Spider-Noir Ending Explained: Does Ben Become the Spider Again? Does He Give Up His Powers?

Developed by Oren Uziel, Prime Video’s ‘Spider-Noir’ brings to life and color a fresh chapter from the ‘Spider-Man’ universe. This time, the setting is post-WWI New York, when the Prohibition era is at its peak, and the criminal gangs are at the height of their powers. All of this is because this universe’s Spider-Man, or the Spider, has been in retirement for five years. Ben Reilly, a seasoned private investigator on the surface, also happens to be a slightly older, slightly weaker, and much jaded superhero who is constantly battling with a traumatic past. However, when an inexplicable series of events takes the city by storm, Ben is left with no choice but to confront his past headfirst and wear the familiar suit yet again. SPOILERS AHEAD.

Spider-Noir Plot Recap

‘Spider-Noir’ begins with Ben Reilly reflecting on his life as the Spider of New York, about how he was essentially swallowed up and spat out by the city until he quit. It’s been five years since the death of his fiancée, Ruby, around which time he left the mask behind. Today, he works as a P.I. who is seemingly always on the cusp of going broke. The city, meanwhile, has been taken over by a crime boss by the name of Silvermane, and all hopes of a better tomorrow seem to be squashed. While tailing a mysterious man by the name of Addison, Ben ends up running into another detective who has been put up to the same job. Addison, however, is a step ahead of them both and turns out to have the ability to spew fire out of his body. Alarmed, the other detective shoots Addison dead, but not before the flames reach up to the factory behind them, blowing it to bits.

The factory, as it turns out, is Silvermane’s, and he soon realizes that Addison was tasked with murdering him before things got to this point. Believing that Addision has escaped, Silvermane hires Ben and many other detectives to be on the lookout. At the same time, Ben discovers that the mayor of New York, who is presently running for reelection, has been conspiring with a singer named Cat Hardy, who works at Silvermane’s nightclub. When Ben tries to blackmail her for some extra cash, her bodyguard, Flint, attacks him. In the ensuing brawl, Ben discovers that Flint is also a superhuman and can turn into sand. However, before things can get under control, Flint escapes, leaving Cat with no choice but to hire Ben to look for him.

Just when it feels like things cannot get more complicated, Silvermane calls for Ben yet again, this time tasking him with smoking out the mole within the ranks. Soon enough, Ben figures out that Cat is the one who hired Addison for the hit and is conspiring with the Mayor to get Silvermane out of the picture. In reality, Flint and Addison are not the only humans with mutative abilities, and Silvermane plans to raise an army of them to defeat the Spider. Cat, who is in love with Flint, tries to protect him by going behind his back, but it backfires. Ben, meanwhile, develops feelings for Cat and helps her escape the blame by framing another enforcer as the mole. However, as more and more superhumans join Silvermane’s group, Ben is left with no choice but to temporarily put on the mask and fight as the Spider.

Things get trickier when he discovers that all of these superhumans are connected to his past, as they were in the same Nazi experimentation camp where Ben got his own powers. A scientist named Dr. Faber believes that the Spider’s DNA can provide a way to stabilize or even reverse these mutations. While Ben’s body does help produce an antidote, the rampage is already well underway by that point, leaving Ben with no choice but to join the fight.

Spider-Noir Ending: Does Ben Become the Spider Again? Why Doesn’t He Use the Antidote?

At the end of ‘Spider-Noir,’ Ben resolves to become the Spider yet again, springing and swinging through the city after defeating Silvermane and his crew for good. Though he has been almost too jaded and hurt by this secret life, all of that crumbles at the face of who he really is: someone who saves lives. Be it the World War II camps or the neighborhoods of New York, nothing can quite stop Ben from doing what he does best, even when it’s the most feared crime boss in town that he’s up against. The real challenge, as such, is one that spurts internally, with Ben wondering whether the hero’s dilemma is even worth it. The fact that he has an antidote that can make his superpowers go away makes this a lot more than just a thought experiment, as Ben now has a possible exit.

In a way, Ben’s choice to take or reject the antidote is an inverse of the age-old adage of the ‘Spider-Man’ canon, that “with great power comes great responsibility.” Ben believes that giving up on his powers can free him from the physical and emotional strain of saving and losing people day in and out. This also doubles as an argument for him retiring for good, as it is no secret that the Spider is far from his prime and is at more risk of dying than ever. However, where this framing goes wrong is in assuming that Ben giving up his powers is not a powerful choice in and of itself. This enlightenment comes with Robbie, who correctly confronts Ben about how he is volunteering to make thousands of lives worse by pretending to ignore what has now become his moral responsibility.

That said, it’s not just Robbie’s words that probe into Ben’s consciousness, but rather, his own sense of what is right and wrong. There truly has been no point in Ben’s adult life that he’s been unburdened. And yet, what makes him a real superhero isn’t just his powers, but the Sisyphean mindset that simply does not allow him to stay down. Though there is also a self-destructive element to Ben’s choice, it is one he embraces as a sacrifice that he will have to live with, like all the Spider-people always do. This time, Ben dons his mask to strike the root of most troubles in the city, defeating not just Silvermane, but also his enforcers, including Flint. However, their dynamic doesn’t quite end on an unfriendly note, as it just so happens that Ben has the perfect user for the remaining antidote.

Do Cat and Flint Escape? Do They End up Together?

‘Spider-Noir’ ends on a happy note for Flint and Cat, as the final injection containing the antidote helps him turn back into a regular human. His hands, which were destroyed in the fight earlier, also seemingly regrow, signaling that the antidote can do more than just reverse superpowers. With this, Cat and Flint no longer have any hurdles in the way of their dreamy love story, and the next time we see them, it’s at a church. Ben happens to be the lone guest at their wedding, and it’s not without mixed emotions. At the heart of it, though, he appears to be happy that Cat and Flint can get the life that they have always dreamt of, one that is only possible if they leave New York far behind and settle somewhere like the city of Santorini in Greece, where Cat has always wanted to go.

The finale strongly implies that Cat and Flint are planning to escape the city for good and plan to start a new life from scratch. As two of the few people who know the Spider’s true identity and are alive, this is still a risk for Ben, considering that Cat has already leaked the truth once before. However, given that she understands how wrong that was, Ben can most likely rest easy. Their final interaction is far from an elegant one, and Ben jokingly condemns her to hell, where he’ll be waiting. In reality, however, both Ben and Cat are now stepping into a new chapter of their respective lives, one that will likely not be held back by malicious forces such as Silvermane or the scientists who turned Ben’s life into a living hell.

Did Cat Ever Love Ben?

A question that goes away without a clear answer this season is whether Cat loved Ben. Though it’s a difficult task to put a label on their relationship, some of Cat’s decisions do make it feel like she was only ever using Ben as a means to an end. After promising to leave with him for Greece, she goes as far as to reveal his identity to Dr. Faber, inviting a world of trouble that leads to several deaths. While that alone is enough to nearly push Ben to the brink, he ultimately comes around and listens to what Cat has to say. She, on the other hand, ultimately does realize how big a blunder she made in abusing Ben’s trust, and while there is no way to go back in time, Cat makes sure that something like this never happens again. Though the duo’s love story never quite takes off, what they end up with is a mutual respect and understanding that transcends most friendships.

Another detail that adds to the complexity of Ben and Cat’s relationship lies in how they themselves choose to define it. Before the two have sex, Cat suggests that they can become lonely together, which is an idea that works without any romantic connotations being necessarily attached. To begin with, the story firmly establishes that Ben’s first and true love will always be Ruby, who is this universe’s MJ equivalent. As such, the bond he shares with Cat is more in line with companionship, rather than some sort of romantic transition in his life. Paralleling that, we have Cat’s relationship with Flint, which almost has a similarly tragic ending, but Ben manages to save the day. Though he may not find love anytime soon, at the very least, he ensures that history isn’t repeated and that love can prevail.

Are Silvermane and Megawatt Dead?

Cat and Flint’s escape is only made possible by the deaths of Silvermane and Megawatt, who leave the city a much safer place than before. Ironically enough, Silvermane’s death does not involve the Spider at all, despite them having the central rivalry of this season. Instead, the person who fittingly pulls the trigger is none other than Cat, who fulfills her longstanding desire for vengeance and independence. The entire sequence symbolically engages with this dynamic on several levels, starting with how it takes place in a hall of mirrors. Silvermane, who considers Cat as his inferior throughout the show, is essentially forced to confront the shifting power dynamic, as well as how Cat now has the same fire in her eyes that he once claimed to exclusively possess.

Another detail that goes into the death scene is that Silvermane essentially walks into Cat’s trap, misjudging the number of bullets in her gun. Earlier, he ridicules her for barely being able to hide her gun, and yet even he is taken by surprise when she simply outwits him for good. When it comes to Megawatt, however, the fight is far less tactical and far flashier, in the literal sense of the word. After reaching the heights of his powers, Megawatt no longer needs to even touch electricity to harness it, but it’s precisely that ability that Ben uses to his advantage. Catching Megawatt off guard when he’s untethered, Ben launches him high in the sky, only for a train to strike and, presumably, kill him. However, the fact that we never see Megawatt’s dead body on-screen leaves things ambiguous, opening the door to a possible reappearance down the line.

What Happens to Janet and Robbie?

Ben and Cat’s victory over Silvermane is not the only positive highlight of the ending, as it also brings in career leaps for both Janet and Robbie. With the news about Silvermane and the superhumans selling like hotcakes, Robbie once again becomes the most sought-after reporter in town. This time, however, he doesn’t just attach himself to the Bugle as he used to. Rather, he finds the confidence to start his own newspaper company from scratch, knowing that he has the Spider by his side at all times. This step also means that Robbie’s words and reports will never be twisted again, as he will now have the freedom to write everything with complete transparency, especially when it comes to confronting the city’s racism.

Janet, who has been Ben’s trusted secretary all this time, gets the promotion that she has long been overdue for, at last becoming a P.I. herself. Throughout the show, it’s Janet who is actually the brains of this detective business, as Ben mostly relies on his sneaky skills to gather all the intel he needs. Fittingly, then, Janet gets her name on the door of what is now officially known as Reilly and Ruiz Private Investigators. As luck would have it, they have a new case already, which means yet another superheroism-charged adventure through the underbelly of The City That Never Sleeps. For Ben, the events of the entire season come as a friendly neighborhood reminder of why he chose to don the mask and accept the responsibility in the first place, and perhaps more importantly, why he has no plans of letting go.