Comics : Amazing Spider-Man (Vol. 1) #1

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This story is part of a Lookback Series: From The Beginning

This review was first published on: 2001.

Background...

Continuing our series of Spider-Man from the beginning, here's the second story from Amazing Spider-Man #1 (March 1963).

In Detail...

"Spider-Man vs. the Chameleon!"
Amazing Spider-Man (Vol. 1) #1 (Story 2)
SMURF 001.600
Summary: First Chameleon, Spider-Man meets FF
Writer:  Stan Lee
Pencils:  Steve Ditko
Lettering:  John Duffi
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Issue
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 Reprinted In: Marvel Dollar Reprints (AF#15, ASM #1-2 Dollar General)
 Reprinted In: Marvel Dollar Reprints (AF#15, ASM #1-2 Family Dollar)
 Reprinted In: Marvel Dollar Reprints (AF#15, ASM #1-2 Unmarked)
 Reprinted In: 100 Greatest Marvels #25-22
 Reprinted In: Marvel Visionaries, Steve Ditko
 Reprinted In: POW! Annual 1968
 Reprinted In: Amazing Spider-Man (Vol. 1) Annual #7
 Reprinted In: Spider-Man Collectible Series (Newspaper) #3
 Reprinted In: Spider-Man Pocket Book #6
 Reprinted In: Amazing Fantasy Spider-Man! (Reprint)
 Reprinted In: Spider-Man Vintage Annual (UK)
 Reprinted In: Spider-Man: With Great Power Comes Great Responsibility #4

With the populace of New York fleeing in panic below, the Amazing Spider-Man swings in and shoots webbing into the face of the Chameleon; a giant who looms over the skyscrapers. The overly-large disembodied heads of the Fantastic Four look on. What's that? Oh. Oh yeah, this is just a symbolic splash page. Never mind.

"We know him as Peter Palmer", our astute narrator begins, "but the world knows him as Spider-Man!" Peter is at home (I guess, but what's with the large spider under glass?) when he notices a magazine he owns which is all about the Fantastic Four. (He couldn't miss it. He's got it propped up against some books like he's displaying it.) This gives him an idea of a way to make money... by joining the Fantastic Four!

He makes his way to the Baxter Building, thinking "They'll probably jump at the chance to have a teenager with super powers working with them!" (Yeah, sure, Pete! The FF could always use another one of those!) Inside, he presses the button for the FF's private elevator but it doesn't work. He remembers that the elevator can only be summoned by "a special electronic beam" that only the FF members have. (Then why does it have a button you can push at all?) Pete is not about to let this stop him. He uses his spider-strength to force the doors open, but the elevator is parked right above him. There is no room to crawl around it so he has to come up with a different plan.

"Minutes later, Peter Palmer reaches the roof of an adjoining building". (Again with the Peter Palmer!) Now he is dressed in his Spidey outfit. He shoots a web across to the Baxter Building, then "tight-rope walks" across it. Spidey thinks the FF is going to be really impressed by this.

Below in the street, a crowd gathers to watch. Inside the building, an alarm goes off, letting the FF know that "someone is trying to break in". (And just when the Human Torch was having fun setting the Thing's newspaper on fire by the looks of things.) Mr. Fantastic (Reed Richards), the Torch (Johnny Storm), and the Invisible Girl (Sue Storm) go over to a machine with a bank of video monitors. They spot Spider-Man all set to enter the building. "Why didn't he phone for an appointment like anyone else?" asks the Torch. "Cause he's a teen-age cornball show-off just like the Torch" says the Thing (Ben Grimm) who is still reading his newspaper.

(Everybody knows the Fantastic Four, right? Mr. Fantastic: can stretch his body into any shape he likes. The Human Torch: can burst into flame and fly. The Invisible Girl: can turn invisible. The Thing: real strong and real ugly. The concurrent issue to this story is Fantastic Four #12 in which the FF square off against the Hulk for the first time.)

When Spidey arrives at the building, he finds an open window. He thinks the FF are just careless but they are busy activating "defense measure B". The web-slinger leaps through the window, telling the FF they "shouldn't make it so easy for people to drop in". Then a transparent "plexi-glass cage" drops down from the ceiling and seals shut in front of him. Spidey has the strength to pull the plexi-glass door open which honks off Reed Richards. "That device cost us thousands!" he whines, "If you wreck it..." (If you were concerned about it getting wrecked, you shouldn't have deployed it at all, Reed.) Just as Spidey exits the cage, the Thing steps up to teach "this squirt" some manners. He punches Spidey right in the jaw. "Oww!" says the web-slinger. "Ya big ape, who do ya think you're pushin' around?" The webhead scoops the Thing up and throws him. The big orange guy collides with the Human Torch. ("That's what I get for pullin' my punch," says Ben Grimm.) Mr. Fantastic stretches his hands out to the size of radial tires and tries to grab Spidey. The webster leaps up to avoid the hands, then sprays webbing all over Mr. F.'s arms. "Just consider this a little exhibition," he tells Reed. "He caught my hand in that net of his" thinks Reed. (It's called webbing, Reed. Get with it!) He is temporarily out of the fight.

Then the Invisible Girl tries her hand. She turns invisible, takes a nearby rope and makes a lasso, and tries to snag Spidey with it. But the web-slinger's spider-sense kicks in and allows him to evade the rope (not to mention that the Invisible Girl is invisible but the rope isn't). When he looks around to see who threw the rope and sees no one, he wisely deduces that the I. Girl tossed it. He grabs the end of the rope and pulls. Since the Invisible Girl didn't have the sense to let go of her end of the rope, the pulling puts her into a spin. (No, I don't think this would happen, either.)

The Human Torch is next to step in. He flies around, creating a circle of flame around the wall-crawler. Spidey avoids this easily by leaping up to the wall, then up to the ceiling. When he returns to the floor, the fun is halted by Mr. Fantastic, who has freed his hand from the webbing and now spreads his body out so that he becomes a living wall. The Thing stands behind him, yelling for "another crack" at Spider-Man but Reed Richards only wants to know the reason for the visit. "It's about time someone asked me," says the web-slinger.

Spidey explains that he wants to join the Fantastic Four. He has shown what he can do. Now he wants to know what he would get paid. "I figure I'm worth your top salary," he says. But our hero doesn't get the response he expected. The Thing says, "That kook has rocks in his head." The Invisible Girl explains that the FF is a "non-profit organization". Mr. Fantastic says, "We pay no salaries or bonuses". He tells Spidey that all profits go toward "scientific research". The Human Torch says, "You came to the wrong place, pal. This isn't General Motors." Finally one of the four (but we can't tell which because this panel is of another room entirely and the word balloon emanates from down the hallway.) mentions that Spidey is wanted by the police. "This isn't 'outlaws anonymous,'" they say which tics off the ol' web-slinger. He didn't think the FF would be "ready to believe the worst of anyone" just like everybody else. He exits out the window, vowing to make the FF "look like pikers". The Invisible Girl tries to call him back. She thinks they could have helped Spidey in some way. The Thing is glad he's gone. Mr. Fantastic has a feeling "we'll be hearing more from that young man in the future."

Now, let's turn our gaze to one of those many defense installations "at the edge of town". There we find the Chameleon who has captured and tied up a janitor. As the years go by, the Chameleon develops some pretty sophisticated ways of impersonating people, but here, in his first appearance, he is doing it with make-up, wigs, and masks. His face is completely concealed with a white mask that looks a bit like a bleached-out rugby ball. He wears orange goggles over the mask. His real prize is his "multi-pocket disguise vest"; a yellow garment that hangs down past his waist and is covered with pockets (I count eighteen) in which he stashes all his masks and whatnot. With the janitor safely bound and gagged, the Chameleon assumes his identity in order to get into a restricted area of the plant. Once there, he removes the dark hair and mustache of the janitor and puts on the white hair, white beard, white lab coat, and glasses of Professor Newton in order to get right into the lab. There, he steals some vital documents. He figures that the Iron Curtain countries will be willing to shell out lots of bucks for these stolen plans.

That night, back at his hideout, the Chameleon catches a news report on TV about Spider-Man's visit to the Fantastic Four. He looks at the headline of the Daily Globe, which reads, "Latest on Spider-Man, Grand Jury Requests Immediate Probe" and puts two and two together. The Chameleon realizes that Spider-Man must have visited the FF looking for a job since he is probably desperate for money now that the law is on his tail. He thinks he can use this information to "make a perfect fall guy" of the web-slinger. He still has to steal the second half of the missile defense plans he just ripped off. Now, he thinks he can use Spidey to keep the police off his trail.

The Chameleon, who must be a scientific genius in his spare time, reasons that anyone who has the powers of a spider must have a spider-sense that only he can tune into. So, he uses some gigantic machine with a microphone hanging off of it to broadcast a message to the wall-crawler, asking him to "meet me on roof of Lark building at ten tonight! It will be very profitable for you!" And believe it or not, this actually works! Peter Palmer (again with the Palmer) is checking out the spider exhibit at a "neighborhood museum" when he picks up the message. Pete decides he can't pass up any possible opportunity for some money. He leaves his street clothes on the roof of the museum and heads to the rendezvous as Spider-Man.

At the Lark building, shortly before ten p.m., the Chameleon slips into the employee locker room and overpowers the night shift elevator operator. Assuming that identity, the Chameleon relieves the day elevator man. Inside the elevator, he removes his elevator operator mask and blue elevator operator uniform. Underneath, he is wearing a Spider-Man costume. Seconds later, the Chameleon walks into an office and demands the missile plans. The man in the office is shocked to learn that Spider-Man is a traitor. The Chameleon bolsters this impression by shooting the man with webbing. Of course, it's not as strong as Spidey's real webbing and the Chameleon has to shoot his from a gun but he is fairly sure that the man won't notice these details. And he's right. As the Chameleon runs up the stairs, carrying the plans, the man in the office screams bloody murder that "Spider-Man's heading for the roof with stolen plans!"

The Chameleon has stashed a helicopter on the roof. He times it all out so that he will get away just as the real Spider-Man arrives. And he cuts it so close that the arriving web-slinger wonders about "that helicopter [that] must have left the roof I'm heading for".

The webhead swings down to the rooftop. He can't see anyone there and he can't figure out who sent for him. Just as he gets to the roof, two policemen come through the rooftop door. They tell him to "freeze" and demand the return of the stolen plans. Spidey doesn't know what's what but he can smell a frame-up with the best of them. He webs the doorway so the cops can't get through and swings off into the night, kicking himself for falling for the mysterious message. He doesn't get far before he realizes that the real thief must be the pilot of the helicopter. Using his spider-sense "to tune in on the ship", Spidey locates the helicopter "out towards the waterfront". That's where he knows he needs to be.

The wall-crawler knows the way "to catch me a speeding whirley-bird" is "to get a real fast start" so he attaches webbing to a chimney on his right and to a TV aerial on his left, stretches way back and shoots himself halfway across the city in a giant slingshot. At the waterfront, he discovers that the helicopter is already out to sea so he fashions a parachute out of webbing and glides safely down to a conveniently placed motorboat. Apparently, the boat has the keys in it, is left unlocked, and is fully gassed up to boot, because Spidey swipes it with ease and rides out to intercept the copter. He is just in time. A Soviet sub is surfacing just offshore to meet the Chameleon. Thinking fast, the wall-crawler shoots webbing over the conning tower of the submarine. The Soviet sailors are unable to open the hatch. They realize that this means that they have been spotted. The order goes out to "submerge!"

Spidey, meanwhile, attaches a webline to the helicopter. (And the motorboat he swiped crashes right into the submerging sub!) The Chameleon tries to shake Spidey off by maneuvering his helicopter into all sorts of dangerous positions but it doesn't work. The webhead scales his webbing until he reaches the airship, rips the door right off, and utters those immortal words, "End of the line for you, Commie! Head this ship towards shore and I mean now!"

So, soon, the helicopter lands once again at the Lark building. All of this has happened so fast that the cops are still up there on the roof. Spidey leads out the Chameleon (who is dressed in a Spidey outfit with his white rugby mask and his yellow multi-pocket vest showing) and introduces him to the police as "the guy who stole those plans and impersonated me". But the Chameleon is not finished yet. He tosses down a smoke pellet, which obscures everyone's vision. He breaks free and runs for it. The police know that all of the exits of the building are guarded so they decide to search every room. The Chameleon, however, has the perfect way to escape. He slips into a storage room, and puts on the disguise of a policeman!

He enters a corridor, joining up with two cops and Spider-Man. While the cops start to split up to search, the Chameleon plans to walk right out the front entrance to the street. But, even though he manipulated Spidey before by taking advantage of the spider-sense, the Chameleon doesn't fully understand how incredible that power can be. For, Spider-Man suddenly gets a tingle, knows that the Chameleon is very near, and realizes that one of the cops "must be a phony". The Chameleon senses that Spidey is wise to him so he pulls a fuse (isn't it amazing how the fuse box is always right on the nearest wall whenever someone needs to create a blackout?) and the room falls into darkness. That doesn't stop Spidey's sense from locating the villain, though. The web-slinger plans to cover the Chameleon with webbing but, unfortunately, discovers his web fluid has run out. He knows he must block the exit before the Chameleon can get to it. He climbs the wall and when sees a silhouetted figure rushing for the exit he leaps on him. At that moment, the lights come back on. (How? I don't know.) All the cops see is Spider-Man grappling with one of their own. The Chameleon takes advantage of this by trying "one last desperate ruse". He yells out that he is fighting "the Chameleon disguised as Spider-Man again". Since he should be the only one, as far as I can tell, who knows he is called the Chameleon, this bit shouldn't have a chance of working, but it does. The cops grab Spidey, thinking he is the Chameleon. Spidey wrenches free, ripping a chunk of the Chameleon's cop uniform off as he gets away. He jumps out a window and scales the wall, which makes the cops realize that he was indeed the real Spider-Man. But the wall-crawler has had it. "Every time I try to help, I get into worse trouble", he says, "Well, they can catch that spy themselves now!"

And catch him they do, thanks to the web-slinger. One of the cops notices that the Chameleon's cop uniform, ripped by our hero, reveals a Spider-Man outfit underneath. So, the police lead the Chameleon away into custody.

But Spidey is unaware of this. He flees into the night, sobbing, wishing he had never received his spider-powers.

Back at the Baxter Building, the Fantastic Four read the newspaper and contemplate the web-slinger. The Invisible Girl wonders what will happen if Spidey ever turns against the law? The Thing wonders how strong he will be when he gets older. The Human Torch is confident that the FF will never have to worry about Spider-Man. "Won't we, Johnny?" says Mr. Fantastic, "I wonder..."

That's the end of the story but let's not forget "A Personal Message from Spider-Man". In it, he says, "Hi, friends! Hope you enjoyed this issue of the new AMAZING SPIDER-MAN! Beginning with our THIRD ISSUE there'll be a letters page for your knocks and boosts, called THE SPIDER'S WEB! So, send your letters along now... Don't miss my new and different adventures in issue #2, on sale the beginning of February 1963. Better ask your dealer to reserve your copy NOW, because judging by advance reports the demand will be greater than the supply! Yours for thrills and fantasy... Spider-Man."

Don't worry about missing the action of #2, kids. We'll be here for you!

The Chameleon returns in ASM #15 (August 1964) , in his first pairing with Kraven the Hunter. From there he and Kraven appear in Tales of Suspense #58 (October 1964). (Kraven gets immediately defeated by Iron Man. The Chameleon uses his powers of disguise to set up a battle between the golden Avenger and Captain America.) He then takes on the Hulk in Tales to Astonish #62 (December 1964) as a servant of the Leader. Spidey doesn't see him again until ASM #80 (January 1970)!

In General...

Milestones (Landmark events that take place in this story.)

  1. First meeting with the Fantastic Four (first meeting with any other super-heroes).
  2. First Chameleon (first battle with any costumed villain).
  3. First appearance of "Peter Palmer".
  4. First appearance of spider-sense.
  5. First use of webbing to make big slingshot.
  6. First use of webbing to make parachute.
  7. First time Spidey runs out of web fluid.
  8. First time Spidey calls an opponent a "Commie".
  9. First time Spidey steals a boat, rides it out to sea, and crashes it into a Soviet submarine.

The 1969 Marvelmania International Spider-Man Portfolio checklist entry for this story. Warts and all:

Ditko/Lee/John Duffy/10 pages

  • "Vs the Chameleon" - Spidey encounters the Chameleon for the first time. Also Spidey tries to join the Fantastic Four.

    Overall Rating...

    Not as strong as the first story in the issue but still with some pleasures of its own. Two highlights stand out. 1. Spidey battles the Fantastic Four to prove he is worthy of joining the group, only to be told the FF is a non-profit organization. The hurt web-slinger departs in a hurry, vowing to "make you guys look like pikers". 2. At the end of the story, the wall-crawler runs away from a run-in with the police, unaware that his help has allowed the cops to capture the Chameleon. The common link is Spidey's youth, inexperience, and fiery teenage temper. The early Spider-Man is a frustrated hothead and these scenes are great examples of that.

    Unfortunately, the rest of the story is fairly routine. The Chameleon isn't really much of a villain... at least, not yet. And I know it's early Silver Age stuff but there are still some pretty silly moments here. I mean, come on, really. The "multi-pocket disguise vest"? The long distance message the Chameleon sends to Spidey's spider-sense? The Soviet submarine in New York harbor? ("Forget the plans! We've been seen!! Submerge!" Hah.) It all adds up to a story worth three webs.

    Average that in with the first story and the whole issue gets a rating of 3.75 webs. Round it up to four webs because Stan and Steve were just getting their feet wet.