Rhino has always been one of my favorite Spidey villains ever since I watched the 94 animated series as a child. Seriously, the guy is an underrated three dimensional villain who's fought nearly everyone in the book including standing up to the Silver Surfer. Anyways, I used Ultimate Hulk as the base, although I didn't realize when I bought him that he didn't have much articulation. Nonetheless, he made for a perfect figure. I used wet clay to give him texture, also sculpting his feet, arm bands and mask, with the horns being wire with clay sculpted around then sanded to a point. After applying base black, I dry brushed a standard gray followed by a wet brush of blue gray. The arm bands are aluminum colored paint, the horns and nails are tanned leather with a wet brush of base black, and the face is cream skin colored paint, with sky blue for the eyes and red for the gums. On a side note, can anyone suggest a better shade or paint for skin? I really don't like how this one keeps turning out.