Spider-Man: Return to the Spider-Verse Episode 8: Web of Shadows

After months of being captured, Venom is finally unleashed! Spidey must work with Peni Parker and SP//dr to stop him before he destroys his one true nemesis: Spider-Man. All of them.

It took a while but it's finally here! The long awaited next installment of Return to the Spider-Verse! And of course, I've packed it with references and Easter eggs to breakdown! So scroll down to get all the behind the scenes from the latest episode of your favorite show!

Emily Tatsumi

I would like to extend a very warm thank you to friend of Face Front Emily Tatsumi for bringing Peni to life in a real and authentic way! The first time I did Peni's voice, I just recorded the automated woman speaking in Google Translate, and, well, I hated it. I didn't want Peni to sound like a robot when she was speaking Japanese!

Then I met Emily, who not only speaks the language, but has a history of voice acting! She had a few lines back in Episode 6, but I was so glad to have her for this full episode starring Peni! She made it possible and I am forever grateful! Click Here to find her on Instagram!

Easter Eggs

Web of Shadows

Notice that the name of this episode is Web of Shadows. Longtime fans remember that was the same name of a 2008 video game where Spider-Man battled Venom, who took over New York with a Symbiote invasion! Heroes and villains from across the Marvel Universe were all taken over by Symbiotes, and Spidey had to save them! The plot of this episode was meant to pay homage to the storyline of that game. Listen close, I even have some music from the game in there!

Want it Here

Speaking of music, the song that plays at the beginning is called Want It Here by Xenia Pax. I used it because this was the song playing in Spider-Man: Into the Spider-Verse when Peni was recreating the goober that Miles broke.


In case you didn't know, Peni is not just from another dimension. In the comics, she's also from the future, the year 3000 to be exact. That's where she got a mech as sophisticated as SP//dr!

Spidey in Reverse

You all saw Spider-Man: No Way Home, right? Of course you did. So you'll recognize the black and gold suit, which is just his normal suit but flipped inside out! I had Gwen say its because they're rewiring the circuitry, but really it was a clever way for me to give the MCU Spider-Man his own black suit, since he hasn't had a Symbiote yet.

Cosmic Spider-Man

When Spidey discovers he can fire quantum energy from his hands, he says he needs a new superhero name like Cosmic Spider-Man or Captain Universe. This is in reference to the comics when Spider-Man actually gains cosmic powers via the Enigma Force and becomes the hero Captain Universe.

Another Eddie

As seen in Spider-Man: Return of the Sinister Six, Venom is still having memory flashes of another Eddie Brock. Particularly the one from Spider-Man 3, as heard in the dialogue from this episode, all lines from that movie! Why? Infinity Stones? Hive mind? We don't know! (Well, I do, but you don't). Either way, these memories are what's driving this version of Venom to hate Spider-Man, even though they've never met.

Kill the Lights

Electro is back from the Sinister Six! And he's not only dropping with that distinct and instantly recognizable Hans Zimmer theme, but he's got a host of lines from The Amazing Spider-Man 2, and also No Way Home. "I'm gonna kill the lights", "Don't make me a murderer Peter". Did you catch any more?

Snatched from Above

Notice when Venom grabbed OG? That's directly from Spider-Man 3, when Venom came down from the ceiling and grabbed Spider-Man by the head!

Black Spider-Man

Of course with Electro coming back and seeing Miles without his mask, I had to pay off the Black Spider-Man joke that was set up in No Way Home! Electro finally got his wish!

The Little Guy

When Spidey asks Peni if the "little guy inside is okay", he's referring to the spider inside of Peni's mech, which she has a psychic link to. That's why she pilots SP//dr in the comics, because with her father's untimely death, no one else had that psychic link to the spider!

Black Suit Theme

Though it's mostly heard nowadays only in memes, the Black Suit theme from Spider-Man 3 is instantly iconic, so I made sure that OG was the first hero revealed to be taken by a Symbiote. That reveal coupled with that iconic score was a no-brainer for me! Also, notice the pose he's in? It's that famous image of Spider-Man in the black suit against the wall!

Eat Ice

Notice how when Peni blasts Symbiote Spectacular with ice, he shakes it off. That's because in the Spectacular Spider-Man TV show, Spider-Man tried to destroy the Symbiote with ice, but it didn't work!


When Ghost-Spider is taken by a Symbiote, she becomes the fearsome Gwenom! Eileen Nestman, as always, brought her A-game, and made Gwenom sound creepier than even I imagined! Fun fact, at a point in the comics, Gwen lost her powers, so she relies on Cindy Moon's Symbiote to get them back. So technically, she's always Gwenom!


Peter informs Peni that he can't detect any of the Symbiotes with his Peter Tingle- sorry- Spider-Sense. That's because in the comics Venom is invisible to Spider-Man's Spider-Sense! As Peni explains, since the Symbiote bonded with Peter first, it knows about his Spidey-Sense and how to avoid it!

Pork Grind

Traditionally, Pork Grind is a separate character that gives Spider-Ham a hard time. But for the sake of my video, I took a few liberties and made him a Symbiote-infused Spider-Ham! I also thought it'd be funny to see the drastic transformation of a tiny little pig into a hulking monster!

Cocoon of Origins

Spectacular mentions that the first time he tried to separate from the Symbiote, it trapped him in a cocoon and forced him to relive his origin story. That's exactly what happened in an episode of Spectacular Spider-Man!

Last One Standing

This song was inspired by the movie Venom: Let there be Carnage, so I thought it'd be nice to throw it in the credits. Especially because of what comes next...


I hope you've learned by now to stay after the credits! If you did, you'd notice Doctor Kafka holding Eddie with none other than Cletus Kasady in the Ravencroft Institute for the Criminally Insane! In the 90's series, this was their exact predicament, cellmates at Raventcroft overseen by Doctor Kafka. Even in the comics, Eddie and Kletus shared a cell. That's how Cletus ended up getting a Symbiote of his own.

There's gonna be Carnage

No need for an explanation. There's gonna be Carnage.

That's it True Believers! What'd you guys think? Will Peter and Miles be able to find Prowler? What is the Master Planner going to do with the Symbiote!? So many questions! Stay tuned! I promise, the next episode won't take nearly as long! So until then, Face Front True Believers, and I'll see you in the Multiverse!