A flashback to Peter Parkers origin reveals he got his Spider-Powers after watching a Neogenic experiment by Dr. Farley Stillwell when a small spider climbed down in the path of his radioactive ray and then bit Peter Parker.
In the comics, the Insidious Six are called the Sinister Six. The Fox Kids network had the name changed to "Insidious Six" because they thought the name "Sinister Six" sounded too menacing for a cartoon series for children.
The Insidious Six are formed by The Kingpin who makes every member agree to follow him. Everyone willingly agrees except Doctor Octopus who reluctantly agrees after being promised the finest laboratories in the world and unlimited resources by the Kingpin. This is a nod to the original comics as Doctor Octopus originally formed the Sinister Six in the comics.
This episode features the debut of a wardrobe change for Peter Parker, He now wears a salmon colored shirt with a gray sport jacket. According to Stan Berkowitz, this change was done to modernize Parkers look.
This episode features the debut of a new opening sequence for the show. This sequence uses new clips from Season 2 with the Insidious Six, Hydro Man, the Punisher, and Morbius as well as clips from Season 1.