Issue(s): Amazing Spider-Man #340, Amazing Spider-Man #341, Amazing Spider-Man #342, Amazing Spider-Man #343
Cover Date: Oct 90 - Jan 91
Title: Powerless: "The hero subtracter" / "With(out) great power..." / "The Jonah trade!" / "War garden!"
Credits:
David Michelinie - Writer
Erik Larsen - Penciler
Randy Emberlin, Mike Machlan, & Friends / Randy Emberlin - Inker
Dan Cuddy - Assistant Editor
Jim Salicrup - Editor

Review/plot:
The "Powerless" storyline officially begins with issue #341, but issue #340 is definitely part of the story. The Nabisco corner jokingly acknowledges that on the cover of issue #343.

In this story, Spider-Man indeed become "powerless". It does feel like Marvel thinks they've hit on some kind of formula for Spider-Man this year. First he's cosmic powered. Then he has to fight all the same people without his cosmic powers. Now he's totally powerless. And somewhere in there he's also the Hulk.

It also feels like we are just going from one "event" to the next. Acts of Vengeance to Return of the Sinister Six to Powerless.

Neither criticism is entirely fair. Acts of Vengeance was an actual crossover event. But the others are really just storylines. The difference is really just one of packaging. This is a four issue story where Spider-Man gives up his powers for a while. In 1980 it would have just been four issues with no fanfare. In 1990 it's a named event with the Nabisco corners. But it's still basically just a storyline, not an "event" (taking into account the seismic shift in storytelling styles that began in this title with Todd McFarlane).

This issue opens with some warm up action. Spider-Man fights some weird thugs in a K-Mart.

For you kids out there, a "K-Mart" was a place where you would go and buy things. Kind of like Amazon, except it existed in the physical world so you had to bring your meat body to the place, interact with a human cashier, avoid bumping into other humans, and then carry your stuff home. It was a nightmare world.

(It's actually somewhat unusual to see an actual store name, complete with registered trademark icon, in a comic.)

Spider-Man gets some tear gas on him during the fight, so when he gets home his eyes are red and his nose is runny. Aunt May is visiting, and she thinks he has a cold and starts fussing over him. Later, Peter worries that the chemical that he was exposed to last issue could have some kind of effect on his body due to his radioactive spider-blood. So he decides that he's going to check himself out. And conveniently enough, when he stops by J. Jonah Jameson's new company, he overhears a scientist, calling himself Dr. Turner, asking JJ to put him in contact with Spider-Man so that he can run a power analyzer, because the results would be good for humanity.

Peter changes into his Spider-Man costume and chases after him, volunteering for the analysis (and without his spider-sense warning him of any danger).

His spider-sense does start going off once the machine is running.

Spider-Man finds that the device was actually draining his powers. Spider-Man tells Dr. Turner to dismantle the device, and then leaves. That's what you get for going home with a strange scientist instead of going to Doc Connors or Reed Richards, Spidey. And "Dr. Turner" definitely doesn't seem like a good guy.

The next morning, Spider-Man is invited to wait with the mayor at the airport to greet an ambassador from a "newly freed Baltic country". But the plane is attacked by the, er, Femme Fatales.

Ok, per the Comments, the team name is based on Jack Kirby's Female Furies, so i forgive it for sounding so generic.

Spider-Man has fought two of the Femme Fatales before, and he knows that Bloodlust is as "strong as Wolverine".

Spider-Man is too polite to mention that he's as strong as twelve Wolverines.

Anyway, the Femme Fatales:

Spider-Man doesn't win this fight, but he survives until the police arrive and the Femme Fatales flee.

Peter's near death experience causes him to think about Aunt May and how it wouldn't be right if he were killed in battle and there was no one to take care of her.

So he thinks about Dr. Turner's machine and how it could take away his powers, and wonders if that's the responsible thing to do, for Aunt May. He spends the night agonizing over it with Mary Jane. We don't actually get to hear the conversation, so i don't know if questions like, "Why this near death experience over any of the others?" or "Why don't you, you know, just quit if you don't want to be Spider-Man?" come up. But in the morning, he decides he's going to go back to Dr. Turner and have his powers removed.

Spider-Man immediately starts noticing the downside of giving up his powers.

Duh!

Meanwhile, we check in on Dr. Turner. I'm now going to have to spoil the fact that he's the Chameleon, because i'm once again interested in the women that he keeps around. We saw in Web of Spider-Man #65 that he had some women on a boat with him that didn't look too happy. Maybe they were just cold. But they seem upset and maybe even scared of the Chameleon. And here again we have some women that are afraid of him.

We then see "Dr. Turner" considering the possibilities of Spider-Man being powerless, and then we see the visage of Gullivar South (the Oliver North analogue from Spectacular Spider-Man #138) contacting Tarantula and telling him that Spider-Man has lost his powers.

We then return to "Dr. Turner" and see him hitting one of the women over the fact that his grapes are not peeled.

Except that Turner now has South's face. So i guess i didn't spoil it too much when i told you that Turner was the Chameleon.

So i guess this confirms that the Chameleon slaps women around. Ass. What a big man. Can't even chew his own grape skins.

Back to Peter, who is learning that regular life sucks.

I know the feeling, Peter. Caffeine helps a little.

Peter and MJ get home to find Flash Thompson and his girlfriend Felicia Hardy (the Black Cat, and everyone except Flash knows it) waiting on their stoop, hoping to take them out for a picnic.

Uh-uh, Flash. Not a chance. Not until you go home, ditch those clothes, and come back wearing something that doesn't make me want to set you on fire.

Peter and MJ have been avoiding a double-date with Flash and Felicia for a while now, so MJ starts to come up with an excuse. But Peter surprises her by agreeing to go. Felicia is dating Flash to get back at Spider-Man for breaking up with her, but now that he's not Spider-Man any more, he feels like he can hang out with them. He also makes good on his renewed dedication to Aunt May by calling her up and inviting her to come along, but she is in the doldrums after the death of Nate Lubenski. The good news is that romance is around the corner for her.

And Peter and friends go out on their picnic.

I talked at the top about how this is not really an "event", but also mentioned the change in styles of storytelling. Along those lines, i have to admit that i've been feeling less and less of a connection with the characters in these stories. We race from storyline to storyline but very little time is devoted to character development any more. The Black Cat in this story feels very little like the one that used to partner with Spider-Man. There's an "out" in the fact that she's always been unstable, but the character sitting here having a pleasant picnic with Mary Jane just feels totally off to me. It's part of an arc where she started off Fatal Attractions level crazy and started dating Flash to make Peter jealous and now is having real feelings for Flash. And i guess that technically is a character arc. But it's just kind of happened, mostly off panel. The one thing we've seen is Flash stand up for her to a gang of thugs. Very cliched. There's nothing to show that Black Cat, who is used to a luxurious lifestyle, who was inclined to a life of crime, who loves the thrill of adventure, should be interested in Flash Thompson. What does she see in him? I'm not saying it couldn't work; there's just been no development of it.

The Aunt May/Willie Lumpkin thing is just silliness. "Here's two old people in the Marvel universe, they should date!" It's cute. But it shouldn't be a real thing that's happening. It's also something that seems way too soon after Nathan's death, but that's addressed later in the story, with Peter telling May not to worry about it.

Anyway, during the picnic, the radio announces that the Tarantula is back, threatening the priest that was helping shelter refugees from Tarantula's country in Tarantula's last appearance. Tarantula will only release the priest if Spider-Man shows up.

Revenge motivated villains is apparently another topic that didn't come up during Peter's conversation with Mary Jane about giving up his powers. Ironically, someone wrote into Web of Spider-Man recently saying that Spider-Man can't really be considered a crime fighter anymore, because all he does is deal with villain grudge matches. The response basically agreed and said they'd try to cut back on the "revenge" motivation for villains. But of course that's what this entire story is about, and it should have been something Peter realized he had to come to terms with. Maybe he should have went to the Avengers (or the "Outlaws" if it's more appropriate in-title) to tell them that he's giving up being Spider-Man, so if some super-villain comes on the radio demanding that Spider-Man come fight him, don't expect Spider-Man to actually be able to do it.

Instead Peter has to go home, get his costume, and go fight Tarantula with no powers.

Flash Thompson tries to insert himself in the fight as well.

He hasn't held a gun since ROTC training? What did he do in Vietnam?

That is one hell of a gun, too.

Flash gets stabbed with Tarantula's foot blades. Luckily he's using a sedative and not a deadly poison. Then the Black Cat gets involved.

They knock out Tarantula and leave before the police arrive, leaving Flash for the paramedics. Felicia is aware that something is wrong with Spider-Man, but when she comments about that, we just see Peter thinking to himself "Uh-oh". Like, you have to tell her! That's the whole point of this! You're retiring! The whole reason you agreed to go on the double-date with Felicia and Flash was because you're not Spider-Man any more, so she has no reason to try to make you jealous. In order for that to work, she has to know it! Plus you need word to get out that Spider-Man is retired, or you're going to keep getting dragged into stuff like this. I seriously don't think this has been thought through at all.

Issue #342 opens with with Peter upset because he wasn't able to stop a mugging.

Meanwhile, the Chameleon next recruits the Scorpion.

The Black Cat later approaches Peter to ask what's going on with his powers. He still resists admitting it but she forces it out of him. She then tells him that she's actually developed feelings for Flash. Mary Jane sees Peter and Felicia having the conversation but is too far away to hear what they're saying. She thinks to herself, "I trust Peter -- implicitly. But knowing there are still parts of his life he can't share with me.. well... that hurts. A lot." I don't know where that's going (if anywhere), but right now feels like really the wrong time for it, since Peter has just given up those parts of his life. Of course we know that Peter will be getting his powers back, but at this point in the story the characters don't know it.

Anyway, Scorpion gets Spider-Man's attention by attacking JJ. Peter again gets some help from Black Cat, and also learns that Dr. Turner is behind the recent attacks.

Felicia does the heavy lifting in the fight.

Scorpion's tail is damaged and he flees, but not before Spider-Man gets a tracer on him.

Peter and Felicia go back to Peter and MJ's apartment just in time for a get together with Flash and the Osborns. Felicia may have feelings for Flash now, but she doesn't mind making MJ jealous (or overdressing for a night of Chinese takeout).

Later, Spider-Man and the Black Cat trace the Scorpion to the Botanical Gardens and find the Chameleon, Tarantula, and Femme Fatale there as well.

Black Cat attacks...

...while Spider-Man gets to the Chameleon's machine to restore his powers.

The Cat is pretty beaten up by the time Spider-Man has activated the machine, so he takes the fight from there.

It's another case of the inversion principle: the more villains, the less powerful each one is, and Spider-Man mops things up pretty quickly...

...although the Chamelon escapes.

But after the battle, it turns out that the Black Cat is now powerless.

It's unclear to me exactly what the Chameleon was up to in this arc. The power draining device was actually said to be intended to only stun Spider-Man; the fact that it drained his powers was only a happy coincidence. Chameleon does not seem to be acting in furtherance of his status as a crimelord in the Gerry Conway Spider-Man issues, and he doesn't seem to be trying to be taking over or discrediting America as he was when David Michelinie first brought him back during his run. He's just sort of here, doing generic villain stuff. The same can be said about Tarantula and Scorpion (and let's not talk about Femme Fatale at all).

In the end, Peter asks Aunt May a loaded "hypothetical" question about whether or not he should help someone in danger even if he might get hurt or killed, and she tells him that he damn well better, because didn't Uncle Ben teach you about responsibility? Of course, she doesn't have to worry about Peter being there to take care of her. She's got a new man in her life.

Erik Larsen brings a lot of kinetic energy and cartoonish fun to the story, but that only compensates so much for a plot that doesn't feel very well thought out at all.

Also in these issues we have the first appearances of the vigilante hero Cardiac.

Quality Rating: C-

Historical Significance Rating: 3 - first Cardiac

Chronological Placement Considerations: At the beginning of this story, Spider-Man thinks about the fact that he can never use cocaine due to the chemicals that were sprayed at him in the previous arc. That doesn't necessarily mean that other Spider-Man stories didn't take place in between (unless Spidey is shown snorting coke!). The "Mike Duggan" appearing in the Characters Appearing is one of the police who is injured while trying to apprehend the Tarantula. He's not named in this story but he appears in a Trial of the Tarantula in 1995's Venom: Sinner Takes all #3.

References:

• Spider-Man fought Whiplash and Bloodlust in Marvel Comics Presents #49.
  
• The Tarantula wants revenge against Spider-Man for Spectacular Spider-man #137 and Spectacular Spider-Man #138.
  
• The Chameleon provides a replacement for the Scorpion's improved tail that was destroyed in Amazing Spider-Man #319. The technology is ironically supplied by Justin Hammer, the guy who provided and took back the tail technology the first time.

Crossover: N/A

Continuity Insert? N

My Reprint: N/A

"For you kids out there, a "K-Mart" was a place where you would go and buy things. Kind of like Amazon, except it existed in the physical world so you had to bring your meat body to the place, interact with a human cashier, avoid bumping into other humans, and then carry your stuff home. It was a nightmare world."

Try telling them about rotary phones and (gasp)NO INTERNET!!!!! ;)

Hate to double post, but I had another comment -

"It's also something that seems way too soon after Nathan's death,".

When you're Aunt May's age, I don't think the words "too soon" should be on her mind. After all, she theoretically has somewhat limited time left.

More "we gotta mess with the formula"spider-man stories. Man, they were out of ideas.

I always imagined that one reason the Chameleon is so popular with the girls is he can make himself look like famous Hollywood actors while he thumps them.

The appendix speculates that the Chameleon's girls might be the unmutated forms of the femme fatales but I didn;t think that was the intention.
Mary Jane is completely different from the way she's portrayed in Spectacular at this time. She finds Peter on the roof with his ex and walks away "Ï trust Peter...implicitly". You'd think she'd be a bit worried considering her own infidelities.

and fnord, you can't make a joke about Flash's outfit without including it in a scan (I remember the outfit and your comments are spot on)

Oh, i meant to but the clothes must have made me go blind and i missed it. Added it in. Thanks.

Good criticism of all the logic gaps in this storyline, Fnord. I think you've covered everything. Though I do want to say how incompetent it made the villains look that they couldn't beat a powerless Peter, who's basically tripping over the entire fights. I don't care much about Tarantula, but I think Scorpion (who has more raw power than Spidey) should be able to beat Black Cat and a powerless Peter, even with his tail out of action. And yeah classic inversion: Spidey has too much trouble with the Femmes in 340. But once you add Scorpion to the Femmes, he defeats them easily in 343. Spider-Man was probably my favourite character at the time, but I stopped buying Spidey comics after hanging on to the end of this storyline. Neither Michelinie or Conway were interesting me anymore. I did still buy the odd one if it looked interesting (some of the upcoming DeMatteis ones) but it felt like I'd been driven away, it had seemed unthinkable that I'd ever stop buying Spidey! Agree with Kveto: Flash's outfit is quite something.

Mindblast's design seems pretty derivative of DC's Psimon:

http://dc.wikia.com/wiki/Simon_Jones_(New_Earth)

Oh and in the "obvious but should be stated" category, Cardiac's alter-ego "Dr. Wirtham" is a reference to anti-comic folk-villain Fredric Wertham

http://www.slate.com/articles/arts/culturebox/2008/04/the_caped_crusader.html

I still think that Chameleon's stated goals (becoming a crimelord, dismantling the American gov't.) were just delusions of grandeur, since it's mentioned in a later backup story that it was Kraven's death which put him back on Spidey's trail. He was probably just on a vengeance kick the whole time, but couldn't let himself admit it.

Peter actually trying to get his powers removed rather than just stop being Spider-Man is likely due to all the times he's tried and failed to do just that -- as long as he has the powers, he'll be compelled to use them. I agree, though, that his decision in this story is made too quickly, and it really seems to lack any impact. How many times do we need to read the "Peter doesn't want to be Spider-Man any more" story?

The Femme Fatales are a pretty good foreshadowing for what a lot of 90s character designs will feature -- shiny metal armor, shoulder pads, some cheesecake, and pouches pouches pouches!

By this point, Larsen has gone back to the early days of Spidey being in a red and black costume. I like the look. Also, a lot of his villains in this era look like early designs for characters he'd use in the Savage Dragon.

Aside from Mind-Blast looking similar to Psimon, the Appendix people speculate that the whole FF team is a homage to DC's Female Furies.

Also, as it's been mentioned, the Appendix folks speculate that the women Chameleon hangs out with are the FF's out of costumes... When I first read that storyline years ago, I assumed that, too. After all, what could be the other reason for including these women at all? But now, thanks for Fnord's site, I learned that Chameleon hung out with a bunch of women in a previous appearance, too... Anyway, I'm still curious who these were supposed to be. Hired escorts?

One last observation regarding the FF: I never understood what Whiplash was supposed to be. In her previous appearance, she was described as a mutant, but she has no powers aside from her whips...

Michelinie said the women with Chaemeleon were just ordinary prostitutes, not the Femme Fatales.
The Spider-Sense not going off until the machine was turned on made no sense to me as a kid.

Kmart actually still exists in the Midwest.

@Michael. Well, when the machine was turned off it wasn't a danger to Spidey, hence no spider-sense tingle. Only when it got turned on, was it a danger obviously.

Kinda the way an electric chair that's not turned on isn't dangerous.

I would agree with that- except that Chameleon PLANNED to turn it on, so it was dangerous. I agree that Peter's Spider-Sense shouldn't go off near an unloarded gun, but if someone is planning to load it and shoot him, it should go off as soon as they start moving to load it.

Yes, Erik Larsen has confirmed on his Facebook page in the past that the Femme Fatales were intended as an homage to Jack Kirby's Female Furies.

Knockout = Big Barda, Whiplash = Lashina, Bloodlust = Mad Harriet and Mindblast = Bernadeth... if only because they have similarly-shaped heads!

Thanks to Piotr and Ben for pointing out that the Femme Fatales are based on Kirvy's Female Furies. I hereby withdraw my complaint that the name is so generic.

It seems that Gerry Conway and David Michelinie had their own ideas about the Chameleon (although they both agreed that he'd like sexy girls in skimpy outfits). Somehow the Spider-editors never managed to straighten things out. Conway's Chameleon is a crime boss, a contender against the Kingpin. It makes sense; what else would a Russian spy be doing in New York once the Cold War was over? Michelinie gave him a Red Skull-esque motivation of tearing down the USA "for what they did to [him] years ago", and then turned him into a revenge-oriented Spider-villian, bent on avenging Kraven's death (his suicide, really). The Spider-Team saw that he undertook this task in the most convoluted way possible, via some pointless posthumous planning from Harry Osborn.>sigh

I think I quit ASM around this time because it became boring for me to read. Larsen was a second rate McFarlane but more bright and cartoony. I hated how he gradually inked Spiderman's costume black instead of the regular blue.

How did Salicrup not go to Larsen and say "Look, your costumed characters look awesome, but please go to an art school and a have teacher show you how to draw female human lips. Please!"