The Chameleon was born a Sovietcitizen named Dmitri Smerdyakov. In his youth, he was a servant and half-brother to Kraven the Hunter, Sergei Kravinoff, and eventually became a minor associate to one Gustav Fiers. Although Dmitri and Sergei were friends, Sergei was often abusive to Smerdyakov, leading to a combination of admiration and resentment towards Kravinoff. Eventually, Smerdyakov emigrated to the United States of America. As he had made a talent for himself during his youth, impressing his brother by impersonating friends and neighbors, he assumed an even more impressive disguise: the identity of the Chameleon. During his first known criminal outing, he impersonated Spider-Man, though he was exposed and arrested. Shortly afterward, Kravinoff, now Kraven the Hunter, himself came to America, and the Chameleon set his old associate's sights on Spider-Man. Both men became long-time enemies of Spider-Man, part of his primary rogues' gallery.
Chameleon was created by Stan Lee and artist Dan Ditko and his the first member of Spider-man's gallery of rogues. He first appear in The Amazing Spider-Man #1.
The Chameleon often works as a spy or thief for various crime bosses throughout New York. It is extremely rare for the Chameleon to commit crimes for his own benefit. Chameleon was recently seen as a member of Norman Osborn's Sinister Twelve and M.O.D.O.K.'s 11 (although it was later revealed to be a disguised Super-Adoptoed infiltrating M.O.D.O.K.'s group in an attempt to kill him).
Major Story Arcs
Chameleon's next gambit was to contact his step-brother, Kraven the Hunter, and convinced him to try his hand at prey worthy of his skills. Kraven was no match for Spider-Man, and the two villains were arrested and deported back to Russia. They returned and the life-long feud between Spider-Man and Chameleon truly began.
Eventually these confrontations reached a more personal level. Using secret plans left by the late Harry Osborn, Chameleon discovered Spider-Man's secret identity. First he crafted androids of the hero's deceased parents. Believing them to be his true mother and father, Spider-Man was shocked when the androids were "killed" and revealed to be nothing more than machines. However, this was nothing compared to what followed.
After capturing Spider-Man, Smerdyakov disguised himself as his rival's alter-ego, Peter Parker, and attempted to rape his wife, Mary-Jane Watson. Although she was able to beat him off with a baseball bat, the experience traumatized her.
Fortunately for Spider-Man's friends and family, Chameleon's memory is spotty at best. Years of abuse by his step-father and step-brother had taken its toll, and Chameleon was driven insane. At one point, Chameleon donned the identity of the deceased Kraven after apparently assuming his personality. Another time had Chameleon take a swan dive off of the Brooklyn Bridge, declaring his love for Spider-Man. However, he survived this incident, as well as a near-fatal shooting by his nephew Alyosha Kravinoff, only to suffer the most embarrassing defeat of his career. Chameleon once again disguised himself as Peter Parker and tried to kill his Aunt May, but he was fed a drugged pie by the old lady and was once again captured.
Following the events of Brand New Day, all memory of Spider-Man's secret identity has been erased. Chameleon was seen impersonating newly elected president Barack Obama, until he was foiled by Spider-Man (who was photographing the event).
He also aided Sasha Kravinoff and the rest of Kraven's family in resurrecting him. Of all of them he was the only one to realize Kraven probably did not want to be resurrected in the first place. He was defeated with the rest of the Kravinoffs by Spider-Man.
He has most recently been seen as one of the villains participating in Doctor Octopus' "scavenger hunt". The first of these items is Menace and Norman Osborn's newborn baby. He is told by Octavius that the baby is the first of a new species. He is caught by Spider-Man, whom he tells that the Lizard now has the baby.
Power's and Abilities
Originally, the Chameleon had no superhuman powers and simply used makeup and elaborate costuming to impersonate his targets. In order to do this, he implemented a device in a belt buckle that emitted a gas that helped him mold his features. Later, the Chameleon obtained a microcomputer from Spencer Smythe for his belt buckle that could be programmed with the facial features of hundreds of people. The belt buckle also contains a video receiver that enables the computer to analyze the appearance of anyone the Chameleon encounters so that it can duplicate his/her features using electrical impulses. The computer utilizes holographic technology that allowed him to change his appearance at the push of a button. His electronic devices allowed him to appear as two different people to two separate observers simultaneously. The Chameleon's costume consists of "memory material" that can be altered by electrical impulses from his belt so as to resemble the clothing of the person he is impersonating.
Later, the Chameleon's powers are made innate: his epidermis and skin pigmentation have been surgically and mutagenically altered by a serum so that he can take on the appearance of any person at will. He also wears fabric made of memory material that responds to nerve impulses and can appear to be what ever costume he wishes to be.
When his past friendship with Kraven the Hunter was revealed, it was also revealed that the Chameleon had taken the same serums that Kraven had taken over the years. This would suggest that the two characters were of a similar age (over 70 years old). It would also suggest that the Chameleon's physical strength and endurance could be somewhat augmented, but as the Chameleon's strength is much lower than that of Kraven, his augmentations may not reach a superhuman level.
Aside from his physical advantages, the Chameleon is a master of disguise, and a brilliant method actor and impressionist. He is also a master of creating lifelike masks and make-up. He is a quick-change artist who can assume a new disguise in less than a minute, although he no longer needs to use such skills. He also speaks several languages fluently. Although the Chameleon is not a scientific genius, during his increased lifespan he has been exposed to a wide array of sophisticated experimental technology, much of which he can apply effectively in his nefarious schemes.
In his 2010 appearances in Amazing Spider-Man, writer Fred Van Lente placed a stronger emphasis on his skills of disguise rather than his superhuman powers. In this portrayal, Chameleon kidnaps people and brutally kills them by dumping them in an acid bath. From listening to them beg for their lives, he alters his pitch to sound exactly alike and takes a face print to make into a mask. This more chilling Chameleon also seeks to fix the lives of his "faces", attempting to rectify the problems of their lives while he poses as them as a part of some warped heroic view of himself.
Ultimate Chameleon (Earth-1610)
In the Ultimate Universe, The Chameleon is an enigmatic energy-wielding shape-shifting thief slash Mutant Growth Hormone addict who, along with his sister Camellia, take whatever measures are necessary to get what they want.
When Peter went to Ben Urich to show him the tape when Kitty Pryde was 'taken' away from Midtown High, when J. Jonah Jameson passed them by, Peter's spider-sense went through the roof and compelled him to follow Jameson.
Upon reaching the parking lot downstairs, Peter confronted "Jameson" who was, in reality, a shape-shifting impostor.
But when Peter tried to fight him, the fake Jameson unleashed a powerful electrical energy blast in an attempt to incapacitate him, which did nothing more than injure Peter the first time around.
The impostor, who called himself The Chameleon, fired off another energy blast which managed to knock Peter out and then took on his form, which he managed to completely fool Mary Jane and Ben Urich with upon returning to The Bugle.
While in Peter's form, The Chameleon brought ruin to his social and love life by kissing Mary Jane on their return trip home, turning Peter's current girlfriend Gwen against Mary Jane by telling her that she was the one who kissed him.
Then, to add insult to injury, The Chameleon kissed Mary Jane in front of Gwen and made sure that she knew that he was the one kissing Mary Jane and not the other way around, an act which hurt Gwen's feelings very deeply.
He even went so far as to demean Aunt May and disobey as well as fight with her at every turn. It was not long after this that The Chameleon discovered that Peter was Spider-Man after opening a chest that contained his uniform and gear.
He then called Camellia and told her that he just hit the jackpot with his discovery and that their money troubles were about to go away very quickly.
After arming himself with all of Peter's gear, a pair of MP5 Sub-Machine Guns and popping some Mutant Growth Hormone pills, Chameleon went on a crime spree and tore his way through everyone that stood in his way, even going so far as to kill a few people in his quest for cash.
However, during his second to last heist, Chameleon was confronted by The Human Torch and Iceman, who argued over whether he was really Peter Parker or not after they looked upon his false face.
The Chameleon tried to convince them that he was Peter by telling them that he had become fed up with being Spider-Man and not receiving anything in return for his heroics and that he decided it was high time that he got what he believed he deserved.
He even went so far as to promise to divvy up the cash with them once they returned home, something which turned out to be a tactical error on his part.
Once The Human Torch finally realized that he was not Peter, both him and Iceman forced him to admit the truth, which he did and then drew out his guns and fired away with wild abandon.
But when he realized that the bullets weren't getting past their elemental abilities, Chameleon fired off a series electrical energy blasts and managed to escape before they could recover from his attack.
Upon returning to his and Camellia's hideout, Chameleon demanded that she kill Peter off immediately and when she wouldn't do it he grabbed the gun and fired it at Peter.
Luckily, the drugs that had rendered Peter's powers useless wore off to an extent and dodged the bullet while breaking free of the ropes tying him to a chair they had provided.
Peter immediately lashed out at Chameleon only to be hit by an electrical burst of energy and was left incapacitated while Camellia, who had sensed Iceman and The Human Torch's approach, tried to get her brother to leave the hideout with her.
However, Chameleon's obsession with killing Peter off once and for all delayed their escape, allowing the two heroes to catch up to them before they could make a break for it.
Iceman constructed an inescapable barrier around them while The Human Torch drew the oxygen from their lungs and knocked them out. Once they had both been defeated, Iceman sealed them away in blocks of ice and took them to the Triskelion.
At the Triskelion, Chameleon continually demanded to see his sister, but Carol Danvers said that unless he cooperated with them he would only be granted the "privilege" of being a permanent guest at S.H.I.E.L.D.'s most secure facility for the rest of his life.
Carol then, in the hopes that he would come to his senses and answer her questions, asked Chameleon to reveal his true name and tell her how he is able to shape-shift and fire off electrical energy blasts.
Chameleon did not answer her questions however and instead told Carol that if she did not let him see Camellia that he would tear the whole building down and, after turning into Carol herself, that he she would be next on his list.
Realizing that she wasn't going to get any answers from Chameleon, Carol simply decided to have Chameleon thrown in a cell and be left to rot in it for the rest of his days.
Unfortunately, the dark taint Chameleon had left on Peter's love, social and secret lives wouldn't be leaving him anytime soon and would definitely have a dramatic effect on his future.
In short, Chameleon had still, in one way, attained a great victory by ruining Peter's life. A fact that he has forgotten as his concerns for Camellia's well-being increases endlessly with each day that passes him by.
Chameleon made several appearances in the various Spider-Man cartoon series.
Chameleon appears in the Spider-Man and His Amazing Friends episode "Seven Little Superheroes" and is voiced by Hans Conried.
Chameleon first appears in the thirteen episode of Spider-Man: The Animated Series "Day of the Chameleon". In the Spider-Man: The Animated Series of the 1990's, he was depicted using hologram generating belts to photograph and create disguises.
In the Spectacular Spider-Man series, he is first seen attempting to steal the symbiote from Dr. Conners' lab. He fails, and later attempts to frame Spider-Man for a string of robberies with the help of his henchmen Quentin Beck and Phineus Mason. Disguising himself as a police officer, Chameleon makes his escape while leaving his allies to be carted off to prison. Beck and Mason have since reappeared, as Mysterio and The Tinkerer respectively, and have apparently severed all ties to Chameleon.