The Tickler (Luis Avalos) is a bitter failed comedian. He dresses as legendary William Tell and pesters pedestrians with his bad jokes, tickling his helpless victims with feathers and robbing them when they don't laugh. Spidey corners the Tickler but he runs out of web. The Tickler tells Spidey jokes, and Spidey pretends to laugh. He tells more jokes until he finds himself arrested. Best joke of the Tickler's: Q - Why does a duck have webbed feet? A - Because if he had a webbed head, he'd be Spider-Man!