The Chameleon was a monster that closely resembled Zilla Junior, save for a very strange, insect-like head and maw. It was created by Cameron Winter to destroy New York City and "frame" Zilla Junior for the destruction it had caused . However, Phillipe Roache's terrible weapon, meant to destroy Zilla Junior, was used on it instead, after which he allowed Zilla Junior to live.
As noted above, the Chameleon had a very strange head. Made of three different appendages with claw/teeth at the end of each. It also has a mouth on its' chest, it has eye-like organs on its shoulder and lower jaw and its skin color makes it appear to be decomposing. According to Winter he developed the Chameleon to have high resistance to Zilla Junior's atomic breath. However, the Chameleon's greatest ability was its surprising ability to change the color of its skin flawlessly in order to blend in into its surrounding environment, allowing the Chameleon to easily hide among New York city's high-rise buildings and structures such as bridges.