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Series Spider-Man
Release Date May 13, 1995
Episode Number 10
Writer John Semper, Jr.
Mark Hoffmeier
12 images

Spider-Man returns to his normal life, except that his actions have dire consequences as a new and powerful villain pushes the wallcrawler to his limits.


A Score To Settle

Poison to Spider-Man.

Following the previous episode, Eddie Brock is lifting weights in his new place, with one wall covered in Spider-Man articles and pictures. He recalls all the things that Spider-Man and Peter Parker did to him and the symbiote recently. Eddie gets up and grabs one of the pictures vowing to make Spider-Man pay. Suddenly the symbiote appears over Eddie and he appears to be an altered version of Spider-Man's black suit with a big gapping mouth, razor sharp teeth, gravely voice, jagged looking eyes, and huge muscles. He says that since he is poison to Spider-Man he calls himself Venom.

One hero against two villains

Spider-Man swings through the city happy to be in his old costume, awaiting his date with Mary Jane Watson. However, he is interrupted by the sight of Rhino on a nearby roof. Spider-Man manages to subdue Rhino but is ambushed by Shocker. Spider-Man is knocked into a Daily Bugle billboard where Shocker and Rhino prepare to attack again.

Meet Venom

The vile Venom!

Venom appears and throws Rhino to the side and defeats Shocker. Spider-Man gets up thinking he still has the two villains to beat but finds them both webbed up already, just not his. Eddie Brock appears out of no where and helps Spider-Man out of the rubble then asks if "we" can call him Peter Parker. Eddie then reveals his better half and throws Spider-Man across the roof. Venom reveals that he now has the symbiote suit, and he's stronger than Spider-Man.

Venom is the one villain that can surprise Spider-Man

Venom tells him that they are now part of a life force that has existed since the dawn of time. The symbiote has amassed knowledge from thousands of worlds and millions of civilizations all so it could survive, and now it is sharing that knowledge with Eddie. Venom swings off and Spider-Man follows but is attacked from behind by Venom. Spider-Man realizes that Venom never set off his Spider-Sense. Venom tells Spider-Man that his webbing is stronger than his and that he is no longer Eddie Brock, they are Venom. Venom tells him that Spider-Man will see him everywhere he looks, even in his nightmares, then swings off.

"Dreams go away."

Dr. Connors was right, the symbiote did bond with its host and since it tried to bond with Spider-Man first it must have figured out a way to block his Spider-Sense. Spider-Man swings to Eddie's old apartment to find clues. Spider-Man finds a receipt for exercise equipment that was delivered to Eddie. At the Daily Bugle Peter finds an ad for Atlas Equipment Rental but the man appears to turn into Venom, freaking Peter out. Peter calls Atlas and pretends to be Eddie in order to find where the equipment was sent to. Robbie Robertson hands Peter a packet of articles concerning Eddie when J. Jonah Jameson enters with his son John. The doctors say John will be just fine and can't wait to get him to command another shuttle. They have even named the satellite that's launching the next night the John Jameson Probe.

Spider got caught in the web

Peter leaves the Bugle and comments that Eddie could be anywhere. Peter changes into Spider-Man and spots Eddie clinging to the side of a building watching him. Venom wonders what people would do if they knew who Spider-Man was, especially Jameson. The two battle on a nearby roof but Venom eventually disappears. Venom taunts Spider-Man with the thoughts of going after Aunt May or Mary Jane. Venom ties of Spider-Man and hangs him over the side for all the public to see. Jameson and Robbie see the two. Then Venom rips off Spider-Man's mask and drops it down below. Jameson realizes this could be his one chance to identify the wallcrawler and grabs a camera to try to zoom in on him.


So close yet so far

Venom promises to keep Mary Jane company when Spider-Man is gone. Jameson is unable to focus on Spider-Man since he keeps moving. Spider-Man eventually grabs a broken fan and cuts Venom's webbing and flees. Spider-Man uses a nearby flag to provide a temporary mask.

Peter goes to the movie theater for his date with Mary Jane worried that Venom got to her first. Mary Jane is fine and met up with a friend of Peter's, Eddie. Peter shoves Eddie away and drags Mary Jane away. Peter explains that Brock is a weirdo and sees Venom following them. Mary Jane looks but sees no one. Peter sees another vision of Venom and runs into the subway with Eddie close behind. Mary Jane is worried about Peter but trusts him enough to listen to him.

Eddie makes it personal

Peter returns home and Eddie comes just afterwards. Just as he did with Mary Jane, Eddie acts extremely nice to Aunt May so she thinks he is a good boy. Peter takes Eddie outside where he transforms into Venom and pushes over a tree onto Peter. Peter realizes that Venom will never stop torturing him and he needs to fight back.

Very unusual driver

Venom returns to his new place only to find that Spider-Man decorated one wall with articles about Eddie being fired in disgrace. Spider-Man leads him on a chase and eventually heads into the subway. The two jump onto the train but Venom gets knocked off. Venom steals a truck and makes it back onto the train.


Venom hates loud sounds

Unbeknownst to Venom, Spider-Man has been leading him to the new shuttle launch site. The first in the New York Area and the same one named after John Jameson. Spider-Man climbs up the scaffolding with Venom following closely. Spider-Man eagerly awaits the activation of the engines, hoping that it doesn't fry him along with Venom. The engines do start and the symbiote falls off of Venom. Spider-Man webs up the symbiote and attaches it to the rocket as it blasts off into space.

Launch Control finds Spider-Man and the unconscious Eddie Brock going down in the elevator. When the military arrives they only find Eddie. The military checks the perimeters but Spider-Man has hitched a ride on the roof of one of the HUMVEEs and jumps over the fence. Spider-Man congratulates himself for beating the most relentless and unforgiving villain he ever faced.

"I wonder what's out there."

Later, Mary Jane tells Peter that she wonders what is in the stars, if there's any life out there. Peter looks at moon and sees one last vision of Venom.


"Thought it was over, didn't you, Spider-Man. You made a fool out of Eddie Brock whenever you could. Rejected the symbiote which only wanted to make you stronger. Well surprise, surprise. Now we're one. Now you're gonna pay! From now on were poison to you Spider-Man. That why we call ourselves Venom."


"I feel great. Boy, am I glad to be back in my old clothes and that full moon tonight is perfect for my date with Mary Jane."


"You should've stayed in black cause I'm gonna dirty you up. Bad."
"Sorry. They tell me the blue really brings out my eyes."

-Rhino and Spider-Man

"Last time I kicked your hide all over this town. Is your learning curve a flat line or what?"
""His might be. Mine isn't."

-Spider-Man and Shocker

"Rhino and Shocker? How'd they get together, computer dating?"


"This time it's maximum voltage at minimum range."
"No! He belongs to us."

-Shocker and Venom

"Need a hand, pal?"
"Eddie Brock? How did you..."
"Get up here. Same way you did spider punk. Or do you mind if we just call you Peter Parker?"
"What did you say?"
"Ooh, you're quite the bully when you want to be, aren't you Parker? Problem is, Eddie Brock isn't the same guy he once was. Why don't we introduce you to our better half." [Transforms into Venom] "We call ourselves Venom."

-Eddie Brock/Venom and Spider-Man

"Wear your old clothes, kid. Your hand-me-downs. The symbiote that Peter Parker tried to destroy Eddie Brock has embraced. We've bonded."


"Brock's rage and vengefulness made us a perfect breeding ground far better then you Parker."
"Brock, you've got to get rid of it."
"Why? Were now part of a life force that has existed since the dawn of time. Imagine what you've turned down, Parker. Think of all this knowledge. We've seen thousands of worlds, millions of civilizations, learned many secrets but with one goal above all else: to survive. And now were sharing those secrets with Eddie Brock. We're very happy together."

-Venom and Spider-Man

"You see us everywhere even in your nightmares."


"Doc Connors was right. That alien takes over it's host but since it tried to bond with my DNA and failed it can even block my spider-sense. Now what do I do?"


"If that symbiote nearly drove me nuts, I can imagine what it's doing to a pumped up lunatic like Brock."


"The prognosis is that John's going to make a full recovery. In fact, NASA can't wait to get him back in command of another shuttle. Isn't that right, son."
"Sure. So long as I can shake the memories of the crash and that black alien ooze."
"Dreams go way. You'll be fine. He'll be fine! That satellite is being launched tomorrow night. They've named it the John Jameson Probe in his honor."
"That black ooze isn't a dream. It's my worst nightmare."

-J. Jonah Jameson, John Jameson, and Peter Parker

"Nice Spidey-jamies."
"Wonder what people would do if they knew who Spider-Man was." [Transforms into Venom] "Hey, lets go ask Jameson about that."

-Venom and Peter Parker

"Brock, the more you hate me the more the symbiote can control you."
"Who said we hate you? Fact is were your biggest fan."

-Spider-Man and Venom

"Look streamers! Now it is a party!"


"Revenge is a human trait we enjoy. We'll have our revenge against you and the ones close to you like poor Aunt May or Mary Jane Watson. We know all about them too."
"You leave them alone!"

-Venom and Spider-Man

"When the world finds out who you are, you're history pal. Think of all the lovely folks you'll leave behind like Mary Jane. She'll be so lonely. Maybe we'll have to keep her company. How does that sound, Tiger"


"I was suppose to meet Mary Jane tonight. But what if Venom gets to her first?"

-Peter Parker

"He'll never stop touring me! I've got to fight and I know just the way to do it."

-Peter Parker

"We're going to turn out you lights. This party is over!"


"It would be nice if there was a couple hundred more cars to this train."


"Ticket please."


"Look Parker, We're both on a round trip."
"Next time I'm flying."

-Venom and Spider-Man

"Bingo! The John Jameson Probe. Fitting since this all started in space."


"I did it. I beat the most relentless, unforgiving opponent I've ever faced."



  • Newspapers on Eddie's wall include the real life National Enquirer and People Magazine.
  • The Enquirer reads Elvis is my Father.
  • Eddie's pants disappear when he turns into Venom. But since the symbiote previously changed into different clothing for Peter, it's possible he wasn't wearing any pants at all.
  • When this episode was adapted into the tenth issue of the Spider-Man Adventures it was given the subtitle "Coming of Venom".


  • People Magazine is misspelled as Peoplel.




Len Wein wrote a script for the episode that was rejected.

The scene of Eddie/Venom swearing vengeance on Spider-Man comes from The Amazing Spider-Man #298. In that comic, Venom appears only in shadow. Also, Peter is wearing a black costume, that is a replica of his symbiote suit, that Black Cat made for him as she thought he was sexier in black.

Venom following Spider-Man on the train comes from Strangers on a Train.


"Amazing Spidey" of Marvel Animation Age stated that the animation was not quite as good as the previous two episodes. Venom's design was perhaps the worst of any villain, most notably the red and blue highlights along the edges. "Spidey" did praise the episode as Venom is a really good villain. That it was mostly a shame we did not see any more Venom-only episodes, though that might have diluted his threatening nature. The episode itself was still an above average.

Comic Book Resources ranked The Alien Costume saga as the third greatest episode of the series. They noted it was a fan favorite of the series and had been building up since the beginning. They felt that Venom is the kind of villain that needs a huge introduction and this episode delivered. They liked how it changed Peter into a reckless person drunk on power. They felt the story was generally faithful to the comics, especially Eddie's tortured soul allowing the audience to understand his hatred.[1]

The episode has a 9.2 Superb rating at

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