."
- -Machine Man
"Git Hoskins. You cannot comprehend the danger which you may have unleashed."
- -Sir Ram
"Life is tough, Pete. Especially since the High Evolutionary took over."
"Hope you don't mind if I cut in."
"Nice shootin'. Not! Now it's lasers versus webbing. Or...not."
"You know, the trouble with this world is that everyone is always shooting at someone, mainly me, without taking the time to talk."
"Tread softly, my love. When you insult one Knight of Wundagore you insult us all."
"Oh, well that's convenient."
- -Lady Vermin and Spider-Man
"Now stand aside, insect!"
"I keep telling you, arachnid."
- -Sir Ram and Spider-Man
"The last time I saw you guys you wanted to chase me all over the Lower East Side, kick my butt, and slice me up six ways from Sunday."
"Make no mistake, parasite. I'll indeed kick your butt and slice you up six ways to Sunday and take pleasure in doing so. But presently, more pressing matters rob me of such enticing diversions."
- -Spider-Man and Sir Ram
"That does it. I gotta get off this planet before I end up dating outside my species."
"You said you wouldn't call me."
"You have a man living there."
"Only renting the spare room. Not that it's any of your business."
"Where you and Shane are concerned, I make it my business."
"You're the one who left us. Threatening my tenant won't get you anywhere. Why don't you just leave us alone."
- -Naoko Yamada-Jones, Hector Jones, and Shane Yamada-Jones
"Man, that was close. If Jameson knew that Peter Parker and Spider-Man are both on Counter-Earth...That's more explaining than I want to do right now."
- -Peter Parker inner monologue
"This was a bad idea."
- -Karen O'Malley and Spider-Man
"Look, it doesn't matter who got us into this mess. What matters is getting out in time."
"Skunk me! He's triggered the destruct switch!"
- -Daniel Bromley
"Good on ya, Git. You're a hero, lad."
- -Daniel Bromley
"Do not think, humans, that our joint success changes your status in any way. When we meet again, we are enemies."
- -Sir Ram
"You appealed to my logic earlier, Spider-Man. Now I appeal to yours. Only I can dispose of this menace and you know it."
- -Sir Ram
"Spider-Man and the rat lady. Whodda thunk it? Okay, people. Look alive. We got a paper to get out. Move it! Move it!"
"We'll see about this, Peter Parker."
- -Hector Jones
- The design on Git's lunchbox looks like a cross between Mickey Mouse and Winnie-the-Pooh, both of whom are owned by The Walt Disney Company who later purchased Marvel Entertainment.
- Spider-Man notes that Git saved his life more than once even though he has only appeared in one previous episode. Though in "Worlds Apart, Part Two" Git did help him in the initial rescue and during the battle with the symbiotes, so technically "more than once" is accurate.
- One of the boys who chases Git into the alley during the flashback wears an outfit similar to Bromely, possibly being him as a child.
- In the flashbacks, Git has mittens. But in the present, the remaining mitten is sometimes a fingered glove and other times still a mitten.
- Why does Lord Tyger not join the other Knights in searching for the city-destroying bomb?
- When Meugniot is looking at Git fighting the Machine Man, his reflection is not reversed as it should be.
- When Spider-Man goes to help Git, it is clearly a night shot when it's supposed to be during the day.
- When Git goes for the canister while the Machine Men attack Spider-Man, the size of the canister vastly increases.
- A point is made to show Spider-Man putting a tracer on Lady Vermin's vehicle, yet nothing is ever made of this again and later needs codebreakers with the rebels to find her and the other Knights.
- When Spider-Man waves to the ape Bestial, his cape is flapping straight up.
- Sure Peter must be lonely, but it's strange that he would think Mary Jane is on the billboard when she's on another planet.
- Peter wears baggy clothes and bulky sneakers yet the nanobots move over them into a skin-tight outfit.
- Spider-Man only reloads one wrist with web cartridges.
- Reused footage when the Knights are shooting at the rebels when they first meet.
- When Git throws the explosive at the Knights and rebels, there is no one around Spider-Man before his Spider-Sense goes off but he is surrounded after.
- When Git throws the explosive it is white but just before it explodes it turns orange.
- When the rebels' truck is crushed it changes from a red open-bed pickup truck to a yellow tanker.
- How did Spider-Man know there was a photograph in Git's lunchbox?
- The countdown on the canister moves far too quickly.
- Sir Ram reacts to Git's first punch before the rebel gets close to him.
- When the standoff for the diffused bomb starts the Knights have white pistols and the rebels have red ones. After the commercial break, they all have red pistols in the overhead shot.
- Additionally, Lady Vermin is missing from the overhead shot following the commercial break.
- When did Spider-Man have the time to take any of the photos with Lady Vermin?
- Reveals the backstory of Git.
- Git is named.
- The ape bestial appears in every episode with Spider-Man landing on his car frightening him.
- Naoko and John reveal they have already met each other.
- First time Peter is shown putting on his suit without the reused animation sequence.
- Karen O'Malley is still not named.
- The truck the rebels use to find the Knights is the same truck they used to rescue Spider-Man in "Worlds Apart, Part Two".
Main Actor Role(s) Rino Romano Spider-Man/Peter Parker
Green Goblin/Hector Jones
Kimberly Hawthorne Karen O'Malley John Payne John Jameson Michael Donovan Carnage Brian Drummond Venom Garry Chalk Mr. Meugniot Akiko Anne Morison Naoko Yamada-Jones Rhys Huber Shane Yamada-Jones Christopher Gaze Daniel Bromely Ron Halder Sir Ram Jennifer Hale Lady Vermin Tasha Simms Lady Ursula David Sobolov Lord Tyger Dale Wilson Machine Men Kathleen Barr
The episode aired December 23, 1999, making this the very last Marvel episode of any show to air in the Twentieth Century.
In the tie-in issues of Spider-Man Unlimited, Shane's father is revealed to not be Green Goblin as implied though never directly stated in the series but actually Wolverine.
Stu of Marvel Animation Age was intrigued by the episode as it took the time to go into the backstory of one of the characters. He felt Git's appearance and mute personality made him the one he most wanted to see explored. He did like how it fleshed the character out, feeling sorry for him. He did like the flashbacks of Git and how it made the Bestials evil rather than just animals with a high and mighty attitude. However, he was growing frustrated with the Bestials, especially Sir Ram's dialogue. He felt they were not interesting and too strange for Spider-Man. "Overall though, nothing seems to be standing out in the episodes. There's no oomph or spark to any of it. Perhaps the very premises of the series is too far away from the Spider-Man I know and love, but I'm really not feeling any of this show so far. It never quite reaches a good level. It's either terrible, simply bad or just watchable. There's still time to improve, but I don't think the show has it in it."
The episode has a 7.8 on TV.com and 6.8 on the Internet Movie Database.