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Once I possess the kung fu of every master villain, no one will dare question my power! Not even the great Dragon Warrior.
―The Chameleon shapeshifting Tai Lung
That's right! It is I! Tai Lung.
―The Chameleon's first words while shapeshifted as Tai Lung.

The Chameleon is the main antagonist of DreamWorks Animation's 2024 feature film Kung Fu Panda 4. She is a knavish and power-hungry sorceress who ruled over Juniper City with her army. Wishing to prove herself due to being underestimated in the past, the Chameleon desires to conquer China, and eventually the world by stealing the Kung Fu abilities of every master that came before her - including the first three villains: Tai Lung, Lord Shen and Kai the Collector.

History[]

Past[]

The Chameleon's early days were characterized by humble beginnings, as she aspired to make a significant impact by mastering the art of kung fu. However, her dreams were shattered when she faced rejection from every training hall due to her small stature and perceived insignificance. Undeterred by these setbacks, she refused to let others dictate her destiny and instead became a sorceress, aligning herself with the very essence of her aspirations. Nevertheless, she continued to long for the knowledge of kung fu, unable to truly possess it even when assuming the forms of those who excelled in it. She understood that, while the physical body executes the art, its true essence lies within the spirit.

Eventually, the Chameleon gained control over Juniper City, a place that was previously plagued by crime families. As a result, these criminals were compelled to pay tribute to her on a monthly basis. One fateful day, Zhen attempted to steal from the Chameleon, but to her surprise, the Chameleon caught her in the act. Recognizing Zhen's fearlessness and potential, the Chameleon saw a reflection of herself in the young Corsac fox. Without hesitation, she took Zhen under her wing and raised her as her apprentice. Years passed, and the Chameleon decided to assign Zhen with a crucial mission - stealing the Staff of Wisdom from Po. This task would allow the Chameleon to open a gateway to the Spirit Realm and steal all the kung fu of every villain.

In order to gain Po's attention, she shape-shifts into Tai Lung by destroying a mine to send its workers to tell Po of "Tai Lung's" supposed return.

Kung Fu Panda 4[]

Meeting the Crime Families[]

Bear Crime Boss: Who is she to summon us?
Chameleon (as Croc Crime Boss): Classic power move.
Badger Crime Boss: We're the heads of Juniper City's most prominent crime families!
Bear Crime Boss: She's just some bug-eyed, power-hungry, reptilian runt!
Chameleon (as Croc Crime Boss): You left out the evil sorceress part.
Bear Crime Boss: We used to run this city, now we pay her half the money we swindled!
Wolf Crime Boss: It's like a criminal can't make an honest living anymore.
Chameleon (as Croc Crime Boss): Yeah, but what can we do?
Bear Crime Boss: Together, we can take her down.
Chameleon (as Croc Crime Boss): Thus she's a shape-shifter! She could be at this very table and we have no idea! (points at Badger Crime Boss) For all we know, you're the Chameleon! (points at Bear Crime Boss) Or You're the Chameleon! Or maybe...
Badger Crime Boss: Oh no!
Chameleon (as Croc Crime Boss): ...Or maybe...
Badger Crime Boss: Don't say it.
Chameleon (as Croc Crime Boss): (shape shifts into her real eyes and real voice) ...
I'm the Chameleon.
Badger Crime Boss: I said don't say it.
Chameleon: (turns back into her true form)
Badger Crime Boss: We spoke out of turn!
Wolf Crime Boss: Sorry, Chameleon!
Chameleon: No, no. Don't apologize. You and your families prospered by preying on the weak. So, it doesn't feel good when
you're the one being squeezed. Especially when the one doing the squeezing is just a... "bug-eyed, power-hungry"... What was the rest?
Bear Crime Boss: Reptilian runt.
Chameleon: Well, this "reptilian runt" wants more.
Bear Crime Boss: You already have the city. What else could you possibly want?
Chameleon: I have something special in mind. I'm very close to achieving it. As close as the blood moon.
Wolf Crime Boss: The blood moon is two nights away.
Chameleon: So little time, so many expenses. Which is why I'll need to increase this month's tribute to 60%.
Bear Crime Boss: No! (knocks a small plate away to a komodo dragon)
Chameleon: (turns her head threateningly) What was that now?
Bear Crime Boss: I mean no disrespect.
Chameleon: (sarcastically) Don't worry. I forgive you... for the impudence... and the backstabbing... and the blatant disrespect you've shown me. I forgive, but I never forget. You might say I have the memory...
Badger Crime Boss: Oh, don't say it!
Chameleon: ...of an elephant! (turns into Master Elephant with his voice) You think I've pushed you too far? Then you, my friend, (starts pushing the Bear Crime Boss) can’t begin to fathom just how far I... can.... PUSH. (pushes the Crime Boss Bear down the stairs with the other crime bosses following after while Chameleon turns back into her true form) I'll expect your tributes by dawn!
―Chameleon threatening Juniper City's crime bosses during their conversation.
Screenshot (1242)

The Chameleon having a conversation with Juniper City's crime bosses while disguised as a crocodile.

Disguised as one of the heads of Juniper City's crime families, the Chameleon gathered them all together. However, one of the heads couldn't resist mocking her, suggesting that they should take her down. Unfazed, the Chameleon confidently mentions her sorcery, before finally revealing her true identity, leaving the four in shock and horror. Taken aback by her unexpected reveal, the heads quickly apologize for their earlier remarks. The Chameleon sarcastically extends her reassurance to them, advising them not to fret over the matter. She proceeds to explain how thieves thrive on exploiting the vulnerable citizens of the city, which is why she feels no remorse when they find themselves in dire situations, especially if she is the one responsible for it. Intrigued by her intentions now that she holds control over Juniper City, the heads of the crime families inquire about her plans.

With a cunning smile, the Chameleon drops a subtle hint that she is on the verge of achieving her goal by mentioning the imminent Blood Moon, which is only two nights away. To assert her dominance, she increases the monthly tribute they must pay to a staggering 60%. However, one of them objects to this demand. Offended by their defiance, the Chameleon ominously forgives them for their insults and treachery, but makes it explicitly clear that she will never forget. In a display of her power, she transforms into Master Elephant, warning them that if they believe she is pushing boundaries now, they have no idea just how far she can truly go. As the leaders depart in fear, the Chameleon states that she'll expect their tributes by dawn.

Putting her plan into motion[]

Badger Crime Boss: We came to pay tribute, as you requested!
Chameleon: Looks a little light. Go back out and get me more.
Bear Crime Boss: More?
Wolf Crime Boss: But, Chameleon...
Chameleon: Go before I toss you down another flight of stairs. At last, my destiny approaches. I'll expand my rule from Juniper City to every city in town and village. From here to the Valley of Peace and beyond! They will all know the name of The Chameleon!
―The Chameleon requesting further tributes from the crime bosses. and commentating on her plan.
Chameleontribute

The Chameleon receives the requested tributes and demands more.

She is next seen in Po's vision, making her cages with her army. When the crime bosses return to pay their tributes, she demands more, and threatens to throw them down another flight of stairs.

Meeting Po[]

Po: Zhen? Where are you taking my staff?
Chameleon: I think you mean my staff? You gave it to Zhen, and now Zhen has given it to me. Given to gain I believe is how it works. You were right, Zhen. He was an easy mark.
Po: Zhen.
Zhen: First rule of the streets: Never trust anyone.
Chameleon: I taught her that and you thought my apprentice was your friend.
Po: Apprentice?
She's the one who took you in!?
Chameleon: Best thing that ever happened to her. You should've seen the little gutter's night before I found her. Mangy and half-starved? Hanging out with those rejects from the den of thieves? She had no fear. Such potential. So, I took her in. I made her to what she is today. (to Zhen) Stand up straight!
Zhen: Yes, master.
―The Chameleon tauntingly revealing that Zhen is her apprentice.

When Po and Zhen infiltrated the Chameleon's palace, Po found himself trapped in one of the Chameleon's cages. Zhen, however, betrayed Po by giving the Staff of Wisdom to the Chameleon, who then revealed her true allegiance. The Chameleon shared her backstory with Po and unveiled her sinister plan to steal the kung fu powers of all the master villains. Desperate to escape, Po resorted to digging a hole in the ground, much to the Chameleon's annoyance. While attempting to flee, the Chameleon cunningly disguised herself as a remorseful Zhen and pushed Po off, seemingly causing his demise.

Zhen was horrified by the outcome, believing that there could have been an alternative solution, but the Chameleon coldly reminded her of her second and third rules: someone always gets hurt, and nobody cares about your emotions. As the Chameleon prepared to unlock the gateway to the Spirit Realm, she began to question Zhen's friendship with Po. According to the Chameleon, she was merely using Po including Zhen to get what she wanted and advised Zhen to remain ruthless and unsentimental. Originally planning to open the gateway when the Blood Moon was fully risen for a dramatic effect, the Chameleon decided to open it sooner due to the slow progress of the moon. She started by bringing back Tai Lung, claiming to be a fan of his.

Revealing that she had stolen the Staff of Wisdom from Po, she demanded to know Tai Lung's kung fu skills. However, Tai Lung refused to comply. The Chameleon's army then attacked Tai Lung, but he managed to defeat them. Taking advantage of the situation, the Chameleon stole Tai Lung's kung fu and used his own nerve attack to trap him in a cage, much to his dismay. Delighted with her success, the Chameleon proceeded to bring back all of the dead kung-fu villains (including the notorious Lord Shen and Kai the Collector), stealing all of their kung-fu and imprisoning them in cages. After the Chameleon finished, Po showed up. The Chameleon doubted if Po could really die.

Final fight and defeat[]

Po: I believe you have something that belongs to me.
Chameleon: (closing the Spirit Realm) Can't you even die right?
Po: Can't you even kill wrong? No. Word play didn't come together. Now, about that staff?
Chameleon: (gives it back to Po anyway) Take it. I already have what I need from it anyway. (sneering) I think this was destiny. A final face-off between permitable adversaries alike in so many ways.
Po: If only I had a dumpling for every time a villain told me how much we have in common.
Chameleon: It's true. We've both risen to the highest of heights. It's a shame that only one of us can come out on top.
Po: It is a shame. For you!
Chameleon: My combined powers in sorcery and kung fu make me unstoppable. And once I dispense with you, I'll expand my rule from Juniper City to...
Po: (annoyed) Every other city in town and village from here to the Valley of Peace and beyond. Yeah, I know.
Chameleon: What? How did you know?
Po: I saw it in a vision. Cause I'm the Dragon Warrior. For now at least. But I've realized that it's probably time I made a change. And so should you.
Chameleon: I'm the Chameleon. I do nothing but change.
Po: Only on the outside. Real change comes from within. And if we're really as alike as you say, then maybe we can both let go of who we were and become something better than we already are. What do you say?
Chameleon: I say... (transforms into Lord Shen and knocks Po down)
Tai Lung: Well I saw that coming.
―The Chameleon rejecting Po's offer of redemption before spitefully attacking him.
Poconfrontschameleon

The Chameleon prepares for Po's arrival.

Po insisted on getting the staff back, to which the Chameleon happily obliged by stating that she has already obtained all powers from all the kung-fu villains for herself. She compared herself to Po, mentioning only one of them would prevail in the end. Po attempted to persuade the Chameleon to change her ways since she said that they both were alike. But the Chameleon refused by morphing into Lord Shen and attacked Po. She continued to transform into different villains while fighting Po.

The Chameleon gained the upper hand, claiming to be practically every adversary Po had faced. Suddenly, Zhen intervened, crushing the Chameleon with one of her own cages. Realizing it was two against one, the Chameleon transformed into a mix of various masters: Master Cobra, Master Osprey, Master Scorpion, Master Wolf, Kai, and Shen. She pursued them, capturing Zhen. Po caught up, grabbing the Chameleon by the horns and causing her to fall. Recovering, the Chameleon changed into Po. The Chameleon and Po locked in a fierce and intense battle, each determined to come out victorious.

The Chameleon proved to be a formidable opponent, using her agile tongue to snatch Po and forcefully slam him into the palace walls, showing no mercy. The Chameleon set damaged cages ablaze and used them to ensnare Po, who pretended to be trapped and helpless. It was then that Po called upon Zhen, urging her to intervene and put an end to the Chameleon. The Chameleon, now in her normal form, turned her attention towards Zhen, questioning her audacity to betray her for Po. Zhen, however, reminded the Chameleon of her own first rule - trust no one. Undeterred, the Chameleon boasted that Zhen could never defeat her, as she knew all her moves.

With the Staff of Wisdom in her hands, Zhen summoned a majestic dragon, sending the Chameleon crashing into the wall. Zhen then reminded the Chameleon of her second rule - someone always gets hurt. While Po was momentarily occupied, the Chameleon seized the opportunity to launch a final, cunning attack. Transforming into various forms, she aimed to strike a fatal blow against Po. However, just as the Chameleon was about to strike, Po managed to counter her assault with the Staff of Wisdom, ultimately defeating her. Po then releases all the kung-fu villains from their captivity while restoring their kung fu to them.

Tailungvschameleon

The Chameleon is forcibly dragged alive to the Spirit Realm.

After the kung-fu villains were set free, Tai Lung emerged as their representative and openly praised Po, acknowledging that Po had surpassed his initial expectations and had proven himself to be the Dragon Warrior. The other kung-fu villains (including Shen and Kai) all followed suit as well by bowing down to him in respect. Tai Lung then requested Po, urging him to create a portal to the Spirit Realm so that the villains could return to their rightful place. Po happily obliged by opening a portal to the Spirit Realm, and Tai Lung seized the opportunity to take the Chameleon with him, planning to punish her for what she did. As all the kung-fu villains (including Shen and Kai) happily return to the Spirit Realm, the Chameleon turns to Zhen, begging her to do something. However, Zhen refused by taunting and reminding the Chameleon of the third rule, emphasizing that nobody cared about her feelings. Bidding goodbye to Po, Tai Lung happily returns to the Spirit Realm, taking the Chameleon with him as punishment for all her crimes as she screams in fear, never to be seen again.

In the film's novel adaption, the kung fu villains used the Chameleon's tongue to play jump rope, in order to give her a proper punishment that she deserves.

Backgrounds[]

Personality[]

The Chameleon is an immensely powerful, intimidating, cunning, dangerous, and egotistical sorceress who cares about nothing but herself as she intends to steal and master the signature moves of every kung-fu master for herself and expand her empire towards China along with the rest of the world while at the same time, she also plans to live forever and be remembered as the most feared and dangerous adversary that anyone has faced as a whole.

She is depicted as being narcissistic and demanding to a tee, being completely unable to accept any criticisms from anybody as she is shown to be pouty and temperamental when things don't go her way, pushing one of the crime bosses off the stairs to her palace simply for speaking up against her raising tributes and pouting when the blood moon doesn't rise fast enough to make her opening of the Spirit Realm dramatic. As such, it's implied that while Po wanted to learn kung fu out of a genuine passion for the martial art, the Chameleon only wanted to master it to increase her social standing and be famous. Furthermore, the Chameleon is shown to be extremely selfish and sadistic, openly taunting Zhen with the fact that the only reason she keeps the fox around is because she's useful to her, seeming to take pleasure in her sadness and misery.

In summary, the Chameleon is nothing short of a sociopathic, sadistic and selfish villain who desires nothing more than absolute respect from everybody around her even when she hasn't earned it. As such, this mindset would eventually lead to the Chameleon's defeat at the hands of Po and Zhen as Zhen learns to break away from her influence and change for the better, abandoning the Chameleon to the demise she rightfully deserves as she's forcibly dragged alive into the Spirit Realm.

Appearance[]

The Chameleon is a slender, anthropomorphic veiled chameleon who has sharp teeth, green and brown scales, and a long, spiky tail. Her huge eyes are red with yellow sclerae, but glow teal-blue when she shape-shifts. She also wears a golden crown and a green, red and white robe, with bronze pauldrons and fingernails.

Whenever the Chameleon shape-shifts into someone else, she bears the basic appearance of whoever she's copying, her skin will always remain scaly e.g. when disguised as Tai Lung, his hair tufts on his cheeks become little spikes instead.

Powers and Abilities[]

  • Sorcery: The Chameleon as a sorceress is a strong practitioner of the magical arts, delving mainly into sorcery.
    • Shapeshifting: The Chameleon can shapeshift into any creature, big or small, whenever she wants. Her eyes sometimes glow blue when she shapeshifts into someone. She can even mimic their voices. Her clothing also changes with her when she shapeshift into whoever she desires. The appearance is nearly identical, except for the lizard scales on her body. Furthermore, the Chameleon can combine the appearances of the people she shapeshifts into, turning her into a superpowered, draconic chimera.
    • Power Stealing: She can use her extremely long tongue to ensnare her victims and absorb their chi (abilities and skills) into herself. This seems to severely weaken them as after his power was absorbed, Tai Lung could barely stand and was easily defeated.
    • Pyrokinesis: The Chameleon can breathe scorching blue fire which has shown to be potent enough to melt multiple cages into a large hunk of metal, though the bonds between these shards appear to be rather flimsy as Po could break out of them rather easily.
    • Reinforcement: The Chameleon can place spells on objects such as metal cages, rendering them unbreakable to even powerful kung fu masters like Po, who had to lift the cage and throw it away to escape.
  • Genius Intelligence: She is a cunning sorceress who has the ability to manipulate anyone, even the most feared criminals. She is able to accurately mimic the behaviors and habits of others, making sure that her victims don't realize that she's present until she reveals herself, with this trickery extending to her ability to manipulate others and forge elaborate plans. This is most exemplified with the Chameleon using Zhen to steal Po's staff and later tricking him into thinking Zhen wanted to help him again (as she was actually feeling remorse) by taking her form before attempting to kill him.
  • Intimidation: Possessing a huge personal army of Komodo dragons, as well as being feared for her immense mastery of magic, the Chameleon has established a stranglehold over the crime families of Juniper City, with few daring to speak ill of her in fear of her presence nearby. She is so feared that all citizens of the city bow to her in her presence, save for Zhen which caused the Chameleon to adopt her for her boldness.
  • Vast resources: Aside from her personal army, the Chameleon is immensely wealthy thanks to her frequent collection of tributes from the crime families of Juniper City. As such, she has been able to afford a huge palace with statues furnished in her fashion, complete with various traps to keep intruders out.
  • Superhuman physical attributes: Despite her small stature and being laughed at for being weak in the past, the Chameleon is a formidable fighter whose agility and speed make her especially difficult to deal with. Her uncannily long tongue is also extremely strong for her size, being able to fling away opponents much larger than herself, with the Chameleon also being durable enough to survive numerous blows from Po and Zhen using the Staff of Wisdom.
  • Fighting capabilities: While never formally trained in kung fu, the Chameleon is still a capable hand-to-hand combatant, being exceptionally agile and fast on her feet. Furthermore, she can effortlessly slip from fighting style to fighting style as she morphs her form, showing a great deal of adaptability.

Quotes[]

(giggling psychotically) I thought we were friends.
―The Chameleon while shapeshifted as Po to Zhen.
Chameleon: And what do you think you're doing?
Zhen: Finishing what Po started.
Chameleon: (mockingly) Oh, please. How many times do I have to tell you? (grabs Zhen with her tongue and tail) Don't slouch!
―The Chameleon before fighting Zhen.
Chameleon: Zhen, do something!!!
Zhen: Third rule: No one's interested in your feelings.
Tai Lung: See you on the other side, Dragon Warrior.
[The Chameleon screams]
―Chameleon's last words before being sealed in the Spirit Realm.

Gallery[]

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Trivia[]

  • She is the twelfth female DreamWorks villain overall after Mrs. Tweedy from Chicken Run, Eris from Sinbad, The Fairy Godmother from Shrek 2, Red Death from How to Train Your Dragon, Chantel DuBois from Madagascar 3: Europe's Most Wanted, Ms. Grunion, Chef, Dr. Zara, Queen Barb, Chelsea Van Der Zee, and Velvet.
  • It was never specified what the Chameleon's true name is, since she was only referenced as "The Chameleon" or just "Chameleon", making her the first Kung Fu Panda villain to have an unknown name.
  • The Chameleon is Viola Davis' first animated role.
  • The Chameleon is the first female main antagonist of a Kung Fu Panda films.
  • The Chameleon, like previous villains, is a dark reflection of Po, as both were underestimated by society due to their bodies only for the two to end up gaining a high status due to their abilities. As director Mike Mitchell puts it, however, while Po turned into a great hero, the Chameleon turned into a great villain.
    • The Chameleon giving a gem to Zhen while recruiting her contrasts Po giving a peach pit to Zhen. Unlike the Chameleon, who gave the gem to earn Zhen's trust to exploit her, Po gave her the peach pit to guide her into becoming a better person. Plus Po wanted Zhen to change into something better than a street thief while the Chameleon warned her not to change because then she would be of no use.
    • Over the course of the movie, Po embraces change and accepts the duty of the Spiritual Leader of the Valley of Peace while the Chameleon, who can easily change on the outside, refuses to accept inner change. If Po never experienced any of this or accepted the fact that he had to pass on his role as the Dragon Warrior and let the rejection consume him, he would've ended up like the Chameleon.
  • She also serves as a dark parallel to her ex-apprentice Zhen. Both women had done some of the shadiest things in their respective lives (Zhen made a living as a thief; the Chameleon was a megalomaniacal tyrant herself). They also collaborated into obtaining the Staff of Wisdom to prove each of their worths towards each other. However, Zhen is nonetheless quite honorable for a thief herself, and is capable of change largely thanks to Po, whereas the Chameleon had no sort of moral sense due to her ego as a tyrant, which then leads to her downfall. The Chameleon serves as an example of what Zhen might've become if she wasn't able to abandon her old living.
  • According to head of character animation Sean Sexton, the Chameleon had a rig with 8130 controls to animate her shapeshifting movements. This makes her the most technologically advanced character ever created by DreamWorks.
  • Despite being a chameleon, the Chameleon lacks the turret-like eyes that real life chameleons have, which allow their eyes to move independently. However, it is shown that the Chameleon can still move her eyes independently despite having regular eyes.
    • In real life, chameleons aren’t native to China at all, but rather Africa. However, the only species of chameleon that lives in Asia in real life is the Indian chameleon, and even then, it only lives in South India and Sri Lanka.
  • The Chameleon is the only Kung Fu Panda character to be associated with all four major color motifs, not only those carried by previous villains (blue/Tai Lung, red/Shen, green/Kai) but also gold, the "heroic" color of the series, reflecting her nature as a power-stealing shapeshifter and a dark reflection to Po.
  • According to Kung Fu Panda 4 co-director Stephanie Ma Stine, an early version of the fourth film's story would have been a live-action/animated hybrid film with the Chameleon and Zhen as human beings who lived in Hu-man city, with the Chameleon being known as the Collector in this version. The concept of an hybrid film was scrapped before Ma Stine joined the project, but plans for human versions of the Collector and Zhen were kept until the second animatic screening of the film, which led the film to get the rewrites it got as seen in the finished film, such as changing the Collector into the Chameleon.
  • Kung Fu Panda 4 director Mike Mitchell refused to give the Chameleon any backstory or motivation much like Zhen despite the film's executives wishing him to include them. In the end, Mitchell accepted after the film's second test screening, but while Zhen got a detailed backstory, it was too late by that time to animate more scenes, leading the Chameleon's backstory to being reduced to a few lines from hers to Po.
  • Like the three villains before her, the Chameleon is directly linked to the past of an important character. In her case, Zhen's.
  • As well as serving as a dark reflection of what Po might have become, the Chameleon reflects all three of his prior adversaries in specific ways:
    • Like Tai Lung, the Chameleon wanted power and respect, which for Tai Lung meant getting the Dragon Scroll and becoming the Dragon Warrior whereas the Chameleon wanted to become a master of kung fu, out of a yearning to be something more than her implied humble beginnings. Both were denied and chose a dark path.
    • Like Lord Shen, the Chameleon wants revenge against those she percieved to have wronged her, and she leads an army of komodo dragons while Shen wanted to conquer China out of bitter vengeance against his parents for banishing him and he led an army of wolves.
    • Like Kai the Collector, the Chameleon stole something she had no right to take, the kung fu power of every master in the Spirit Realm while Kai stole the chi of innocent pandas as well as the chi of every master in the spirit realm in order to escape it and proceed with his own ambitions of conquest.
  • The Chameleon's dress' engravings took some inspiration in Taotie, one of the Four Perils in Chinese mythology, alluding her ambitious characteristics with its quirk of hurting people but not swallowing them when eating humans possibly referencing how the Chameleon swallows the essences of her victims but doesn't harm their bodies.
  • While fighting Zhen in the climax, the Chameleon doesn’t change her form into any other kung fu master and instead deploys a kung fu style that consists of using her tongue and tail as weapons. This may have been the initial style she planned to use for combat when she was younger, though it now seems to only be used against smaller opponents such as Zhen, as she regularly switched forms of larger Kung fu masters while fighting Po.
  • The Chameleon is the first main antagonist in the film series to be based off an ectothermic, or cold-blooded animal, as her predecessors are all instead based off different endothermic, or warm-blooded species, Quite fittingly, this ties in with her final fate, as she's the only one among them who was incapable of complete change.

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