- Hulk (Bruce Banner) (First appearance)
- Mysterio (Final appearance)
- "Honey Dove" (Only appearance; dies)
- "Lance Macho" (Only appearance; dies)
- Doctor Doom (Mentioned)
- Green Goblin (Mentioned)
- Aunt May
- Ms. Lion
- Sam Blockbuster (Only appearance)
- Lance Macho (Only appearance)
- Honey Dove (Only appearance)
- Spider-Man's Web-Shooters
- Hulk Robot
Mysterio blackmails bigwig Hollywood producer, Sam Blockbuster, into hiring Spider-Man to make a movie. Though Peter is reluctant to do it, his Aunt May needs money for the house payment, so the Spider-Friends are off to Hollywood! On the trip, their bus gets stopped because the Incredible Hulk has been sighted in the area, but they soon get on their way as they pick up a new passenger. Spidey begins to shoot his mouth off and promises the passenger, a nice gent named Bruce Banner, a job on the set of his movie. As production on the film begins, one mishap after another occurs, endangering Spider-Man, Iceman, and Firestar's lives, and Banner begins to get suspicious of Blockbuster's motives. During the final filming sequence with a mechanical Hulk, it looks as though Spidey is in for it, but Banner loses control and turns into the real Hulk. The two Hulks fight to the finish as Mysterio is revealed as the instigator behind all the film's problems. And though the film is not completed, Spidey still receives his paycheck, saving Aunt May's house. "Hooray for Hollywood!!"
- This episode is loosely based on Spider-Man's first encounter with the Hulk in the comics in Amazing Spider-Man #14, with a nod to Amazing Spider-Man #1 when Aunt May tries to sell her jewelery to a pawn shop.
- This episode serves as something of a pilot to the 1980's Incredible Hulk Animated Series. The Hulk would move into his own show the next year after this episode's original air date. It would continue to air alongside this series for many years.