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This article is written from the Real World perspective Real World.jpg
Series Spider-Man
Release Date May 6, 1995
Episode Number 9
Writer John Semper, Jr.
Brynne Chandler Reaves
10 images

While enjoying his new suit, Spider-Man must deal with increasing violence over his reward. But when Peter begins to change will he realize there's something more to the suit than meets the eye?


Sonic Blaster

Even new things have weaknesses

Following the events of the previous episode, a task force follows Spider-Man through the city in an attempt to get J. Jonah Jameson's million dollar reward. In his new black suit, Spider-Man arrogantly brags that he is now unbeatable. With no other option the task force uses a sonic blaster on Spider-Man. The blaster is effective and Spider-Man collapses to the ground unable to move.

Symbiotic Suit

Another unique feature

The task force begins to wonder why a sonic blaster of all things would defeat the wallcrawler when the suit suddenly shoots out webbing on its own to pull Spider-Man to safety. When the task force attempts to use the blaster again a piece of the suit falls on it and destroys it. The force uses a flamethrower but again the suit pulls Spider-Man out of the way on its own. Spider-Man breaks a nearby fire hydrant, threatening that their batteries will explode when wet.

Spider-Man heads to the root of the problem at The Daily Bugle. Jameson tells Spider-Man that he can't hide in his new suit, but Spider-Man informs he and Eddie Brock that he has nothing to hide. Although pictures don't lie, Eddie does. Spider-Man tells Jameson that there was a man in a rhino costume at the shuttle too. Secretly Jameson calls security who stop Spider-Man before he can do anything to Jameson. While leaving Spider-Man comments that he almost lost it again. He needs some questions answered

In their hideout, Kingpin and Smythe are demonstrating the power of Prometheum X, the most powerful element ever discovered, to some potential buyers. Prometheum X doesn't radiate until heated, allowing anyone to hold it in their pocket without damage. Less than a microgram allows for a spectacular explosion.

A science lesson in alien organisms

Spider-Man swings to the Empire State University Science Hall to ask Dr. Curt Connors for help. Dr. Connors asks him why he shouldn't turn Spider-Man in, and is reminded that Spider-Man didn't turn Dr. Connors in. Spider-Man wants Dr. Connors to analyze the suit. However, at the first sign of scissors the suit retracts. Spider-Man grabs a piece for Dr. Connors to cut and analyze. Under the microscope Dr. Connors discovers that the suit has a cell structure and is alive. Later, Dr. Connors goes over his results. When introduced to another organism the suit bonds with it, replicates and mutates the molecular structure of its own DNA, and improves on the host. The suit is a symbiote, an creature that survives by bonding with another. However, the suit not only bonds but replaces and takes over the host as if it were a sentient creature. Dr. Connors warns Spider-Man to give up the suit immediately but Spider-Man needs it.

At the hospital Jameson watches over his son, John. John briefly wakes up and rambles on about the missing element and a man in a rhino costume. Back at The Daily Bugle Jameson yells at Brock for hiding facts and coloring the truth. Brock claims that since they both hate Spider-Man he was doing what he thought Jameson wanted. Jameson calls security to throw out Brock. On J3TV Jameson makes a public statement telling that Spider-Man in fact did not steal the Prometheum X and that he had been fooled by Eddie Brock. Jameson regretfully withdraws the reward. Kingpin sees the broadcast and is worried that Brock could somehow trace the theft back to him but Smythe has the perfect man to take care of Brock.

Shocker's shocking abilities shock the wallcrawler into shock

On his way home Brock blames Spider-Man for all his problems such as the loss of his job, reputation, health, and now his apartment. Spider-Man sneaks into Brock's apartment to find the film containing pictures of Rhino. Spider-Man finds the film in Brock's showerhead and is about to leave when he overhears a mysterious voice talking to Brock outside. A new villain calling himself The Shocker threatens Brock for the shuttle photos. Shocker can shoot powerful blasts from his gauntlets but Spider-Man easily avoids them. Brock manages to run away as Shocker knocks a pile of rubble on Spider-Man.

Old Friends

Shocker leaves the scene believing he has won, but Spider-Man burst out from the rubble and follows the new villain. When Shocker disappears in a house Spider-Man uses his Spider-Sense to find which door he went in. Spider-Man finds a heavy metal door and considers crawling through an air vent, but that's the old Spider-Man talking. Spider-Man smashes down the door to find Shocker and Smythe where a battle ensues. Shocker is unable to even hit the wallcrawler and Spider-Man manages to take the Prometheum X.

Jameson swallows his pride

At the Parker Home Spider-Man is analyzing the properties of Prometheum X. He finds that it's heat activated, contains another special property. At Kingpin's hideout Smythe and Shocker detail the events to their employer. Kingpin wants the Prometheum X back even if they had to take the whole city hostage. Shocker takes John from the hospital and meets with the elder Jameson. On television Jameson begs Spider-Man to meet him, who only agrees because of John. Spider-Man meets with Jameson who tells him the situation. Meanwhile Jameson has been followed by Brock.

Regaining Control

Jameson drives Spider-Man to an old church, with Brock close behind believing that Jameson plotted with Spider-Man. Smythe appears and offers Jameson in exchange for the Prometheum X. Spider-Man agrees and Jameson takes his son away. Shocker then appears and ambushes Spider-Man. After fighting a losing battle Shocker eventually flees to the bell tower.

The symbiote suit's true nature

With both distracted Brock tackles the two superpowered fighters. Spider-Man angrily puts Brock into a web cocoon and hangs him under the bell. Spider-Man then smashes Shocker's gauntlets and hangs him over the side claiming he has the power to do whatever he wants now. He then flashes back to his Uncle Ben and his famous words. Suddenly realizing what he's doing, Spider-Man stops but then the suit pushes Shocker off the side all by itself. Spider-Man saves Shocker just before he hits the ground.

Trying to recapture former host

Realizing Dr. Connors was right Spider-Man desperately tries to remove the suit, but it won't come off! The bell begins ringing and Spider-Man begins to feel the pain. Spider-Man remembers the sonic blaster from before and realizes that sound hurts the symbiote. Spider-Man runs closer to the bell and the symbiote falls off. The symbiote forms itself into the dark shape from Peter's dream and attacks Peter. Peter denounces the suit and is thrown over the edge in time to see the noise finally defeat the symbiote.

Peter jumps down and heads back home, in his underwear. At his hideout Smythe returns with the Prometheum X so it can be sold to the buyers. But they want proof that it is Prometheum X and not some imitation. Smythe tests the element but nothing happens. Upon closer examination Smythe learns that it has transmutated completely into lead, the radioactive half-life of Prometheum X must only be days. Kingpin is angry but Smythe reminds him that he never had the opportunity to properly test it. Spider-Man knew it and knew Smythe could do nothing with it.

Back at the bell tower the symbiote begins dropping on Eddie Brock. Brock gains a gravely new voice and buff new body. He easily breaks out of Spider-Man's webbing and smashes out a wall of the crush, vowing revenge on the spider.



"You boneheads can't catch me. Not while this suit makes me stronger and faster then you."


"Blast Jameson and his stupid reward. He's got the whole world after me for something I didn't do! I can hardly move without someone wanting a piece of me."


"Don't you yahoos get it! The black Spider-Man is unbeatable!"


"This is weird. Maybe this ain't spider-Man."
"How many other wall crawlers hang around here?"

Two Thugs

"My suit has cruise control. But your suits. Your suits have battery packs that plow up if they get wet! Bye bye."


"Now to go right to the source of all my troubles."


"Thanks to your photos we've got the webslinger dead to rights."
"I told ya I could do the job J. J."
"You did a job alright...on me."

-J. Jonah Jameson, Eddie Brock, and Spider-Man

"Doctor Connors, I need your help."
"You're a wanted man. Tell me why I shouldn't call campus security?"
"I helped you once when you were desperate. I could have turned you in but I didn't."

-Spider-Man and Curt Connors

"Where do you think your going! You've got to get that suit off!"
"I can't. Not yet. There's some things I've got to take care of first."
"Get rid of it!"
"I need it!"

-Curt Connors and Spider-Man

"You lied to me!"
"Okay, okay. It was just some fool in a bad Halloween costume. What's the big deal?"
"I can't have someone who works for me coloring the truth and leaving out facts. It's against everything I stand for. You're history, Brock. Outta here. Fired!."
"What? No, no wait. I-I have more pictures."

-J. Jonah Jameson and Eddie Brock

"Spider-Man. Everywhere I turn he's in my way. He cost me my job, my reputation, my health, my apartment."

-Eddie Brock

"Not too hygienic of him but clever. And now, Mister Brock will learn a serious lesson about the dangers of lying."


"This is why they call me the Shocker."

-Shocker, first line

"Rest in pieces, wallcrawler."


"Maybe I can crawl through an air vent. Air vent? That's the old Spidey talking'."


"How did you get in here?"
"Since I got my new suit I get invited to all the best parties."

-Alistair Smythe and Spider-Man

"You're all tied up so I'll be on my way."


"Spider-Man, wherever you are, if your within the sound of my voice, you must contact me. It's a matter of life and death."
"So now I'm suppose to come running when you call? This is for John, old man, not for you."

-J. Jonah Jameson and Peter Parker

"I'm getting real tired of cleaning up your messes, Jameson."


"I bet you're plotting against me with Spider-Man."

-Eddie Brock

"If you think that's a surprise then your in for a real shock!"
"I will tear you limb from limb!"
"Oh, I'm all shook up."

-Shocker and Spider-Man

"Surprised Shocker? Let me tell it to ya straight. I am invincible!"


"You can't escape me! I'll chase you to the ends of the Earth!"


"You'll pay for this!"
"The check's in the mail, baby."

-Shocker and Spider-Man

"You're suppose to be the good guy. You can't do this!"
"Why not? I have the power."

-Shocker and Spider-Man

"Power. My Uncle Ben always use to tell me with great power comes great responsibility."

-Spider-Man inner monologue

"Doc Connors was right. The symbiote's taking control. I've got to get it off."

-Spider-Man inner monologue

" It's too late it won't let me!"


"Why didn't I know your weakness? Did you block it from my mind to protect yourself? Or was Connors right? Stay away from me! I thought I wanted what you had to offer but I'm not like you and I won't let you do this to me! No! It's over."

-Peter Parker

"Enjoy your fame while it lasts."

-Venom, first line


  • Jameson saying that it is a matter of life and death is a rare instance of the show using the word "death".
  • In the comics, the church is called Our Lady of Saints.
  • Was adapted into the ninth issue of the Spider-Man Adventures called "Paint it Black".


Definitely not English
  • The newspaper Venom grabs at the end isn't using English letters, but looks more like Greek symbols.




The scene of him getting rid of the symbiote comes from Web of Spider-Man #1. The shot of the symbiote bonding with Eddie comes from The Amazing Spider-Man #300, which was released three years later.

Christopher Daniel Barnes said that The Alien Costume trilogy, this one in particular, was difficult to play because Peter was battling his own costume. Barnes claimed, "It was really spiritual in a weird way."


"Amazing Spidey" of Marvel Animation Age claimed that the episode was perhaps the best of the series. That, for being the middle episode in a trilogy, it never feels like the middle man but its own episode. Jim Cummings was praised for his role as the Shocker and Christopher Barnes was given a special note for his arrogant and darker Spider-Man voice. Although a fan of the comics, "Spidey" enjoyed this version of the symbiote's story more.

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 9.3 Superb rating at TV.com.


The trilogy of episodes had a major influence over subsequent appearances of the Venom symbiote. Originally, when the symbiote was first introduced into the comics it was only trying to take over the minds of whoever it bonded with. John Semper, Jr. changed this to where the symbiote also made it's host more aggressive and violent. This change was later carried over into the film Spider-Man 3 and The Spectacular Spider-Man.

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