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- Just from the first two episodes alone it seems like the series will be filled with these thanks to Peter's Imagine Spots.
- Blink and you'll miss it, but in the opening sequence in "Great Power", Spidey does a triple axel as he sails across the Jumbotron screen.
- His first three run ins with Trapster are shown in hand drawings of him being stuck on a school bus, on top of the Liberty Torch, and on the Thing's back.
- The Cut during Fury's lecture about how other heroes "started out clueless", to Iron Man first trying out the MK. III Armor, ricocheting around his private garage before crashing into and destroying one of his cars, embedding himself in it upside-down, and remaining stuck there for a couple seconds while the alarm blares for comedic effect.
- When the Frightful Four attack Midtown High, we get this jewel:
Wizard: If Spider-Man doesn't reveal himself, we'll tear this school down brick by brick!Random Student: YEAH!
- In "Great Power," during a fight with the Frightful Four in Midtown High, Flash Thompson tells Spider-Man that he's his biggest fan and he wants to help. Remembering how he gets stuffed into a locker by this jerk on a daily basis, Peter responds as thus:
Spider-Man: Definitely, "bro." (Opens one of the lockers) Step in.Flash Thompson: [eagerly stepping into the locker] Now what?Spider-Man: Wait for my signal. Jump out, and we'll surround them. Remember, wait for my signal. (Slams the door shut) Immature, I know, but it felt SO good!
- Spanish class, with Spider-Man.
- The SHIELD Helicarrier comes with a key fob. That is hilarious.
- Aunt May soundly trouncing Peter at video games and his shocked expression.
- The game was Hulk (Aunt May) vs The Thing (Peter).
- Peter's "Wall of Shame" spot where we see Nick Fury crying his good eye out.
- White Tiger poking fun at Nova in "Great Responsibility." It's the insultingly cutesy-wootzy tone to her voice she adds that does it.
White Tiger: Look who thinks he's still in charge. It's so cute.
- Followed immediately by:
Spider-Man (chucking aside a torn up robot arm): Next?Fury: Web-Parachute test. (Smirks) See you tomorrow.Spider-Man: "Parachute Test?"(Cue the floor opening up and sending Spidey plummeting to the ground below, screaming at the top of his lungs like a little girl all the way.)
- Followed immediately by:
- After Norman makes a comment about the possibility of Spider-Man being right under his minions' noses, Spidey floats into the background with a parachute made out of webbing.
Spider-Man: I've gotta go to the bathroom!
- Peter visits Harry in the hospital.
Peter: Hey, hero! I brought you something from school.Harry: Cheerleaders?
- Norman compliments Peter for having Harry's best interests.
Peter: Wouldn't it be nice if everyone had a dad like that?
- In "Great Responsiblity," MJ is wondering who Spider-Man could be, saying he could be anyone, a teacher, a student, and then, just like clockwork, Stan the Janitor walks by.
Stan (jokingly) Thwip! Thwip!
- Pete imagining how his interview with MJ would go.
- Minutes after that, Spidey meets Dr. Curt Connors, who actually manages to put one over on him by feigning his canonical missing arm.
Spider-Man (Imagine Spot): I like this guy.
- Of course there was Spidey's first test run on the Spider Cycle, which he barely has control over, and has him driving crazy over New York.
- While test-driving the Spider-Cycle for the first time, Spidey lands on the Jumbotron of J. Jonah Jameson in the middle of his daily rant against superhumans. He promptly uses the bike to draw a mustache on him via skidmark.
- Peter shaking hands with Nick Fury-than activating his web-parachute that covers them both. "...Awkward."
- When Peter finds out his teammates are now going to his school he says he has to talk to a guy. Cut to him at the Principal's office demanding a transfer. Funniest part? The Chair Reveal that Agent Coulson is the Acting Principal and Fury wants him to stay right where he is.
Peter: Coulson!?Coulson: Acting Principal Coulson. *Spidey hands* Thwip thwip!
Peter: Okay, maybe yes.
- And after that moment, Peter is not too fond of his current situation... til he realizes that his teammates just pushed Flash into a locker:
- A lovely exchange between Coulson and Spider-Man:
Coulson: The Daily Bugle says that Spider-Man is a threat to public safety.
Peter: But I'm so cuddly.
- Sam proudly holding up his mashed potato sculpture of Coulson.
- Spidey and Nova's imaginary faces after White Tiger calls them Dork 1 and Dork 2.
- As the team has to clean up after Spider-Man and Nova's mess, Iron Fist provides an... interesting, zen rebuttal to White Tiger's complaining.
Iron Fist: The tornado can become a breeze, only as temperatures cool down.White Tiger stares blankly at Iron FistLuke Cage: He does that.
- White Tiger shreds a Doombot the minute they land in Latveria. It lives long enough to bemoan one thing before exploding:
Doombot: Three days to retirement.Cue explosion.
- During the fight against "Doctor Doom", when Spidey and Nova both go after Doom at the same time:
White Tiger: Stupidest. Boys. Ever.(explosion)Iron Fist: As a boy, I second that.
- During their fight with Doctor Doom(bot), Spider-Man gets one Oh, Crap! pun in after he realizes that Doom's more than a match for them:
Spider-Man: I'll say it: We're doomed.(at which point the spider on his chest does a girly scream and leaps off of him)Spider-Man: Yeah, I went there.
- After Spidey captures Doom, he Imagine Spots a scene where he presents "Doom" to Fury at a dinner table. The funny part? During the scene, the tied up "Doom" demands to have a banana split.
- Agent Coulson losing his mind, as acting principal.
Fury: Good Godfrey, Coulson's gone native.
- Coulson prattles on about the school's budget again, causing Fury to rub his temples.
Fury: Coulson, we need to talk priorities.
- Coulson prattles on about the school's budget again, causing Fury to rub his temples.
- Power Man's foot being burned by a tiny, squeaky Doombot.
Mini-Doombot: Destruction to the enemies of the almighty Doom!
- Spider-Man Describing Doom as being wanted for rocking a DnD armor and green cape in the 21st century.
- After Doom break free, we get dramatic zoom-ins of everyone's faces... and then one of a seagull that proceeds to fly away.
- "Wheel of Excuses".
- After Venom crashes a party at Harry's house, everyone hears the crashes. Nova's reaction?
Sam: Oh! Tell me he rented a lion! (beat) What?! Rich people rent lions!
- As guests are running for their lives, one girl stops, screams, gives Harry her number, and screams again before finally running off.
- Also, when MJ saves Harry from falling to his death by grabbing the front of his shirt:
Harry: GAH! I think you just pulled out my only chest-hair.MJ: Sorry!
- After the battle, Luke and Ava pull Danny free from the Venom-goop that had stuck him to a wall. Unfortunately, doing so ripped off his costume in the process (save his mask), revealing that he wears briefs the same color as his uniform, with a tiny dragon symbol in the front right corner.
Iron-Fist/Danny (smirking nonchalantly): (shrug) It's a monk thing.
- MJ instructing Harry how to use a mop while they clean up the aftermath of the party/fight.
MJ: ...The floppy end does the cleaning.Harry: I knew that.
- They reference the IN A CAVE! WITH A BOX OF SCRAPS! meme. That is all.
- Spider-Man imagines himself being sent to other dimensions, including The Amazing Spider-Ham and The Super Hero Squad Show.
Spider-Man: Wow! Your heads! My feet!
- Even better, he and Iron Man defeat the Living Laser by sending him there!
- Where the unlucky LL meets the hammer of Thor.
- Even better, he and Iron Man defeat the Living Laser by sending him there!
- Ava and Peter poke fun at Coulson's underwear: "Leave that man's underwear alone, Pete. Or he'll get short with you!"
- The Incredible Hulk's Offhand Backhand, when Spider-Man jumps on his shoulders.
- Spider-Man trying to hurt the giant while hitting his head and bouncing off of his shoulders, only pausing to give thumbs up
- Spider-Man: You can edit that out, right?
- One of the news tickers in Episode 8 features this hidden gem: "Squirrel Girl Launches New Perfume Line".
- Peter's imagine spot of what it would have been like had the goat that bit him at the petting zoo as a kid been the one that was radioactive.
- Nova getting conked, and catching Spider-Man Breaking the Fourth Wall.
Nova (dizzy): Who are you talking to? (looks at the screen) Come out! I'll go sunlight all over you! (passes out)
- As Thor recaps his rocky relationship with Loki, the Imagine Spot displays Loki using his powers to turn Thor's armor into a dress.
- Four words: Ava! Kiss the frog!
White Tiger: What? You kiss the frog!Nova: Nuh uh! That's not how it works. I've seen the movies.
- And earlier...
Spider-Man: (In reference to Thor) And you're missing the eensy weensy detail that YOU ARE A FROG!
- And earlier...
- Spider-Man to Loki: "You broke the doors! This is why we can't have nice stuff!"
- Frog Thor: "Thought you could defeat Asgard's warriors? I say thee... ribbit!"
"Fear the Frog of Thunder!"
- Thor talking in general while in frog form. They wisely choose to keep his deep manly voice making everything he says that much funnier.
- Spider-Man's Imagine Spot during the master dwarf's lecture as he hands out weapons to the others, but tells Spidey he doesn't need one because he's had his power inside him all along, but that he has to accept his role as leader to fully unlock it here:
Spider-Man: You know, sometimes it reeks being the title character. You have to act like "learning a lesson" is somehow better than getting a cool weapon.
- Thor's gift to the team: a two-headed goat. Which proceeds to bite Spidey's hand.
- Pretty much all of "Freaky", especially once Peter and Logan switch bodies.
Peter: I am serious, I will wax you!
- When Nick Fury swoops in, Spidey explains to the viewers that Fury works for SHIELD, then gets nearly gets shot by viewers annoyed with having to sit through exposition of things they already knew.
- Peter accidentally shanking himself in Wolverine's body. Twice.
- One Life To Web.
- Logan failing - repeatedly - at web-slinging.
- Sabretooth's completely "What the hell is going on?" reaction when he first sees Spidey in Wolverine's body trying to say he isn't, followed by the first self-shanking.
- A small dog barks at Sabretooth, Sabretooth barks back, dog drags owner away.
- Peter so freaked when explaining what happened to Logan he loses the Guttural Growler and sounds much more like Spike.
- Peter's threats to try and make Logan wear his costume while fighting Sabretooth. The clincher?
- "Wheel of Responses".
- In "Me Time", when Peter finds a SHIELD hidden camera in his house, he looks up to the heavens and screams “FUUUUUURRRYYYYYYY!!!!!!"
- Lets not forget that after Fury saves Peter at the end of the episode, Peter asks Fury to delete the security footage that SHIELD places in his home and Fury agrees and will delete in 24 hours. 23 hours and 23 minutes later, Fury shows the other trainees Parker's embarrassing moments before deleting it.
- "This ain't my first rodeo, kid!"
- The one guy who gets a Jetpack is Nova. Spidey points out the pointlessness of that.
- The "comedy violation" gag. All of it.
- Peter's nightmare, including Aunt May with a spider head and bright hat.
- One of his extra arms tries to pick his nose as he's talking.
- This exchange, between Doctor Strange and Spider-Man.
Spider-Man: Guess what number I'm thinking of!Doctor Strange: You aren't thinking of a number. You're thinking of flapjacks.
- The first thing Jameson says after being freed from Nightmare's magic sleep?
Jameson: Spider-Man stinks!
- Sam's fear of bunnies. Peter exploits this at the end of the episode when a rabbit pops out of a hat he was holding as he and Danny catch up on their sleep.
- Doctor Strange and Iron Fist discuss Spidey's Arbitrary Skepticism.
Doctor Strange: Honestly, Danny? This was the best you could do?Iron Fist: A dull blade can make an excellent hammer.Spider-Man: I heard excellent and dull. Am I offended or not?
- Doctor Strange gets a nice one over Spidey and Iron Fist: "Speaking of nightmares, ever had the one where you had to get back to school before anyone knew you were missing?" Cue Spidey and Iron Fist with panicked expressions on their faces.
- When Spider-Man is looking for something to pass off as a science project in order to meet a deadline, he remembers that Curt Connors gave him free access to his laboratory and equipment. Spidey's good and bad angels clarify:
What Dr. Connors Actually Said: I want you to know, Spidey, I have an open-door policy. If you need any help for yourself or your teammates, I'm here.
- Iron Fist and White Tiger leading the "Awesome Android" away from downtown.
White Tiger: Come on Andy... That's a good boy...(Beat)White Tiger: This is embarrassing.
- Spidey preparing himself to confront Andy the Awesome Android.
White Tiger: Have you lost your mind?!Spider-Man: You're only saying that because I'm wearing an ice cream bucket on my head.
- Juggernaut's disguise is just him wearing a trench coat and a fedora, even though he's the size of the Hulk, he doesn't even remove his helmet.
- And judging from the fact that no one is reacting to him on the train, it works!
- The label maker came from Coulson who gave it to Aunt May, who gave it to Peter who gave it to Nick Fury for Christmas.
- "You've got 'Pew-Pew' guns! I love 'Pew-Pew' guns!"
- Spider-Man using his new gadgets, and Coulson explaining what they are.
- Peter using one of the Zodiac agents as a puppet...and being really bad at using marionettes.
- Spidey thinks his team is gone off on missions...and it shows a montage of Luke on a Rollercoaster, Danny going to Yoga, Ava reading a romance novel and Nova going to a Rave.
- Not to mention there's a Marvel Universe version of Facebook.
- "Spider-Man Will Return in Doctor Octopussy"...Seriously, that was in this episode.
- Peter imagines Mary Jane taking over Jameson's job, complete with the haircut.
Spidey: At least she didn't have the moustache.
- Mary Jane telling off Galactus for trying to eat the Earth. Spidey admits it didn't happen, but it's funny anyway.
- Spidey thinks his teammates ditched him for lunch after not getting a response.
- Wolverine at Anger Management...with Sabertooth in it and Spider-Man caught in the crossfire.
- As the gang confront Beetle, Nova says that 5 against 1 may is not a fair fight but these guys wants some payback. That is until Beetle takes out multiple missiles from his suit causing the group to rethink their numbers.
- As the gang relax at a beach, Ava is seen studying, but Peter busts her when he yanks the book away and finds that it's a romance novel. She grabs it back from him and enthusiastically returns to reading it. What makes the scene funnier is that the book is titled "Thundering Hearts" and the cover model looks suspiciously like Thor.
- Luke Cage and Spider-Man discover Sandman's story, but they get sidetracked by the depictions of Nick Fury and Agent Coulson. While Sandman is chasing after Nova.
Luke Cage: Sweet Christmas! Tell me that's not Nick Fury!
Spidey: Super-fly eye patch and all. Coulson rocking a ponytail?
Luke: Copy me?
Spidey: (snaps a picture with his cell phone) Totally copied. To everyone.
- Spider-Man infiltrates Mac's office and destroys its security system.
Spider-Man: Maybe Mac won't notice.
(Cleaning bots come in and rebuild the room)
Spider-Man: OK, so Mac really won't notice.
- After the first battle with the Wrecking Crew, Fury has taken every opportunity to berate Team Spidey for the damage caused, even forcing them to work with Damage Control to clean up the mess. When they finally manage to prove themselves to him, he reinstates them as SHIELD-santioned superheroes...accidentally brushing against a pile of huge, metal pipes. Said pipes start rolling out of control towards one of the damaged buildings, causing it to collapse completely. Not only do we finally get to see what Nick Fury looks like when he screws up, but Spidey puts the cherry on the sundae by grabbing one of the vacuum devices he and the others had been using in the cleanup effort and handing it to Fury.
- The Daily Bugle is televising everything...with an enthusiastic cameraman waving whenever we see him.
Cameraman: Yo Spidey!
- Maybe it was an accident, but the cameraman could be Joseph 'Robbie' Robinson, so it would explain the enthusiasm.
- Spidey lamenting the fact that he gets no respect.
Spider-Man: I save the world too. But do I get a billboard? No, I get...
Police Officer: Vigilante.
Random Civilian: Terrible fashion sense.
- Coulson in principal mode in Spider-Ham episode.
Coulson: Tuck your shirt in, then you can run for your life.
Coulson: Flash, get out of here. It's going to get messy.
Thor: Beware, you are about to face the Prince of Asgard!
Coulson: (using a jetpack, has a S.H.I.E.L.D. gun and has his tie tied around his head) And the Principal of Midtown High!
- During the Hunt, Spider-Ham hides in a trash bin. Cue Loki, disguised as a mime, indicating the Hunters where Spider-Ham is. The Hunters, not understanding what Mime!Loki is doing, stand there. Finally having enough, Loki just flat out tells them where Spider-Ham is.
Spider-Ham: "You put all mimes to shame."
- Nova showing the pictures of Spider-Ham to the others (who laugh uncontrollably), showing Peter didn't quite avoid embarrassing pictures on Picture Day.
- Spidey's reaction to seeing Norman pull a BFG on Iron Man.
Spider-Man: "It's safe to say that this is a side of Harry's dad I've never seen before. Is this what he meant when he said I wouldn't understand?"
- Spidey gets a dig in on Iron Man's security precautions.
Doc Ock: The arc reactor... Why isn't it recharging?! It should be self-sustaining! I built it to your specifications!
Iron Man: Off the specs you stole from me. But I never keep everything on a computer. All the good stuff stays right up here. (points to head)Spider-Man: Except for the activation codes, apparently.
(dramatic music stops)
Spider-Man: Shutting up now.
- The team is getting schooled by Captain America by every definition of the word. Spidey tries to web Cap, and gets Coulson instead. He ends up ripping off Colson's jacket and shirt... to reveal that he's wearing a replica of Cap's uniform under them.
- Spider-Man imagining if he had Cap's shield.
Spider-Man: Avengers assemble! (Iron Man, Thor, and Hulk come in) Avengers disassemble! (they leave) Avengers assemble again! (and they come back)
- When the shield lands on Dr Dooms embassy, Spider-Mans ask for the shield back, Doom replies with a missile.
- Spider-Man imagining that with Cap's help, Doom would just give them back the shield.
Doom: (sniffs) I'm sorry. Here, take it... I just wanted to play with it for a bit.
Spider-man: Oh, I know, right? It's so light!
Doom: And colorful! (Enthusiastically rubs the shield before giving Caps a pair of adorable puppy-dog eyes)
- "Big ups to my boy, Spider-Man! For making all of my dreams come true." Those words should never come out of Doom's mouth.
Spider-man: I don't wanna be Doom's boy!
- At the very end, Agent Coulson loses Captain America's shield out the window again. Right after the beginning where he didn't want to get embarrassed in front of the captain.
- Spider-Man imagining if he had Cap's shield.
- Spider-Man just discovered that it was Norman Osborn who was after him, he didn't now this and looked back at some cuts, where he is to busy hanging out with Harry, and was oblivious to Norman who was destroying pictures of Spidey who's right in front of him.
- Peter: (To Harry) Oh yeah? Well your dad's a monster!
Norman: (comes up behind him, speaking in his normal voice and dressed in a suit despite being the Green Goblin) I'll be back later Harry. I left a thousand dollars in case you get hungry.
- "Wheel of Explanations".
The Lizard Electro
- The power is out, and the team changes into their costumes in total darkness. Iron Fist lights his fist up... and everybody is somehow wearing each other's costumes! Including Spider-man dressed like White Tiger!
Spider-man: Let's all agree? We never speak of this again.
- When Rhino is out to get Flash, Spider-Man tells Flash to run by getting in the school bus. Flash says he doesn't take the bus, but when he sees Rhino, he chickens out to the bus.
- At the end, Spider-Man and White Tiger have a Heartwarming Moment together...which is then interrupted with Nova with his phone camera out and aiming a beam of light at her.
Nova: Hey, is she still catty? Get the dot, kitty! Make the internet smile!
[White Tiger promptly attacks him, causing him to drop his phone]
Spider-Man: [picks up the phone] Go get him tiger! But wait for me! Cat videos are huge!
- Ava almost attacks a man in a mouse costume (Because of course she does, she's going cat), Spidey comes and saves the day.
Spider Man: Whatever you get paid, you deserve more!
- How vastly different Ava is when her instincts start to take over is kinda jarring but funny when you compare to most of her other appearances.
- The Snark-to-Snark Combat between Spidey and Hawkeye. All of it.
- Spidey jumps on a Daily Bugle helicopter to perform an Epic Hail to his team in "The Sinister Six". JJJ of course, has a problem with this.
- This little gem.
Spider-Man: How many Sinister Six members does it take to screw in a lightbulb? Six. Four to hold Electro down, and one to screw in the bulb!Electro: Heh, that actually works. You guys wanna... never mind.
- This little gem.
- Look at the quote on the book Coulson assigns Peter.
- "Wheel of Bad News".
- When the team confront the Green Goblin as he's attacking Harry and Peter.
Power Man: Hey! Get away from Pe- From that random kid who we do not know personally!
- Peter gets Iron Fist to fill in for him as Spider-Man in "Carnage". Besides the terrible acting, Iron Fist also gives his version of Spider-Man a very zen-filled vibe.
- Before the battle starts, Spidey notes he doesn't want Flash Thompson touching his stuff. Gilligan Cut to Flash stealthily sneaking a lawn gnome under his jacket.
- Jameson deciding to interview a Spider-Man fan...only for the screen to get smashed.
Spider-Man: Hey, I wanted to see that!
- Everything about little!Loki, especially when he's talking about Thor.
- Nova gets tired of Spidey's bad jokes. "Too bad you weren't bit by a radioactive comedian!" *rimshot*
- As Danny gives Spider-Man a tour of the monastery, Doctor Strange passes by them, holding a cup of sugar.
Danny: We're astral plane neighbors. He comes by to borrow sugar.
- The episode starts off with Jameson badmouthing Spider-Man while he's fighting Batroc the Leaper.
Jameson: He's running around with his underwear!
Spider-Man: Will you shut up?!
Batroc: I did not say anything.
- Peter says Hulk is fine since all he needs to do is punch something. Cue Imagine Spot of Hulk punching out Doctor Doom, Juggernaut... and a hot dog vendor.
Imagine!Hulk: Hulk said KETCHUP!
- Peter lampshades previous episode *Freaky*, in which Mesmero swapped his body with Wolverine, and of course, ends up in the same situation, but as this episode's title indicates, with the Hulk.
- Peter struggling to adapt to Hulk's…hulking size, while Hulk as Peter takes Large Ham to new levels. Drake Bell using Hulk Speak starts off with him deciding top wear a nice pair of purple pants, then declaring to Aunt May…
- The entire episode qualifies. However, there are some highlights.
- For starters, at the title screen Deadpool uses his katanas to slice "Spider-Man" off and replace it with Deadpool.
- In the Cold Open, as Spider-Man starts talking to the audience, Deadpool interrupts him and it cuts to him fighting ninjas.
- "It's like a Kung-Fu Fiesta! ARRIBA-SAN!"
- "Oh wait, healing factor. Yay me!"
- "ORIGIN STORY TIME! YEAH!!!!"
- "I was only a normal baby for 30 seconds. Then ninjas stole my mama." (Cue Ocular Gushers)
- The fact that Deadpool stole one of Tony Stark's jets...and left an "I.O.U." painted on the airway is HILARIOUS!
- Even funnier is that he crossed out Stark and spray-painted "Deadpool" on the side.
Spidey: Are you out of your mind?!
- Or this:
Spidey: Stop doing that! You can't attack me with puns!
- The fight at between Spidey and Deadpool descending into a Hurricane of Puns- and then being lampshaded!
Deadpool: Puns and bullets and pointy things, yes I can!
- Deadpool distracts Nick Fury by dressing up monkeys in Deadpool costumes!
- When both Deadpool and Spider-Man are falling out of a plane, they're both screaming...Spider-Man for dear life, Deadpool cause he thinks it's a screaming contest.
- Spidey getting listed low on the superhero hierarchy. Really low. Under Howard the Duck.
- "I am Groot!"
- "He is Groot."
- Spidey's imagine spot of Rocket Raccoon mentoring Nova, where he imagines Nova scavenging trash while Rocket was on his back like Yoda.
Spider-Man: What if his parents have gone to the dark side?
(in Spidy's head)
Dr. Doom: Luke...I am your father.
Luke Cage: NOOOOO!
Spider-Man: Come on, you were thinking of that, too.
- Hilarious in Hindsight when you realize Marvel and Lucasfilm are both owned by Disney now.
- When Spidey and Power Man discover that Luke's parents are working for Scorpio:
Spider-Man: This is gonna make an awkward "Bring-your-son-to-work day"!
- Spider-Man's reaction to Captain America and Wolverine referring to him as just the tag-along.
Spider-Man: Wait, so I'm the third wheel?!
(Imagine Spot of Captain America and Wolverine riding on motorcycles... with Spidey in a side car)
- Once the heroes win and make it to Arcade, he immediately rants on how close he was to cracking the code.
Arcade: No! So close! So close to power! So close to winning! So close to respect!
Spider-Man: Wow, I was expecting more of a mastermind. Not a master whiner.
Arcade: Done! Don't hurt me!
- Not to mention how quickly Arcade surrenders and cancel the nuke codes once Wolverine shows his claws.
- Coulson gives the info dump about the ankh. No one comments, but to do it, he uses a hologram program that turns the SHIELD helicarrier into an Egyptian temple and he's the only person to get a costume switch. He now looks like Indiana Jones. To top it all off, he knew exactly where they needed to look because he was a gold card member of the Museum of Natural History's FANCLUB.
- "Yeah, it's code for 'Dracula's coming back'"
- Spidey's exchange with Blade:
Spider-Man: I see what you're doing. You sent Power Man to punch a hole because you knew his invulnerability would protect him, right?Blade: He's invulnerable?
- Spidey's reaction to Max the Invisible Man...right after he gets pantsed by him and he actually gets excited at the idea of meeting Max.
- Spidey once again finding himself low in the hero hierarchy ranks.
Spider-Man: 15!? Behind Hawkeye and Nova? And who the heck is Squirrel Girl?
The Avenging Spider-Man
- Loki pointing out that Spider-Man is hurting his own body which will hurt like heck. When Spider-Man tries to correct this by electrifying Loki's body, the Asgardian just scoffs as that wouldn't count as a stubbed toe for his kind.
Spider-Man: (to the people staring at him) Going to a comic convention.
- Spider-Man in Loki's body, riding on a bus.
- Just Peter being himself while in Loki's body.
- Doc Ock's reaction to Loki's brain in Spider-Man's body.
Doctor Octopus: That's brilliant! I'm going to write that down.
- What does Hulk do with friends like Loki? NOOGIE!
- While in Peter's body Loki gets a Watch Out for That Tree!, in the form of him slamming into a building.
- The return of the "Wheel of Excuses".
- JJJ calls Spider-Man a leech. Spidey has an Imagine Spot where he's a leech-themed villain chasing a woman through a dark swamp at night... to borrow twenty bucks from her, promising he's good for it.
- Wheel of Excuses... which the wheel broke and catches on fire.
- We have the Man-Spider. Just... Man-Spider. Not only does he still break the Fourth Wall (though all he can really do is growl and snarl), but he also tries to eat a t-rex after beating it by roasting it over an open fire by the tail. And let's not forget the fact that, since he's more spider than man, he fires webs from where spiders normally spin them.
- Spider-Ham's universe. Mainly entirely the 90's cartoon version of Looney Tunes. Like in the avatar above, Spider-Man webs the Goblin and as he manages to pull out the web, he screams as he smacks into an airplane and slams down into an anvil, where he cracks himself into pieces.
- While inside Nick's body, Spider-Man controls him to activate a security prompt to stop a reactor from exploding. Said security needs to scan his eye...so Spider-Man makes Nick put his eyepatch on the scanner. Iron Fist and Iron Spider both grimace.
Nick Fury: "My OTHER right eye!"
- During one of the challenges, the heroes achieve one of their goals and Power Man points out that Skaar got a bath out of it. The agents of S.M.A.S.H haven't been able to do that for weeks.
- Aunt May reveals that she already knows that Peter is Spider-Man and Iron-Spider and Agent Venom overhear. Both are shocked, but Flash is almost speechless at the knowledge that his former victim was actually his hero all along. Going so far as to say That's impossible!
Spider-Man: This wasn't the game changer I was expecting.
- The Collector takes great joy rubbing his victory in his brother's face, especially since The Grandmaster always said that "second place is just the first loser." Then when The Collector says he is retiring from playing games The Grandmaster practically begs him for a rematch.
Hydra Attacks, part 2
- Scarlet Spider asks Spidey if he ever shuts up; Iron Spider and Agent Venom immediately and in unison say "no".
- At the end of the episode, Peter introduces the rest of the Web-Warriors to the dimensionally stranded Miles Morales. When they both point out that they're Spider-Man, Agent Venom points out that there can't be two Spider-Men... so Miles calls dibs on the name, leading Venom and the other Warriors to accept him as Spider-Man. When Peter protests, Venom tells him he called it first.
- Based on the previous episode, Miles comes up with some new codenames. The Vulture says it all upon hearing one of them:
Vulture: That's just a pitiful, pitiful name.
Doc Ock: I can send anyone to eliminate Norman. But Spider-Man and his kid arachnid... Oh, I want to destroy them personally.Miles: "Kid Arachnid?" That's not... Not bad, actually. What do you think? Do I look like a "Kid Arachnid" to you? :DPeter: I guess so. Can we fight now?
- Until Doc Ock unintentionally helps him out with the name :
- FitzSimmons prove to be just as adorkable here as they are in their native series.
Simmons: "Welcome, academy students. Today we've got some upgrades that will certainly blow you away."Fitz: "Not literally, we hope!"Simmons: "Oh, ha, yes! You will be figuratively blown away."
- Watching the Web Warriors as they try to interrogate their fellow agents to find out who among them is a spy.
- Power Man manages to bash his way through multiple lizardized agents with no problem and can't be bitten due to his bulletproof skin. And then just as he's bragging about how this makes him the best suited to handle the outbreak, lizardized Triton simply smacks him out of the Triskelion with his tail, knocking him clear into the Hudson. Spidey's rather plain, "So...that happened." just sells it.
Spidey: (After hitting Shocker with a wood pillar) Touch down!Agent Venom: That's a home run, Spidey!Spidey: I knew that.
- Flash and Harry's (failed) attempt at "cool hero talk" and the fact that Captain America apparently teaches a class on it.
- Miles' insistence that something supernatural is happening - specifically, that they're dealing with a ghost - (they're not) and Cho's growing annoyance over it, to the point where it seems like Miles is doing it just to annoy him.
- Scarlet's reaction to the others landing on him at the bottom of an entrance into a secret base.
Scarlet: You have one second to get off me before I skewer you.
- Scarlet's reaction to getting wet and Spidey's entirely accurate response.
Scarlet: I hate getting wet!Spidey: You hate everything.
- May's astonishment at the sheer number of Spiders, and Miles' dry remark.
Miles: Yeah, we have a club.
- Peter's reaction when he learns the bag that was supposed to have the cake he'd gotten for Aunt May was actually one of the bags full of cash Shriek had stolen from a bank earlier instead.
- Ben's response is to pull out a cake he'd bought himself, having guessed that Peter would make such a mistake.
- Spider-Man still has trouble discussing sports with Flash, such as not knowing that it was hockey season.
- Agent Venom is affected by the school bell ringing so much he grows to the size of the original Venom and smashes it.
Agent Venom: Stupid bell! I hate you! I've always hated you! Always ringing and making me late! It stops now!
- Flash was the one who stopped the count down in the end, pointing out he was a S.H.I.E.L.D agent too.
- Nova's fear of rabbits.
- Scott Lang's attempts to impress Doctor Strange with his conjuring tricks.
- Scott's ant, Albert.
Spidey: So... do you just carry these ants with you for emergencies or something?Scott:: Yup! This guy is Albert. I found him in a five star restaurant. He is a fiend for white Albert truffles.Doctor Strange: Albert has exquisite taste.
- MJ showing that she's just as quippy as Spidey when she wants to be.
- The previous episode ends with Spidey dramatically giving chase to Ock's submarine, piloted by the Not Quite Dead Scarlet Spider who's dragging Ock along to find out the truth about his past. The start immediately cuts to the inside of the submarine, with Spidey complaining about being squashed and Ock complaining that he never planned for hitchhikers.
- MJ demonstrating her powers to the Web Warriors and why they will be taking her along.
- Ghost Spider's deadpan has to be seen to be believed.
Ghost Spider: Apologies. I will make some more room. *phases*Miles: *waves hand through Ghost Spider* Yeah... I'm not sure if this is better.
- When Miles is complaining about the lack of room in the back of the Spider-Jet:
Ghost Spider: Thank you. No one's ever said that about me before.
- When Doc Connors is studying the synthezoids and their power output, specifically Ghost Spider's, and exclaims that it's incredible.
- Moon Knight's deadly serious attitude as he fights giant gingerbread men.
- As Spider-Man addresses the viewer in one of his aside glances, Moon Knight notices his odd behavior and asks him if he's also talking to the Moon as well. Peter points out how crazy that belief is, but denies that he was talking to anyone causing Moon Knight to call him a weirdo.
- Amadeus categorizing the Web Warriors team. Peter (Nerd), Flash (Jock), Mary Jane (Cool Girl), Ben (Tough Guy), Miles (Kid from Another Dimension).