- Spider-Man: Give it up, Cat. Not even O.J. Simson could outrun ol' web slinger.
- Black Cat: Who said anything about running, Spidey? I'm taking a cab!
- Spider-Man: [to himself] If crime doesn't pay, how come she's got cab fare and I haven't?
- J. Jonah Jameson: Haha, serves you right, web head! Now the world will know you're nothing but a klutz in red tights.
- Spider-Man: [to himself] You'd better snap to it, Spidey, or they won't even make comic books about you any more.
- Spider-Man: Hey, who let the cat out of the bag?
- Black Cat: Who do you think, sticky fingers?
- [kicks him down from behind]
- Black Cat: Happy landings!
- Black Cat: [after defeating three sailors in the dark room] Gee, I haven't had so many cute guys after me since I dropped out of high school.
- Black Cat: Spider-Man, you're alive.
- Spider-Man: Right, cats aren't the only ones with nine lives.
- Black Cat: In that case there's one down and eight to go.
- [she swirls on the wire to make him lose his balance and fall into the trash]
- Spider-Man: She's beginning to get on my nerves.
- Black Cat: [talking about Spider-Man behind his back] I wish I didn't have to be so rough on him, he's so cute.
- Black Cat: Well, well, Spidey-Dear, looks like our cat and mouse games are finally over. Now you'll see that there's more than one way to skin a Spider-Man.