Swarm (Spider-Man Amazing Friends cartoon) firing eye beams


(Spider-Man and his Amazing Friends cartoon version)

“The mysteries abounding in deep space cannot be imagined even by man’s most adventurous dreamers. Life-forms, influences, totally alien to man’s knowledge may exist in un-imaginable numbers.”
-Stan Lee, as the narrator for this episode


Swarm is a Marvel villain. In this profile, we cover the version that appeared in 1981, in an episode of the Spider-Man and his Amazing Friends children’s cartoon.

Not recommended for the entomophobic, I’d say.



  • Real Name: Unrevealed.
  • Marital Status: N/A.
  • Known Relatives: None.
  • Group Affiliation: None.
  • Base Of Operations: Deep Space, Miller’s Meadow.
  • Height: 8’0” Weight: 5 lbs.
  • Eyes: Blue, glowing. Hair: None
  • Other Distinguishing Features: Swarm speaks with echoing speech as if several voices were speaking at once.

Powers and Abilities

Swarm appears as a humanoid bee person. He’s made up of thousands of bees flying or clinging to one another. When attacks are made against him he can easily separate, then move back together.

Even though he is essentially bees clustered together, Swarm can interact with the world as if he had an ordinary body. For instance he can grab and hold objects in his “hands”.


The alien entity known as Swarm controls all the bees at once. He can be recognized by the large blue eyes set in the head of his humanoid form.

Swarm's name in the opening credits of the cartoon

From these eyes blue beams of energy may originate. These have various effects, ranging from enlarging their target to being a destructive energy beam to controlling the mind of their target. If striking a human, Swarm may choose to control their mind and mutate them into humanoid bee people. These have large bee-like wings, antennae, and two bee legs atop their shoulders.

If the control is lost, all the bee-like additional parts will fall away. This returns the victim to their natural state.

Of Course, Swarm could probably separate his bee body into any number of component insects. But all we see him do is separate his two arms from the rest of his form and they attack independently.

You will be assimilated

Swarm’s main goal is total domination of whatever life forms he may encounter. He has an incredible ability to adapt himself to fit the society of whatever creatures he may encounter. His mind probe powers allow Swarm to understand in seconds all the intricacies of alien societies.

He immediately begins assimilating the life of all creatures on the planet to his will. On Earth, he took bee colonies as his local template.

Swarm can also master alien languages extremely quickly. This facilitates communicating his needs and wants to his alien servants

Bring workers for Swarm, workers for the hive.

Swarm uses his eyebeams to grow normal sized bees from the hive into giant bees. These specimens are as big as a mid-sized automobile.

People transformed by Swarm into insectile servants

The transformation usually includes some sort of mind alteration. This makes the new servant both obedient and unemotional about the fate of their friends and family. After escaping Control; targets will not remember what they did during their time as Bee People.


A blue meteor from space landed near a farm. It broke into two halves, lying just below a hive of common honey bees. The bees of the hive swarmed out of their nest and lingered in the air.

All the bees from the surrounding area vacated their hive homes. They came together hovering above the meteor as one giant swarm. The many swarms of bees moved as a unified, humanoid form with unnatural blue glowing eyes.

A nearby farmer came to investigate. He was turned into the first Human Drone. Firestar witnessed this and engaged Swarm and his new minion in combat. Given, Swarm’s power, she flies away to get the guys.

Go for it!

Swarm makes some of the normal bees giant-sized and instructs them to bring him more drones. The giant bees fly into New York City to grab citizens off the street, including Spider-Man’s Aunt May. The Spider-Friends show up to stop him, but Swarm fights back.

An energy pearl exposed in a split meteorite

Due to the radiation in his blood stream, the zap has no effect on Spidey. But on their end, Iceman and Firestar don’t fare so well. Spidey leads his amazing friends, now bee-people, into a lead lined room. This breaks the radiation effect and transforms them back to normal.

The team then heads back to the hive, disguised as bee-people. They grab the meteor, run with it to the ESU science lab, and use a rocket to send it back into space.

Without the source of his power, Swarm dissipates and everything returns to normal.


A humanoid form made of flying bees, with a bee shaped, antennaed head. Swarm has glowing blue, reflective eyes.


Swarm is king of his colony. In his mind everything and everyone else is here to do his bidding.

His only interaction with the people he meets is to scream “Swarm!” at them and try to take control of them with his eye-beams.

When met with stronger opponents like the Spider Friends he briefly tried to persuade them to join the hive before attacking.



“Hahahaha, everyone will work for Swarm !”

A swarm of giant bees in a cartoon

“Attack !”

Swarm: “You are good workers. Join ! Join Swarm and work as one for the community hive.”
Spider-Man: “We are humans not insects. We are separate individuals with our own minds, our own lives !”
Swarm (attacking with eyebeams): “Individual thought breeds chaos. All will work for Swarm ! For the universal community hive.”

Game Stats — DC Heroes RPG

Tell me more about the game stats


A 938 points Character

Dex: 02 Str: 02 Bod: 03 Motivation: Power Lust
Int: 02 Wil: 03 Min: 03 Occupation: Conqueror
Inf: 02 Aur: 01 Spi: 03 Resources {or Wealth}: 000
Init: 006 HP: 015

Anatomical Division: 02, Animal Control: 08, Animal Summoning: 07, Comprehend Languages: 12, Control: 08, Dispersal: 10, Energy Blast: 08, Flight: 05, Growth: 12, Mind Probe: 05, Mutation: 05, Speak With Animals: 12

Bonuses and Limitations:

  • Animal Control only affects the first animal encountered by Swarm and resets when visiting a new area (-3).
  • Animal Summoning only affects the first animal encountered by Swarm and resets when visiting a new area (+0).
  • Control has normal range and is represented by blue beams from Swarm’s eyes (+0).
  • Control may be used through his Drones’ eyes (+1).
  • Control is Radioactive and originates from Swarm’s Meteor. Swarm’s Control may be “blocked” by Lead (-1).
  • Flight is Winged (-1).
  • Growth is only useable on others (+1).
  • Mind Probe only with the first entity he meets on a new planet and only upon initial contact (-2).
  • Mutation may only be used to create a power package limited to dividing the AP’s of the Mutation power between powers chosen from Mutation list. After choosing the power package, Swarm cannot alter the package until Animal powers reset (+3).
  • Mutation is contingent on Control (-1).
  • Mutation lasts as long as target is controlled instead of equal to RAPs from Mutation (+1).
  • Speak with Animals only affects the first animal encountered by Swarm and resets when visiting a new area (-1).
  • In this case all Animal powers affected Bees.

Accuracy (Eye Beams): 04

Life Support (Full).


Loss Vulnerability: The meteor is the source of Swarm’s power if it is 08 APs of distance away, Swarm’s powers drop to 00APs, Strange Appearance.


Design notes

  • When deciding on a suitable AP level for Swarm’s Animal Summoning I searched the web for “how far apart do bee hives have to be in nature?” as Swarm simultaneously summoned bees from about five hives.
    Backyardhive.com stated: “It is perfectly fine to put the hives in close proximity.” Going on to say: “they get used to each other.” The bee hives didn’t appear to be very far apart, all bees looked to originate from the same farm. I figured a ¼ mile should cover it.
  • This writeup presented a few challenges. Swarm is an alien entity who is carried by an asteroid through space, crashes to Earth, immediately takes a humanoid form and speaks English. His mind-set of how to control the world is based on a bee hive community. Swarm doesn’t actually have a Body of his own but is made up of thousands of bees.
  • Swarm bestows powers on humans he controls. The Power Bestow didn’t work to explain this because of the cost that accompanies the granted powers. The Propagation advantage didn’t really work either. I settled on Mutation with several Bonuses and Limitations to get the desired effect.

Giant Bees

A 213 points Character

Dex: 02 Str: 05 Bod: 02 Motivation: Obey Swarm
Int: 00 Wil: 00 Min: 01 Occupation: Protect the Hive
Inf: 00 Aur: 00 Spi: 01 Resources {or Wealth}: N/A
Init: 002 HP: 000

Claws: 02, Flight: 05, Growth: 01, Poison Touch: 02, Skin Armor: 01

Bonuses and Limitations:

  • Claws may be AP added to Str when dealing damage; this represents the bees’ stinger or bite.
  • Flight is winged (-1).
  • Growth is always on and already factored in.
  • Poison Touch may only be used after a successful Claws attack, the bees’ stinger not bite (-1).
  • Poison Touch has no range (-1).
  • A successful Claws (Stinger) attack will cause 02 RAPs of Damage to the Giant Bee.
  • All powers but Growth are innate.

Human Drones

“Swarm, Swarm, Swarm is my master. I am a worker, I work for Swarm.”
A 096 points Character

Dex: 02 Str: 02 Bod: 02 Motivation: Serve Swarm
Int: 02 Wil: 02 Min: 02 Occupation: worker Bee
Inf: 02 Aur: 02 Spi: 02 Resources {or Wealth}: N/A
Init: 006 HP: 000

Extra-Limb (X2): 00, Flight: 05

Bonuses and Limitations:
Flight is Winged (-1).

Vehicles (Land): 01

Expertise (varies).

Swarm (High).


If a named character is transformed by the beams they will gain Extra-Limb (X2): 00 and Flight (Winged): 05.

By Ethan Roe.

Source of Character: The 1981 animated series Spider-Man and his Amazing Friends episode Swarm, character voiced by Al Fann.

Helper(s): Wikipedia, backyardhive.com , “Average person” writeup on Worg, Mike Davis, William Chamberlin, Peter S Piispanen, Pufnstuff.

Writeup completed on the 19th of January, 2012.