Chameleon

"I see you've made your decision, Marinette. From now on, you and I are at war. You'll lose your friends and wind up all alone and Adrien will soon be mine!

We'll see about that, Lila. We'll see."

- Lila Rossi and Marinette Dupain-Cheng

"" is the first episode and the season premiere of Season 3 of Miraculous: Tales of Ladybug & Cat Noir. Its world premiere was on December 1, 2018 in Spain on Disney Channel.

Synopsis
Lila is back in class and seems to get everything she wants from her classmates, but Marinette believes she is lying and does not trust her, and she has the attention of her beloved Adrien.

Plot
Marinette is nearly late for class, but gets there. There, she discovers that the seats are swapped except for Chloé and Sabrina's seats and she assumes at first it was Alya's idea so that Marinette can sit with Adrien. Alya corrects her, revealing that Lila is back in school and she has hearing problems so she has to sit with Adrien in the front while Marinette takes the back seat. A small discussion about the seating ensues when Lila arrives to class, Lila appearing innocent about Marinette's insistence to seat in the front. However, Marinette cedes and sit in the back all alone while she is angry. Hawk Moth sends an akuma her way, but Marinette, though doesn't realize it, calms enough for class, and the akuma waits for another chance.

During lunch, Marinette insists that Lila is a liar, and while trying to keep her identity of Ladybug a secret, she tells Nino and Alya as to why Lila shouldn't be trusted. They doubt her, and Marinette tries to discredit Lila from her recent lie (wrist sprain,) by throwing a napkin at her. Lila catches it and then makes another lie, making Marinette look like an insensible person for hurting Lila further. Marinette, furious, goes to the bathroom. Lila soon follows, trying to appear kind to Marinette. The latter doesn't hide her anger, and Lila shows her true colors, threatening Marinette that she'd end up alone and without any friends if she didn't play along with Lila, and that she'd give her up to the end of the school day to side or stand against her. Marinette hides in a stall, furious and sad while Tikki tries to console her. The akuma then reappears at Hawk Moth's command, ready to akumatize Marinette and Tikki warned her to be

Lila comes up to Adrien, saying she was ready to get help to catch up on all the schoolwork and if he were available, he'd give her some piano lessons. While Adrien's open to help her, he reminds Lila that she can be truly honest with her since he didn't believe her so easily. Lila, furious, complains and leaves him, but not without Adrien assuring her that he'd be there for her when she truly became honest. Meanwhile, Tikki tries to help Marinette overcome her negative emotions. Successful, the akuma gets away from Marinette, giving her time to transform to stop it. However, Hawk Moth had sensed Lila's emotions and sent the akuma her way. Seeing her chance, Lila grabs the akuma and places it in her earring, introduces herself to Hawk Moth, and agrees to help him since she wants Ladybug destroyed too. Hawk Moth, more than pleased and accepts but he gives her different powers and he named her new akumatized villian form Chameleon.

Chameleon (still with Lila's appearance,) walks up to Adrien and tells him that he was right and she was ready to be honest. Then, she kisses him on the cheek, turning into Adrien and the real Adrien is falling asleep. Chameleon hides Adrien in a locker and leaves. Ladybug doesn't know this, but catches up to see Chameleon, posing as Adrien and he has something to tell Nino by taunting him that he doesn't deserve Adrien's friendship or Alya or the cap which makes Alya mad at "Adrien" and Chameleon tells that they should have seen their faces and Chameleon also tells Nino and Alya to see the Chameleon's performance at the Eiffel Tower, creating chaos when he goes to another location. Still posing as Adrien, Chameleon steals some Cat Noir balloons and acts like she's about to fall from the Eiffel Tower. When Ladybug save her and reveals she knows she's not the real Adrien and they fight, Chameleon trying to kiss Ladybug to transform into her. Ladybug takes Nino's cap, assuming that's where the akuma was, but it wasn't there, and then notices Chameleon has escaped.

Meanwhile, Plagg is sad because Adrien didn't wake up. The kwami assumes he'll have to kiss him to wake him up, but Adrien wakes up after Plagg gave him an enchanted kiss. When Adrien realizes that Lila is akumatized again, he transforms into Cat Noir and goes out to track Ladybug and Chameleon.

Ladybug arrives at the park, informed by a boy where Chameleon was hiding. She doesn't realize the boy was Chameleon himself until the boy's mother warns her unknowingly. Ladybug is almost kissed by Chameleon, but saved by Cat Noir, who falls asleep again as Chameleon takes the hero's form. Chameleon tries to take Ladybug's Miraculous, but Ladybug stops her. Using Cataclysm, Chameleon and Ladybug start fighting once again. Ladybug tries to draw her attention to the Eiffel Tower, and while Hawk Moth orders Chameleon to take Ladybug's Miraculous and Cat Noir's Miraculous from them, Chameleon insists in Ladybug's first.

At the Eiffel Tower, Ladybug calls upon the Lucky Charm, earning a shirt. Unsure of what to do with it, she and Chameleon fight once again. Close to kissing her to sleep, Hawk Moth is pleased to see Chameleon is about to win. Ladybug finally sees her chance to defeat Chameleon, taking advantage of her Cataclysm to fall into the restaurant underneath them. Ladybug grabs a clam and protects herself as Chameleon tries to kiss her. She ends up kissing the clam, however, and turns into one herself.

Cat Noir finally wakes up, and worried about Ladybug, goes to the tower. He's proud to see she was able to defend herself and he warns that it is an "old acquaintance" was the new akuma victim. With the shirt, Ladybug asks a waiter to open the clam to reveal a pearl, where the akuma is. After Paris is saved once again, Nino's cap returns to his head which make him happy again even though Alya told him that he looks good without his cap and Ladybug is surprised to see it was Lila. She tries to offer advice to be true to herself and offers a truce, hoping to be truly friends with Lila. Lila agrees and shakes hands with Ladybug. Please, the heroic duo take off, leaving Lila seething and revealing she had no intentions to listening to Ladybug.

Back in school, Lila expresses excitement to being saved by Ladybug again and being best friends with the hero. Marinette, still furious with her and she tries to tell the truth to her friends about Lila. But Adrien, kindly, stops her, and shows her that it was no use, that as long as they knew the truth, it wouldn't matter. Seeing this, Marinette agrees and finally calms completely. When they go to class, Adrien decides to sit with her and he is praising her after she learned her lesson. Excited to sit next to him, Marinette is viewed as having trouble listening from the back, and she forced to sit up front with Lila. Lila, wanting to sit next to Adrien, pretends to be healed by Ladybug and decides to sit in the back. Alya then changes seats to sit with Marinette again so she won't have to sit alone and Adrien also change seats because he wants to sit with his best friend, Nino again. Everyone in class also decide to go back to their old seats and Lila is furious because she sits while being angry that she is sitting alone.

After school, Marinette is alone to face Lila without Alya and Nino. Realizing her position, Lila threatens Marinette that she'd be all alone and without any friends, and that she'd win Adrien. Marinette, calmly, dismisses it and happily goes her way.

Major characters

 * Marinette Dupain-Cheng/Ladybug
 * Adrien Agreste/Cat Noir
 * Hawk Moth
 * Tikki
 * Plagg
 * Akuma
 * Lila Rossi/Chameleon

Minor characters

 * Sabrina Raincomprix (background)
 * Chloé Bourgeois (background)
 * Ivan Bruel
 * Mylène Haprèle
 * Alya Césaire
 * Nino Lahiffe
 * Max Kanté
 * Lê Chiến Kim
 * Alix Kubdel
 * Nathaniel Kurtzberg (background)
 * Rose Lavillant
 * Juleka Couffaine
 * Caline Bustier
 * Mr. Damocles (pictured)
 * Jagged Stone (mentioned)
 * Fang (mentioned)
 * Nadja Chamack (background)
 * Roger Raincomprix (background)
 * Unnamed fire captain (background)
 * Mireille Caquet (pictured)
 * Aurore Beauréal (pictured)
 * Fred Haprèle
 * Unnamed maid
 * Students
 * Civillians
 * Quentin
 * Quentin's mother

Trivia

 * Lila is akumatized a fourth time, making her the person to get akumatized the most, surpassing Chloé and Ivan’s record of three.
 * However, unlike the previous Akumatizations, Lila doesn't get akumatized into Volpina, but instead into Chameleon.
 * Hawk Moth tries to akumatize Marinette for the second time, with the first time was "Zombizou."
 * Coincidentally, both "back up" villain's powers rely on kissing their target.
 * Lila finally drops her facade for a moment when confronted by Marinette about her lies and then again at the end of the episode.
 * Lila is the second person being akumatized voluntarily, but the first to direct the akuma to a determined object.
 * She is also the first akumatized victim to introduce herself to Hawk Moth, instead of being the other way around.
 * She is the first akumatized victim to physically grab an akuma, making her the only other person besides Hawk Moth to hold one.
 * This episode has scenes from "Volpina"
 * This episode shows Cat Noir is impersonated by an akumatized villain for the second time, with Copycat being the first one.
 * This is the third episode that Ladybug and Cat Noir don't work together to fight an akumatized villain following "Princess Fragrance" and "Style Queen (Queen's Battle - Part 1)", despite that Cat Noir is able to save Ladybug from Chameleon's kiss.
 * Just like how it happened in "Volpina", Hawk Moth hints that he may use Lila again for his evil plans.
 * Marinette and Adrien knew the truth about Lila lying to people.
 * This is the sixth episode where the Cat Noir transformation sequence isn't shown, following "Mr. Pigeon", "Copycat", "Riposte", "Gorizilla" and "Zombizou". In this case, like in "Riposte", a quick green flash is shown emanating from Cat Noir's hiding spot.
 * Ladybug broke an exact copy of Cat Noir's staff in half with her leg, yet this should not be possible since the tool is indestructable.

Errors

 * When Marinette sits at her desk at the beginning of the episode, there is an extra desk in front of her which shouldn't be there.
 * When the class gets mad at Marinette for calling out Lila, Adrien is mad as well, which was confirmed to be an animation error.
 * Marinette's pigtails are missing when she was in the restroom.
 * The transformation smoke that covers Lila is black and bright blue instead of black and purple.

Chameleon Camaleón Caméléon pt-br:Camaleão