Warning: Spoilers

The last time we saw a massive ensemble of villains in a Spider-Man solo film was nearly fifteen years ago, back in Sam Raimi’s bookending Spider-Man 3. For reasons that many fans can remember, the script came off as convoluted and overdone – trying to cram in too many characters.

This trilogy’s third film, however, is pretty different. Spider-Man: No Way Home is a filmmaking achievement based on just it’s script alone – a masterfully woven tapestry of web-slinging, supervillain-stuffed goodness that also serves as a great coming-of-age tale.

There’s real stakes, real drama, real consequences – something that critics have raved about since last week’s LA premiere.

While writers Chris McKenna and Erik Sommers have written a bulletproof script, it isn’t all just tight sequences and great character moments. The phenomenal writing team has absolutely jam-packed this film with references, easter eggs, and tiny love letters to fans – leaving us with something to discover during every inevitable rewatch.

Here’s my personal favorites – keep an eye out for them on your first rewatch!

1. License Plates

This is an old filmmaking gag that I just can’t get enough of – using in-frame license plates to make cheeky references and well-deserved homages. Marvel uses these quite a lot, and SMNWH is no exception:

’63ASM-3′

The first one comes during the scene where Peter heads off to the George Washington Bridge to chase down the Head of Admissions at MIT, hoping to renegotiate his friends’ applications.

The university representative’s car bears the license plate ‘63ASM-3’. This is a reference to Amazing Spider-Man #3 – a 1963 comic that introduced the world to the infamous Doctor Octopus.

What happens in No Way Home immediately after the license plate? We meet Alfred Molina’s Doc Ock once again, after over 17 years.

‘1228’

With Marvel’s main man Stan Lee’s death in 2018, we won’t be seeing the Spider-Man co-creator in any of his famous cameos anymore. That certainly doesn’t mean the studios can’t pay homage to him through Easter eggs, though!

This movie’s Stan Lee reference is subtle, and comes right before Doc Ock’s. Behind the MIT officer’s car, you can spot a taxi cab numbered ‘1228’. This is a reference to Stan Lee’s birthday, December 28th – just in time for the film’s holiday-season release.

‘ASM-8183’

During the Doc Ock bridge fight, the good Doctor hurls an unfortunate Nissan Versa at Spidey. This one has had fans and reporters alike in a twist – with an ‘ASM’ tag this is definitely a reference, but to what exactly?

Amazing Spider-Man issues #81 and #83 have nothing to do with the movie’s plot – so issue numbers aren’t quite right.

While theories are still flying around, maybe dates are the answer. Amazing Spider-Man #246 hit stores on 8/2/83 – not exactly right, but perhaps this number is linked to the print date?

In this issue, The Watcher – featured in Marvel’s recent What If?… series, gives readers a crash course on alternate realities and the multiverse. Pretty perfect for a multiverse-themed film, right?

2. Electro’s Original Design

Let’s be honest – Amazing Spider-Man 2’s Electro was a bit of a crowd-splitter. While his backstory appealed to fans, his glowy-blue design seemed like a loose knockoff of Watchmen‘s Doctor Manhattan.

Electro first hit comic books in Amazing Spider-Man #9. As Max Dillion, the character was an electrician who got struck by lightning while on the job – and who soon began robbing banks in a shocking green and yellow costume – complete with a ridiculous star-shaped mask.

While Jamie Foxx donned a subtle green-yellow suit for the film, longtime fans caught a quick nod to the original design during the final fight scene.

As an arc-reactor-boosted Electro soared into the air, power surges through his body and manifests as a glowing aura around his face – for a short moment, we can actually see the character’s iconic old mask!

3. Green Goblin No More

If I’m being honest, I couldn’t care less about Tom Holland in this movie – Williem Dafoe is what it’s all about.

With an absolutely knockout revival of his legendary Norman Osborn/Green Goblin performance, the skilled actor plays a deadly game – playing with the audience and eventually, Aunt May’s life.

An iconic comic book image that was referenced in Amazing Spider-Man #50 was when Spidey gave up his costume, dumping it into the trash and walking away – a moment adapted into Spider-Man 2 back in ‘04.

This time, the tables have turned. Instead of Spider-Man, Norman Osborn smashes his Goblin mask, tossing the costume into the trash and running away – a great way to weave in ‘mirror dimensions’ and ‘parallel worlds’ into the film’s scenes.

4. Graffiti Homages

New York City has an incredible history of street art – with a rich, multicultural influence that dates back to the 1960s-70s (when Spider-Man was created).

As New York’s resident superhero, Spider-Man has always featured local culture – and this time, has incorporated it into homages for old comic book legends.

‘DITKO’

The first one is the ‘DITKO’ graffiti tag, which shows up on the rooftop of MJ and Peter’s school, as well as the truck containing The Lizard. This refers to Steve Ditko – co-creator of both Spider-Man and Doctor Strange.

As one of the most influential comic book artists of all time, Ditko is credited with being the mastermind behind several characters – including iconic Spider-Man villains such as the Green Goblin, Sandman, Electro, Doctor Octopus, and The Lizard – all of whom feature in the film.

‘GKANE’

The second graffiti tag that you’ll find in the film is ‘GKANE’ – which can be found on the school rooftop as well. This refers to Gil Kane – another incredible artist that illustrated several iconic issues of Amazing Spider-Man.

You can see some of his work on the infamous Gwen Stacy death arc, which was adapted for The Amazing Spider-Man 2 and even referenced in No Way Home.

5. Doctor Strange’s New Assistant

Early in the film, Peter visits Strange’s Sanctum Santorum – where he comes across a pair of young apprentices shoveling snow.

It’s theorized that one of them is Zelma Stanton – who first appears in Doctor Strange (Vol. 4) #1,  penned by Jason Aaron and Chris Bachalo. Zelma seeks Doctor Strange out to help with a magical illness – after which they paired up to save the world on several exciting adventures.

With Ned now revealed as having magical potential, will he join them?

6. Sam Raimi Memes

If you’ve been a Marvel fan on the internet, chances are that you’ve come across the infamous streams of memes and references tied to Sam Raimi’s original Spider-Man trilogy. Popularized by the hilarious folks at r/raimimemes, the film tosses in heaps of fanservice moments.

The image above, for example – if you know, you know.

Some of the best quotes are Osborn’s “You know, I’m something of a scientist myself,” and Doc Ock’s “The power of the sun in the palm of my hand!” There’s also a sweet little throwback midway into the film – referencing the first time Peter and Octavius met:

Not gonna lie, that one got me a bit emotional.

7. The Ending Scene

No Spider-Man film is complete without an ending scene of the hero swinging triumphantly through the cityscape of NYC. Things are a little different for Peter now – he’s lost his aunt, he’s given up everyone he knows, and has to fend all for himself.

Despite the bleak scenario, Holland’s Spider-Man has learned a lot from his brief encounter with his other, older selves – he’s all grown up now, and decides to stitch and wear the original Spider-Man suit – featured in Amazing Fantasy #15 – his first ever appearance.

There’s a symbolic narrative drawn here too – like in the comics, every time Spidey picks up the OG suit, it’s a moment of growth and personal strength for him – just as referenced in Spider-Man 3.

The ending scene is followed by a wild and wacky, punk-rock style credits roll – many frames of which are directly inspired from classic comic book illustrations.

(Image Sources: Marvel, Twitter)