THE CHAMELEON
(of Earth-8107)

Real Name: Unrevealed

Identity/Class: Extradimensional (Earth-8107) human

Occupation: Criminal

Group Membership: None

Affiliations: Cat burglar, Colleen, "Demon;"
briefly May Parker

Enemies: Captain America, Doctor Strange, Ms. Lion, Namor the Sub-Mariner, Shanna the Jungle Queen, Spider-Friends (Firestar/Angelica Jones, Iceman/Bobby Drake, Spider-Man/Peter Parker)

Known Relatives: None

Aliases: The Great Mentarr

Base of Operations: Wolf Mansion, Wolf Island, New York, USA

First Appearance: Spider-Man & His Amazing Friends cartoon episode, "7 Little Superheroes" (October 17, 1981)

Powers/Abilities: The Chameleon was a master of disguise, capable of passing himself off as almost anyone near perfectly, except his eyes sometimes twinkled whenever he was in disguise. He had access to a variety of traps and costumes to aid him. In addition, he occasionally used a device capable of projecting realistic holograms.

Height: Variable (see comments)
Weight: Variable (see comments)
Eyes: Brown
Hair: None

History: (Spider-Man cartoon episode - "Arsenic & Aunt May" (fb) - BTS) - The Chameleon had often planned to take over the local crime rackets but these plans were often foiled by Spider-Man. At some point, the Chameleon also acquired a criminal assistant named Colleen.






(Spider-Man & His Amazing Friends cartoon episode - "7 Little Superheroes" (fb) - BTS) - At various points, the Chameleon ran afoul of Spider-Man's Spider-Friends, Captain America, Dr. Strange, Shanna the Jungle Queen and Namor the Sub-Mariner. He later plotted against the heroes who thwarted his schemes.

(Spider-Man & His Amazing Friends cartoon episode - "7 Little Superheroes") - Based in a mansion located on Wolf Island, the Chameleon sent invitations to all the heroes who had previously wronged him. He also developed deadly traps in nearly every room of the mansion, designed to trap each hero. He first chose the Sub-Mariner to be the first victim, loudly broadcasting his scheme through a small statue of the Atlantian monarch. He then blasted the statue apart before changing himself to look exactly like the hero. He then focused his attention to a statue of Shanna the Jungle Queen, bragging that her gymnastic abilities would do her no good as he dropped the statue via trapdoor into a pool of lava. He then changed his appearance from Namor to Shanna. Turning to the statues of Dr. Strange and Captain America, the Chameleon angrily talked about the plans they had ruined before. The Chameleon then enveloped the statues in an energy field which vaporized them both before turning to a set of statues of the Spider Friends, promising each of them a special end. As himself, the Chameleon promised to end the Spider-Friends' friendship first then their lives. With a wave of his hand, he caused a ring of fire to surround the statues and melt them.



Once all the heroes had arrived, having received their anonymous invitations, the Chameleon introduced himself as both host and executioner. When Namor tried to fly away, the Chameleon activated a force screen around the Island, trapping all of them. Once the heroes split up, the Chameleon focused on Namor first. When the Atlantian prince mistook a pool of alcohol for water, the Chameleon threw a switch, blasting the room with lighting bolts and causing the alcohol to ignite, filling the room with fire. The Chameleon boasted that now there would be six as the dehydrated dweller of the depths collapsed into the fire. As Spider-Man subsequently searched the mansion's roof, the Chameleon activated a trap door and quickly replaced the wall crawler. Disguised as Spider-Man, the Chameleon swung off towards the swamps surrounding the mansion.

A short time later, as Captain America and Iceman explored the swamp, the Chameleon's voice broadcasted a threat about one of the heroes stepping into quicksand. When the Chameleon (still disguised as Spider-Man) arrived after the heroes set off a booby trap, the Chameleon directed Captain America to leap into a nearby pond, which turned out to quicksand. When Iceman started to freeze the sand in a rescue attempt, the Chameleon ordered him to stop, saying he could free him with his webs. The offered webline snapped, sending Captain America under the murky liquid. The Chameleon then casually swung away as Ms. Lion, who had stowed away with the Spider-Friends, barked after him.

Changing back to himself, the Chameleon went to the mountain range that dotted the island. Grabbing a lever disguised as a branch, he activated another trap which sent Shanna plunging into a crater. Climbing to the top of the mountain, he disguised himself as Shanna and threw himself over the edge as the Spider-Friends and Dr. Strange arrived. Rescued by Spider-Man, the Chameleon's disguise was given away when Ms. Lion started barking. Fleeing the scene, but not before trying to drop Ms. Lion down a pitfall, the Chameleon fled to a nearby cave and hid before Firestar arrived. When the fiery mutant entered the cave first, the Chameleon waited for her to disappear down a tunnel before changing into her. The Chameleon then broadcasted another recording, boasting that the next superhero to disappear would run into herself. Firestar figured this meant her while the other heroes rushed to find her, leaving Ms. Lion alone. As Firestar flew around the caves, she flew right into the Chameleon, who activated another trap, this one super chilled air. Frozen, Firestar fell into an icy pit. Still disguised as Firestar, the Chameleon met with the other heroes as another recording played, this time promising that hero number three would be devoured by a demon. The Chameleon expressed surprise when the escaped Shanna arrived on the scene but was blown back alongside Spider-Man and Iceman when a robot demon blasted them with an eye beam. When Dr. Strange was captured by the demon's force bubble, the Chameleon claimed he couldn't use any power on the being, as Dr. Strange was in the way. When Spider-Man saw through the excuse, the Chameleon ran off, changing back into his own appearance. 

Rushing back to his control room, the Chameleon used a device to trigger an earthquake in the caves, which sent Shanna plunging off a rock bridge into what appeared to be a pool of lava. When Iceman tried to freeze his way through the Island's force screen, the Chameleon blasted him with a fire ray and teleported him into the mansion. Unknown to Iceman, he was put into a cell next to Firestar, hoping the two mutants' powers would destroy each other. When Firestar ended up frozen again in a block of ice, Iceman tried to free her but the Chameleon trapped him a separate cage made of fire. Ensnaring Spider-Man via revolving wall, the Chameleon dumped the webspinner into a large web made of electrical wire while a giant size spider robot closed in on him. When Spider-Man destroyed the robot and found his friends, the Chameleon activated a bomb to destroy everything. Turning off the force screen, the Chameleon tried to escape by flying away in his helicopter but Spider-Man snagged it with a webbing and pulled himself aboard. He webbed the Chameleon to the control panel as Iceman snagged the copter with his ice.

(Spider-Man cartoon episode - "Arsenic  & Aunt May" (fb) - BTS) - The Chameleon was presumably arrested after these events and sentenced to prison.







(Spider-Man cartoon episode - "Arsenic & Aunt May") - The Chameleon was inside his cell when he was introduced to his new cell mate, a cat burglar Spider-Man had apprehended. He noted the reception that the cat burglar received as he was led to his cell. The Chameleon listened as the cat burglar explained the inmates' reaction to him. After listening, the Chameleon laid out his past plans to take over the local crime rackets, explaining how Spider-Man always stopped him. Hearing the burglar's story about the death of Ben Parker made the Chameleon realize that Ben Parker's nephew Peter was the same one who often photographed Spider-Man. Later, in the prison machine shop, the Chameleon slipped away from the guards and disguised himself as the warden. Walking out, he met his assistant Colleen in a van and had her drive away. Some time after that, the Chameleon went to a museum disguised as an Asian man and waited in a gallery while Colleen talked to May Parker. Using a hologram, he summoned an image of Ben Parker and when Peter Parker rushed into the gallery, the Chameleon turned the holographic device off and feigned innocence at the young man's questions.





Subsequently disguising himself as the Great Mentarr, the Chameleon welcomed May Parker to the store front office he had set up. Admitting he knew of her coming only because "Mrs. Clark" (Colleen) phoned ahead, he instructed May to focus on Ben's spirit while Colleen manned a sound/special effect board and pressed various buttons to trigger various "spooky" sounds. The Chameleon then pretended to be Ben using a hologram of Ben's head, speaking from beyond and telling her his spirit couldn't rest due to Spider-Man's responsibility in his death. He ordered May to capture the hero and bring him to Mentarr before the hologram faded away. Mentarr/Chameleon then apologized for the seance's abrupt end and gave her a spirit amulet, which released a gas the elderly May seemed to ignore. The Chameleon and Colleen subsequently watched May Parker try to poison Spider-Man but the Chameleon grew annoyed when her attempt failed. He resolved to have "Ben" pay her a visit. Using the gas in the amulet, the Chameleon made her more pliable to his suggestions. Appearing again as Ben's supposed ghost, the Chameleon urged May to try again. When her attempt to push Spider-Man off the State of Liberty failed, the Chameleon lost his patience and swore to send her some "help" to get rid of Spider-Man and May at the same time. That night, he (as Ben's ghost) appeared and told her to bring Spider-Man back to her house before noon the following day. Unseen by both the Chameleon and May, Spider-Man witnessed and heard the ghostly figure. The next day, parked across the street, the Chameleon and Colleen left a wrapped-up bomb disguised as a cake on the Parker's doorstep and May Parker took it inside. Before noon, they witnessed Spider-Man arrive. Disguised as Mentarr, the Chameleon ordered Colleen to activate the bomb, giving them five minutes to escape. When Spider-Man rushed out of the house with the cake in his hands, they drove off as the bomb exploded in the street. Racing back to their hideout, the Chameleon and Colleen were confronted by Spider-Man, who had survived once more. The Chameleon dropped a smoke bomb and fled. Delaying the hero with the special effects built into the hideout, the Chameleon disguised himself as Spider-Man to help Colleen and himself flee the city without hassle. When their van stopped by a chemist's shop, they were unaware of May Parker leaving, having just bought a large bottle of acid. Seeing who she thought was Spider-Man, the older woman slipped into the back of the Chameleon's van. Accidentally triggering the hologram of Ben, May attacked the Chameleon. Forced to pull off the Spider-Man mask, the Chameleon's attention was taken from driving and during the ensuing struggle, May spilled the acid over the steering wheel before dropping a gas grenade. In the confusion, the van headed straight for an open pier. Spider-Man, having followed them thanks to a spider-tracer on Colleen's collar, pulled his aunt from the van and stopped it. Webbing up the two villains, the group watched as the van rolled off the pier into the water.

Comments: Created by Doug Booth and Marvel Productions, Ltd. (see Appearances list for list of artists involved).

According to a few online sources, the Chameleon was voiced by John H. Mayer in the 1981 Spider-Man series and Hans Conreid in Amazing Friends.

Since he could alter his body, or at least appear to, the Chameleon's stats were in flux. In Amazing Friends, whenever he disguised himself as someone, they had the original voice actor, just with an added reverb and twinkling eyes. In Spider-Man, there was no difference.

Colleen used the name Collen Clark when she talked to Aunt May, so that might have been her intended surname.

Profile by David Lawrence.

CLARIFICATIONS:
Earth-8107's Chameleon has no known connections to:

The cat burglar

The cat burglar was the cousin of the burglar who shot Ben Parker. The police had been looking for him nearly a month when Spider-Man and the police tracked him down at the local trainyards. He was captured by Spider-Man when he tried to hide in a train car. Taken to prison, he met the Chameleon and explained that his cousin helped turn Spider-Man from an entertainer to a crime fighter after he murdered an old man named Ben Parker.



--Spider-Man cartoon episode - "Arsenic and Aunt May"

Colleen

Colleen was the Chameleon's assistant. She picked him up from prison when he escaped. Disguised as an old woman, she talked to Aunt May, pretending to a widow named Colleen Clark, and pointed out the hologram of Ben Parker to help further the Chameleon's scheme. As Mrs. Parker recovered from her fainting spell, Colleen gave her a card of the the Great Mentarr and told her to see him. As the old woman, Colleen drove May Parker to the Great Mentarr's office before slipping around the corner and changing into another costume, this time as the medium's assistant. She ushered May into the office and led her to Mentarr's table. She later drove the Chameleon around town as he plotted but did voice concern for May Parker when the Chameleon told Colleen to activate the bomb. After the Chameleon was defeated by Spider-Man, Colleen showed some remorse after being pulled from the Chameleon's van.




--Spider-Man cartoon episode - "Arsenic and Aunt May"

"Demon"

A large robot designed to look like an actual demon, the "Demon" was deployed by the Chameleon  against  Doctor Strange. Despite Spider-Man, Iceman and Shanna's interference, the "Demon" managed to capture Doctor Strange in a force bubble.

The "Demon" was capable of projecting optic energy beams and force bubbles strong enough to capture superhumans.




--Spider-Man & His Amazing Friends cartoon episode - "7 Little Superheroes"

images: (without ads)
Spider-Man & His Amazing Friends cartoon episode - "7 Little Superheroes" (Chameleon headshot, disguised as Namor, disguised as Shanna, "Demon," Chameleon full body image, escaping in helicopter)
Spider-Man cartoon episode - "Arsenic & Aunt May" (cat burglar images, Chameleon main image, disguised as warden, removing disguise, Colleen, disguised as Great Mentarr, with Colleen in van, disguised as Spider-Man)

Appearances:
Spider-Man & His Amazing Friends cartoon episode - "7 Little Superheroes" (October 17, 1981) - Doug Booth (writer), Bruce Bennett, Norm Cabral, Dan Faucett, Neil Galloway, Greg Garcia, Gary Graham, Rick Graham, Karl Hepworth, Stuart Heimdall, Elaine Hultgren, Boyd Kirkland, Debra Pugh, Dave Sharp, Roy Smith, Tom Tholen, Grant Wilson, Roy Wilson, Bob Foster (layouts), Jan Green, Rick Hoberg, Cullen Houghtaling, Sherman Labby, Will Meugniot, Dick Sebast, Bob Schaffer, Don Shepard, Hank Tucker, Warren Tufts (storyboards), Gerry Chiniquy, Steve Clark, John Gibbs, Sid Marcus, Bob Richardson, Nelson Shin, Arthur Vitello (animation directors)
Spider-Man cartoon episode - "Arsenic & Aunt May" (February 6, 1982) - Creighton Barnes, Doug Booth, Francis X. Feighan, Donald F. Glut, Jack Hanrahan, Christy Marx, Larry Parr, Jeffrey Scott (writers), Lyle Beddes, Bruce Bennett, Norm Cabral, Dan Faucett, Neil Galloway, Greg Garcia, Gary Graham, Rick Graham, Karl Hepworth, Stuart Heimdall, Larry Huber, Elaine Hultgren, Boyd Kirkland, Debra Pugh, Keith Sargent, Dave Sharp, Roy Smith, Grant Wilson, Roy Wilson, Bill Wray (layouts), Mario Piluso (layouts, storyboards), Rick Hoberg, Cullen Houghtaling, Larry Houston, Sherman Labby, Henry Tucker (storyboards), Gerry Chiniquy, Steve Clark, John Gibbs, Sid Marcus, Bob Richardson, Nelson Shin, Kay Wright (animation directors)

First Posted: 11/03/2018
Last updated: 11/03/2018

Any Additions/Corrections? please let me know.

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