History Characters / UltimateSpider-Man

* For the show's protagonists and supporting characters, see [[Characters/UltimateSpider-ManHeroes here]].
* For the show's antagonists, see [[Characters/UltimateSpider-ManAntagonists here]].

[[foldercontrol]]

[[folder:Spider-Man]]

!Peter Parker[=/=]Franchise/SpiderMan
[[quoteright:346:http://static.tvtropes.org/pmwiki/pub/images/Ultimate_Spider-Man_Animated_4857.jpg]]
[[caption-width-right:346: I'm Peter Parker, The Ultimate Spider-Man!]]
[[quoteright:319:http://static.tvtropes.org/pmwiki/pub/images/Ultimate_Spider-Man_animated_Series_Disney_XD_11_485.jpg]]
[[caption-width-right:319:]]
->Voiced by: Creator/DrakeBell

A teenager who acquired spider-based powers after being bitten by a genetically engineered spider on a school field trip to Oscorp Labs. He's been doing the solo hero thing for about a year at the opening of the series, but although he's a practiced fighter, he's still self-taught, making his efforts sloppy and rather [[DestructiveSavior damaging to public property]], which J. Jonah Jameson uses as an excuse to slander him. Accepted Fury's offer to become "The Ultimate Spider-Man" in hopes of learning to be a better hero. Intelligent, but not always the most mature of individuals, with a quick tongue and a love of wisecracking and joking.

* AdaptationPersonalityChange: This incarnation is more dim and childish than previous versions; While still a science geek, he tends to have trouble pronouncing big words. His sense of humor is less refined and more puerile, laughing at simple rhymes and ToiletHumor. This childish aspect dissipates with time, being entirely gone by Season 3.
* ArbitrarySkepticism: Due to his being a science major, he first resists the idea that magic exists when he teams up with Dr. Strange.
* AdaptationalComicRelief: This version of Spider-Man is significantly sillier and less serious, and takes after Deadpool's habit of BreakingTheFourthWall.
* AffectionateGestureToTheHead: In the episode where he joins the Avengers Hulk is so excitedd to have his "little buddy" around that he gives Spidey constant noogies. Spidey is fine with a first but he ''does'' begin avoiding Hulk a little bit in the episode to prevent it from happening too much.
* AllLovingHero: Not so much in season 1, but begins to show it in season 2 onwards, with it only becoming more pronounced with each passing season. So much so that he's willing to forgive and even befriend people who previously tried to kill him depending on the circumstance. Good examples include welcoming [[spoiler: Cloak and Dagger]] onto his team with open arms despite them having been on Taskmaster's due to having seen good in them previously. There's also his genuine belief that Sandman and Rhino can do good as long as they have a guiding hand, and that Norman can grow into a decent human being if he just tries. Furthermore his desire to help Vulture despite the trouble the avian hybrid has caused, his mentoring of Agent Venom despite his bad history with both the symbiote and it's current host, and his ability to understand why [[spoiler: Rhino]] would betray the team for a chance to be [[IJustWantToBeNormal normal again]] all while not holding a grudge towards any of them. The best part? It works more often than not. [[spoiler: Unfortunately, this works against him as Doc Ock and Scarlet Spider use a fake pity story so Peter would sympathize with him enough to reveal his identity.]]
* AlliterativeName: As Peter Parker.
* AnimalThemedSuperbeing: Spider, as usual.
* AscendedFanboy: He's a big fan of ComicBook/IronMan, but also of the Avengers in general. As of Season 3, he's now an official member of the Avengers.
* BadassBookworm: Though it's shown less often than in other versions, this Peter Parker still possesses advanced scientific knowledge and will prove very adept at applying it once he stops acting immaturely. His teammates actually are surprised when they learn about this.
* BeCarefulWhatYouWishFor: How Loki described the situation in "Run Pig Run", though adding, "you never know who might be nearby!"
* BalefulPolymorph:
** Gets turned into Spider-Ham for an Asgardian Boar Hunt thanks to Loki's trickery.
** His transformations into Carnage and Man-Spider also count.
* BerserkButton:
** Do not call spiders "bugs" in his presence. They're arachnids.
** Harry and MJ being in trouble seems to be a more serious case of this.
* BigBrotherInstinct: Towards Miles is season 4, to the point of annoyance. He's shown this trait previously towards his various teammates as well.
* BreakingTheFourthWall: He does this to explain a situation or what his state of mind is (in a What-Makes-Spidey-Run moment).
* BuffySpeak: Lapses into this occasionally.
* ButtMonkey: His teammates have next to no respect for him and constantly insult him (though they get better), Fury acts as a MeanBoss toward him, Jameson's campaign practically made him one of the most unpopular superheroes on the planet and when something bad happens, it usually happens to him.
* CelibateHero: A notable departure from his comic book incarnation, this version of Spider-Man seems to be uninterested in developing romantic relationships; the only two girls amongst his friends (White Tiger and Mary-Jane) have completely platonic relationships with him. A flashback reveals he and Mary-Jane ''did'' try to date as kids, only to be grossed out by their first kiss and never try it again.
* CloudCuckoolander: Peter can be ''very'' zany at most times, but he can also be serious when the situation calls for it.
* ComesGreatResponsibility: His motto, passed on to him by his Uncle Ben.
* CrouchingMoronHiddenBadass: This version of Spider-Man is less experienced, less responsible and much more of a goofball than his comic or previous animated counterpart, but can still show a fair degree of competence when the situation calls for it.
* CuddleBug: Well, cuddle ''arachnid'' anyway. While this is a downplayed example it's also a noticeable running gag where he'll show physical affection towards another person (such as hugging, putting a hand on someone's shoulder, or attempting to highfive with others) only to have said person be less than enthused by it. There's also a less common one where he'll ask, "Is this the part where we hug?" only to be immediately shut down.
* DeadpanSnarker: Peter responds to most situations with sarcasm both in and out of costume, to the point where his teammates complain.
* DitzyGenius: Considering the number of {{Imagine Spot}}s he has each episode, he falls into this.
* DoomMagnet: This show is noticeable in that it averts this trope with the character most of the time. As any comic reader can tell you there's almost always something grim on the horizon in the Spider-Man comics. Season 4 however plays it straight.
* DudeWheresMyRespect: Aside from the constant belittling from his team and Nick Fury, Star-Lord commented that among the mightiest or most recognizable heroes of Earth, Spider-Man is near the bottom of the list, just under Devil Dinosaur and ComicBook/HowardTheDuck. Seems to finally be getting it in Season 3.
* FourthWallObserver: He frequently breaks the fourth wall to talk to the audience, Deadpool-style.
* FragileSpeedster: It's his speed and agility that give him an advantage in fights and he's nowhere near as durable as the likes of Power Man and the Hulk.
* FreakyFridayFlip: Happens to him in each of the first three seasons; Mesmero switches his brain with Wolverine for revenge in the first season, and accidentally swaps him around with the Hulk in the second, while in the third, he ends up in the body of [[spoiler: Loki]] by mistake.
* FunPersonified: Peter likes using his powers for pure enjoyment, and gets angry when Fury intervenes.
* TheGadFly: Peter will often annoy his teammates and enemies alike just to get a rise out of them.
* GeniusBruiser: He possesses SuperStrength, but is also extremely intelligent.
* TheHero: Despite initially not liking teamwork and griping over SHIELD's incursions into his civilian life, Peter is willing to step up to the plate and lead his squad into battle.
* HeroWithBadPublicity: As always mostly due to the negative PR campaign by J. Jonah Jameson. It reaches a point that it's lampshaded by Batroc the Leaper as he mocks him.
-->'''Batroc:''' "''I'm'' the one who robbed the bank, yet ''you're'' the one they all hate."
** The beginning of Season 3 ''finally'' averts this. Spidey joining and becoming a successful Avenger results in the general populace of New York loving him. Even Loki's scheme to tarnish Spidey's popularity doesn't really work, as is noted in the beginning of the third episode. Of course, J. Jonah still doesn't agree and is still slandering his name, but it doesn't seem to have the same sway as before. Said popularity has also seemed to have brought many other would-be teen vigilantes out of the woodwork.
* HorribleJudgeOfCharacter: Sometimes his willingness to trust in people can land him into serious trouble. Peter's trust in Norman Osborn was misplaced for a long time in the beginning of the series as revealed when he became the Goblin. However, Osborn has changed since losing his memories and has since tried to make amends. Still, [[spoiler: this turns against him in the worst possible way when Scarlet Spider and Ock abuse his trust to betray him and reveal his secret identity.]]
* IShallTauntYou: Spidey's preferred tactic. This also ends up being the "weapon" Eitri referred to when Spidey uses it to bruise Loki's ego and defeat him in "Field Trip".
* IWorkAlone: This version of Spidey is almost fanatically averse to being part of a team at the start. It's also clear that he feels threatened by the presence of other heroes in his normal life. Possibly a MythologyGag to the mainstream version's notoriously bad record with teamwork early in his career.
* InsistentTerminology: Spidey would like to remind his adversaries that spiders are ''not'' bugs, they're ''arachnids''!
* TheMentor: Has spades of this towards his teammates at various points due to the two below tropes. He's also often portrayed as being the one in charge of his team's combat exercises and is shown in general trying to help others be their best person from season 2 onward. This is arguably most notable with other Spider-themed heroes.
* MoralityChain: For a small handful of villains.
* MoralityPet: For his teammates and several other heroes. He seems to bring out the best in others due to his strong moral code. A good example would be when he convinced White Tiger [[spoiler: to not kill Kraven in revenge for her father's murder.]]
* MrImagination: Spidey's {{Imagine Spot}}s are often ''very'' vivid. Sheepishly lampshaded by Peter when he goes all SuperDeformed on Miles Morales in ''Spider-Verse''.
* MyGreatestFailure: Played with in an interesting manner. While Peter acknowledges Uncle Ben's death was his fault and deeply regrets it, he points out that he learned from his mistakes and turned that tragedy into something special by becoming Spider-Man.
* NobodyCallsMeChicken: Loki taunts Peter when he's on the Helicarrier, hinting since everyone else is fighting his battles for him, perhaps a chicken was a more appropriate form for him than a pig. This backfires by making Peter determined that, man or pig, he wasn't going to have any more fought for him come what may.
* NoRespectGuy: Played straight in almost every episode, but eventually subverted in "Run Pig Run". For all the HeroWithBadPublicity bits Jameson's used against him, Spidey's humbled when he sees how far Fury, Coulson, Thor and his team are going to keep him safe from the hunters.
* OnlySaneMan: Depending of the episode, but he has his moments. He realizes something is wrong inside Damage Control while most of his teammates decide to just keep working.
* OneWingedAngel: In ''Savage Spider-Man'', Kraven hits him with a poisonous dart that brings out the spider in him, turning him into the horrific Man-Spider.
* PoweredArmor: His Iron Spider outfit, which he leaves in SHIELD custody most of the time so that he doesn't let it go to his head.
* ProgressivelyPrettier: As part of the shows ArtEvolution. While his Spider-Man character model has stayed the same his Peter Parker character model has changed a few times. By season 3 you can argue that he's a PrettyBoy. In season 1 he had a rounded chin and didn't appear very muscular despite the fact that he clearly did have quite a bit of muscle while in the Spidey suit. By season 3 he has a more obvious muscular build and his chin is much broader and square.
* RookieRedRanger: [[PlayingWithATrope Toyed with]]. Spidey is the newest member of S.H.I.E.L.D and lacks the others' discipline, but he's been a hero longer and has first hand experience in how to act when fighting threats. The first few episodes make it clear that he's generally more competent than the rest, but that his ''laissez-faire'' attitude is in itself a threat that the rest of the team curbs.
* SadClown: Eitri says the reason he's always cracking jokes is to protect himself from an unkind world.
* SixthRanger: He's an offical member of the Avengers as of the Season 3 premiere.
* StreetSmart: One of the reasons why Fury integrated him to the team; he felt that unlike the others, Spider-Man had actual experience and as such, was suited to complete the team.
* StrongAsTheyNeedToBe: In some episodes he can't beat a Badass Normal, in others he defeat to super humans. Pretty much as canon, since Peter tends to be particularly conscientious about holding back. [[UnstoppableRage Most of the time]].
* SuperDeformed: He often appears Chibified in his {{Imagine Spot}}s.
* SuperPoweredEvilSide: He's transformed into Carnage when Norman Osborn bonds the Venom symbiote to him, and later transformed into Man-Spider by Kraven.
* TheTrickster: Manages to fool Loki, the ''the god of mischief'', into turning Thor back from a frog and into his normal form.
* TookALevelInBadass: Admittedly, he has improved visibly by the first season finale; he goes from having difficulties with Batroc the Leaper to [[spoiler:proving a decent opponent against Octavius, and later the combined forces of Green Goblin and Venom.]] By Season 2, he's casually wiping the floor with his entire SHIELD trained team in a training exercise while critiquing their technique and he can hold his own against the Sinister Six--an impressive feat for any Spider-Man. By the season 3 finale, his abilities had improved the point where [[spoiler:both the Grandmaster and the Collector consider him a game-changing piece. He is the Collector's favorite hero, who (was kinda forced to) played him basically every round. As a comparison, most of the other heroes had failed to last a single round, including the ''Avengers''.]]
* TookALevelInJerkass: To a lesser extent. When he gets angry, he can get pretty nasty. He refused to listen to Coulson when he told him he wasn't sent to a team, but a training program. He also ignored Fury when he told him that it wasn't about spying him, but to protect Aunt May while he was absent at home.
* TraumaCongaLine: Season 4 has been a long running one for him. First there is the season opening episodes where Hydra (briefly) wins and both [[spoiler: Fury and Nova]] go missing. Then he accidentally gets Miles trapped in the shows main universe, fails to save either [[spoiler: Vulture or Rhino from Doc Ock,]] leads [[spoiler: Flash and Harry]] into a mission where the former suffers severe injuries and the latter ''ends up in a coma'', and finally [[spoiler: Scarlet Spider]] betrays him, and reveals that [[spoiler: he]] had been playing Peter the whole time.
* YouFightLikeACow: Spider-Man mocks his enemies (and Nova) relentlessly when fighting.
* WhiteAndGrayMorality: The episode "Beached" of season 4 shows he has this worldview. He knows that the world as a whole isn't just black and white, and acknowledges that there are a lot of gray areas. He knows that most people are not purely good or bad, and that sometimes relatively good people end up doing bad things for good reasons, or because they themselves are in a bad situation. Arguably it's this knowledge that lets him be an AllLovingHero in the first place.
* WallCrawling: A staple for Spidey, although whether it's due to microscopic hairs or electromagnetic manipulation hasn't been revealed..
* WildCard: Agent Coulson calls Spidey this in an attempt to keep Fury from signing Spidey up; Fury says that's he's training Spider-Man to be one of the greats.

[[/folder]]

[[folder:The Team]]
!Danny Rand[=/=]ComicBook/IronFist
[[quoteright:346:http://static.tvtropes.org/pmwiki/pub/images/Ultimate_Iron_Fist_6207.jpg]]
[[caption-width-right:346: A dull blade can make an excellent hammer.]]
->Voiced by: Creator/GregCipes

A trained warrior from the mystical city of K'un-L'un, where he earned the right to face the dragon Shou'Lou in combat. Defeating the dragon earned him the right to wield the SupernaturalMartialArts technique known as the Iron Fist, from which he takes his name, allowing him to channel his chi energy into his fist to deliver supernaturally potent strikes.He can do this with both fists at once after the events of the season 2 episode "Journey of the Iron Fist". Laidback, quiet and mellow, is the most level-headed and peaceful of the team, though he can come off as rather flaky due to his CrossCulturalKerfuffle. [[spoiler: Secretly the former heir to the Rand Industries megacorp, earning the title of Iron Fist also makes him a candidate to become the next King of K'un-L'un.]]

* ArrogantKungFuGuy: Averted; he's actually the least presumptuous male in the team.
* BashBrothers: With Luke Cage, according to WordOfGod.
* BewareTheNiceOnes[=/=]BewareTheQuietOnes
* CallingYourAttacks: At times he shouts out his attacks, though most of the time he simply screams.
* ChestInsignia: The only member with one besides Spider-Man.
* DefectorFromDecadence: Season 2 reveals that he [[spoiler:left Rand Industries to study in K'un-L'un]].
* FastballSpecial: He's the "Ball" thrown by Luke.
* HiddenDepths: A couple of very brief instances seem to hint at Danny being a film buff; in a cutaway gag he takes the team to see a 3D movie as "training" and mentions getting a [[Franchise/{{Gamera}} giant turtle]] or [[Film/{{Mothra}} butterfly]] to fight a kaiju sized villain.
* {{Koan}}: Likes to say these, and even quotes Shakespeare. Borders on IceCreamKoan at times. Peter finds them incomprehensible.
* KiAttacks: He charges his fist with golden ki energy to augment his punches.
* MartialPacifist: Danny does not believe in violence, but that doesn't mean he won't resort to using it.
* MegatonPunch: His main attack is powering his fist up with ki and punching with it.
* MidSeasonUpgrade: Gains ''another'' Iron Fist in his focus episode. In "Cloak and Dagger", he and White Tiger get new magically-enhanced uniforms.
* MundaneUtility: In "Electro," he uses his fist as a light source, which he notes he'd never thought of trying before.
* NiceGuy: Compared to the rest of the team, he's almost obscenely polite.
* PowerGlows: His chi punch covers his hand in golden energy.
* SecretlyWealthy: [[spoiler: However, it's implied that he gave all that up. See DefectorFromDecadence above.]]
* TheSmartGuy: Danny is this in the philosophical sense.
* SpockSpeak: He has a blunt and calm manner of talking about things, and promotes a logical viewpoint.
* SurferDude: Got the accent down, but doesn't use the slang.
* TheStoic: Danny's the only member of the team who ''never'' loses his cool.
* WarriorPoet: As befitting his [[Franchise/StarWars Jedi]]-esque personality.
* YoungerAndHipper: In the comics, Iron Fist was an adult.

!Ava Ayala[=/=]ComicBook/WhiteTiger
[[quoteright:346:http://static.tvtropes.org/pmwiki/pub/images/Ultimate_White_Tiger_5705.jpg]]
[[caption-width-right:346: I always have to stay so disciplined, to keep the tiger in check.]]
->Voiced by: Caitlyn Taylor Love

A strict and disciplined Latina martial artist and the only girl on the team. The most professional member of the team, in early seasons it's implied she sees herself as the best choice for team leader and resents Spider-Man being given the position due to his having more "real world experience" than the rest of the team -- not helping is that she regards him as sloppy and undisciplined. A skilled martial artist, her costume includes S.H.I.E.L.D tech, like clawed fingernails, but the true weapon in her arsenal is the White Tiger Amulet, an enchanted amulet that grants feline powers to the wearer, but also tries to drive out the bearer's humanity and turn them into an animal.

* ActionGirl: She's the only girl on the team, but can wipe the floor with the boys.
* AloofDarkHairedGirl: She starts off as cold and disdainful towards Spider-Man, but is gradually warming up to him, [[{{Tsundere}} not that she'd admit it]].
* AmuletOfConcentratedAwesome: Her Tiger Amulet. Though she still is an acceptable BadassNormal even without it.
* AnimalThemedSuperbeing: A feline theme, specifically the white tiger.
* AscendedFanboy: As a young girl she was one of S.H.I.E.L.D. As a teenager she is an agent-in-training.
* BadassBookworm: She has the highest GPA (hinted to be 100%) of the team, and can kick butt with the rest of them.
* TheBeastmaster: At least with white tigers, which she almost sics on Kraven to avenge her father.
* BlessedWithSuck: Her powers come from a mystical amulet that grants her feline abilities and, if she doesn't control it, could turn her ''into'' a white tiger. She has to be so disciplined all the time to shut out the amulet's attempts to push her mindset away from human and towards that of wild animal.
* ByTheBookCop: She's clearly annoyed by Spider-Man's habit to skip training and working alone, believing more in SHIELD's practices.
* CanonImmigrant: She was created for the show, then appeared in the comics in ''ComicBook/AvengersAcademy''.
* CatGirl: Her costume is patterned after the white tiger, and includes cat-like ears and retractile claws.
* TheChick: Often plays (rather reluctantly) the TeamMom role for the group, especially when [[HeadbuttingHeroes Nova and Spider-Man are at each other's throats]].
* CovertPervert: Despite all of her seriousness about studying, she seems to enjoy reading romance novels that are covered up by a textbook cover.
* DarkAndTroubledPast: Her father and grandfather were hunted down and murdered by Kraven the Hunter in an effort to steal the amulet, and she has to keep it under tight control or it will turn her into an animal.
* DeadpanSnarker: Like Peter and Sam, she has a strong affinity for sarcasm, although hers is mostly directed towards the incompetence of her teammates.
* DefrostingIceQueen: For most of Season 1, she's the least respectful to Peter right after Nova, constantly criticizing his lack of discipline and calling him an idiot. Comes ''Kraven the Hunter'', she finds out they're NotSoDifferent, warms up to him and even ends up [[CrowningMomentOfHeartwarming hugging him at the end of the episode]].
* DisappearedDad: Her father was killed by Kraven when she was a child.
* EmpoweredBadassNormal: She's a trained martial artist herself, but the White Tiger Amulet also gives her "mystical cat powers", presumably meaning enhanced strength, speed, agility, reflexes and senses.
* FacialMarkings: As the Tiger amulet starts to take over she gets black markings around her mask's eyes.
* FemmeFatalons: Her fingernails are sharp enough to rip curtains.
* IAteWhat: When she comes to her senses after attacking a family at an Italian restaurant, she looks down at the crimson staining the front of her costume and says "Tell me this is spaghetti sauce..." (it is, fortunately for her)
* InsultBackfire: She tries to insult Peter by stating he has only a 98% GPA, which is probably still one of the top ranks at the school and quite impressive with his superheroing.
* LegacyCharacter: Her father and grandfather were the previous White Tigers.
* MidSeasonUpgrade: In "Cloak and Dagger", she and Iron Fist get new magically-enhanced uniforms.
* NotAMorningPerson: Growls and slashes the curtains when she gets up, though this is mainly due to the Tiger Amulet's influence over her.
* NotSoAboveItAll: Joins in on skipping the snow day training without complaining, and is shown to read [[CovertPervert romance novels]] while pretending to study.
* RunningOnAllFours: Is capable of doing this to get around.
* SpicyLatina: She's disciplined and strict, but is quick to become exasperated and annoyed at Spider-Man's and Nova's immaturity.
* ShesGotLegs:Boy, does she know how to use 'em. Her gorgeous gams are shown to be attractive through her tights. during the close-ups
* SuperpoweredEvilSide: The Tiger Amulet constantly tries to overwhelm her human side, and the more she gives in to it the more vicious and cat-like she becomes.
* TeamMom: Her discipline keeps the team on its toes and helps them work together.
* TwoferTokenMinority: She's Latin-American and the sole girl on the team.
* {{Tsundere}}: She starts off as an IceQueen towards Peter, but has slowly been thawing towards him... not that she'd admit it.
* MyInstinctsAreShowing: During the episode ''Kraven the Hunter'', due to the jungle music Kraven played her amulet was making her act more like a cat; growling, hissing, scratching, and attacking a person in a mouse costume. Near the end of the episode, she purred when she hugged Spidey, and subsequent episodes show her embracing her animal side a bit more, including running on all fours and roaring as she attacks.
* WolverineClaws: Her gloves have razor-sharp talons that can slice metal like butter.
* WomenAreWiser: When the others attempt to go capture Dr. Doom, she is the only one trying to stop them. (Spidey was aware that it was probably a stupid idea, but chose to still go anyway).

!Luke Cage[=/=][[ComicBook/LukeCageHeroForHire Power Man]]
[[quoteright:346:http://static.tvtropes.org/pmwiki/pub/images/Ultimate_Power_Man_8836.jpg]]
[[caption-width-right:346: Everyone else gets code-names. I'm Power Man.]]
->Voiced by: Ogie Banks

The son of two S.H.I.E.L.D scientists who were attacked by the terrorist organization Zodiac whilst on a plane trip; his mother dosed him with the experimental SuperSoldier formula they were working on and pushed him out of the plane to save him. The serum gave him SuperStrength and NighInvulnerable skin. Though he can be immature and arrogant, he's more level-headed and easy-going than Nova, making him second to Iron Fist as the "nice guy" of the team.

* AdaptationNameChange: [[spoiler: In the comics, he was born Carl Lucas and legally changed his name to Luke Cage. Given his parents have the last name "Cage", this would suggest that this incarnation at least always had "Cage" as his last name.]]
* BashBrothers: With Iron Fist, according to WordOfGod.
* BlackBestFriend: To Iron Fist, who he has an especially strong rapport with.
* BlessedWithSuck: Downplayed example, but his hyper-durable skin makes it hard for him to enjoy some things ordinary people take for granted. Whilst a guest at the Parker household, he has a tendency to use up all the hot water because he needs to turn the shower up super-high for him to feel any heat at all.
* TheBigGuy: He's the team's heavy hitter and muscle.
* BigEater: His idea of "training" is to fill one's face with spaghetti, although he does seem to record his calories.
* CatchPhrase: "Sweet Christmas" from the comics, although he doesn't use it until Episode 17.
* CompositeCharacter: ''Very'' mildly. It's Luke Cage, but he's as young as, using the costume of, and using the "Power Man" moniker like Luke's LegacyCharacter in the comics, Vic Alvarez.
* CoolShades: Unlike the others, who all wear masks of one form or another, Luke only wears a pair of sunglasses.
* FastballSpecial: With Danny as ball.
* GeniusBruiser: While he's not as smart as Spidey, he still has some level of intelligence.
* TheHeart: Though [[InformedAttribute it's never shown in the show; we only know it from the writers.]]
* InformedAbility: He supposedly has unbreakable skin like his comic counterpart. Yet at several point, he has been hurt by characters with no specifically superhuman strength.
** Which makes sense, as while he has unbreakable skin, it doesn't mean he can't feel pain. Though he still has a form of durability as a secondary requirement power, it's not as powerful as his mainstream comic counterpart.
* JerkWithAHeartOfGold: He still has moments of being a jerk with Spidey or mocking him, but is also the one who displays a softer side the most often right after Iron Fist. Also, [[ChronicHeroSyndrome his worst fear is not being strong enough to save everybody]].
* MidSeasonUpgrade: Implied to gain one in "The Parent Trap", [[spoiler: following the explosion of unstable super soldier serum enhanced Scorpio, his eyes glow with the same color]].
* NighInvulnerability: One of his powers aside from superhuman strength is nigh-invulnerability.
* PaperThinDisguise: Sunglasses. Yes, sunglasses somehow conceal his identity.
* RealMenWearPink: He does a CucumberFacial at one point.
* YoungerAndHipper: As with Iron Fist, he's an adult in the comics.

!Sam Alexander[=/=]ComicBook/{{Nova}}
[[quoteright:320:http://static.tvtropes.org/pmwiki/pub/images/Ultimate_Nova_426.jpg]]
[[caption-width-right:320:]]
->Voiced by: Logan Miller

A former space-traveling hero who mentored under Rocket Raccoon of the Guardians of the Galaxy, he's kind of the team jerk, being hotheaded, arrogant, impulsive and immature. His origins are a mystery. He can fly at incredible speeds, project blasts of energy, and is capable of traveling unharmed through space under his own power.

* AmbiguouslyBrown: His features are lighter than Luke and Ava, but darker than Danny and Peter. In the comics he's half Hispanic and half Caucasian.
* BookDumb: Implied; he's apparently a failure at science lessons, mistakes "Classified" as "Classy" and doesn't know what the Bermuda Triangle is. In one episode, he even draws a new suit for himself during history lessons about Loki, arguing those lessons will never be of any use anyway.
* CanonImmigrant: He was created for the show, but appeared in the comics before the show aired in the line-up to ''ComicBook/AvengersVsXMen''.
* ChewToy: Anything not happening to Spidey happens to him, and it's usually by his own doing.
* DeadpanSnarker: Sam is just as bad as Peter when it comes to the sarcasm, and they often end up trading insults.
* FlyingFirepower: He can fly and fire blasts of plasma
* GenreBlind: Yes, because Norse Mythology will never be of use to a Superhero when ''one of the big three heroes is a Norse god''. Yeah.
* HiddenDepths: Brings Aunt May a flower and offers his help with the chore schedule to make up for staying in her house. The second season shows him as an excellent cook, although with some implied unusual preferences in meal preparation.
* {{Hypocrite}}: In "Damage", he complains about Fury leaving them in charge with helping Damage Control repair the city. Then White Tiger reminds him that he's in charge of leading the operation... and he immediately starts abusing his power to be bossy toward them.
* {{Jerkass}}: Mostly to Spidey, but there have been instances where he's been obnoxious toward the others too.
* JerkWithAHeartOfGold: Still, he does have his moments where he shows that he cares about the team, and is polite to Aunt May.
* {{Keet}}: He's extremely hyperactive and always rushing around.
* KidAppealCharacter: He's quite popular with younger viewers.
* TheLancer: Shares the role with White Tiger.
* LeeroyJenkins: Sam is quick to rush headlong into danger, dragging the rest of the team with him.
* MidSeasonUpgrade: Gets this in the special.
* PowerGlows: His hands do this when he's in flight mode or attacking.
* TheRival: Spider-Man has problems with all his teammates, but Nova is the only one who is openly hostile toward him, and the two are constantly arguing and insulting each others.
* SmartBall: Despite his usual hot-headed and impulsive attitude, even he notices there is something wrong about Sandy when they meet him and assumes (rightly) that trying to go after him is a bad idea.
* SuicidalOverconfidence: Thinks making smoothies with ''liquid nitrogen'' is a capital idea, was the one who chose ''Doctor Doom'' as a target to capture to impress Fury, and some of his LeeroyJenkins moments certainly count.
* TeamChef: When the team temporarily moves in with Peter, he took over the cooking.
* TookALevelInKindness: In Season 2. It's largely due to his IntergenerationalFriendship with Aunt May.
* WhyDidItHaveToBeSnakes: He's terrified of white bunnies... yes, the sort of rabbits you commonly see in science labs or magician's acts.
--> '''Nova:''' UWAAAAAAAAAHHH!!! THE EYES!!! THOSE HORRIBLE PINK EYES!!! AND THOSE FLOPPY EARS!!!

[[/folder]]

[[folder:SHIELD]]

!ComicBook/NickFury
[[quoteright:320:http://static.tvtropes.org/pmwiki/pub/images/Nicholas_Fury_4830.jpg]]
[[caption-width-right:320:This isn't my first rodeo.]]
->Voiced by: Chi [=McBride=]

* BadassBeard: He has a sort beard that blends into his moustache and cements his status as the top dog of SHIELD.
* BadassInCharge: Nick isn't the director of SHIELD for nothing.
* BadassLongcoat: He almost always sports a black coat.
* BadassNormal: Spidey refers to him as a "Super-Spy", as while he doesn't have superpowers it only makes him ''more'' badass.
* BadassInDistress: In "For An Eye" he's taken hostage by his own brother..
* BaldBlackLeaderGuy: He's bald, black, and the most badass super spy in the ''Ultimate Spider-Man'' universe.
* BaldOfAwesome: While he doesn't have any hair, he's a Grade-A certified badass.
* CainAndAbel: The Abel to [[spoiler:Max's Cain.]]
* TheComicallySerious: Several times. Sort of unavoidable when interacting with Spider-Man.
* CrazyPrepared: He has a communication device hidden in his eyepatch that he can somehow activate without his hands in case he gets captured.
* CreateYourOwnVillain: Several villains in this show (Taskmaster, [[spoiler:Scorpio, and Sandman]], to give some examples) would apparently never have become villains in the first place if not for Fury.
* DaChief: He's gruff towards his team and episodes often end with him criticizing them going AWOL while simultaneously congratulating them for working together.
* {{Expy}}: Let's see. He pulls off a StealthHiBye, is CrazyPrepared, and is a BadassNormal. [[Franchise/{{Batman}} Remind you of anyone?]]
* EyepatchOfPower: He wears an eyepatch in a communicator.
* MeanBoss: Some of his actions to form Spider-Man and his teammates can be quite abusive.
* NotSoAboveItAll: Although usually cool-headed, Spider-Man has a way of getting on his nerves.
* TheMentor: To Spider-Man and his team.
* StealthHiBye: Does this in his first appearance.

!Agent Phil Coulson
[[quoteright:320:http://static.tvtropes.org/pmwiki/pub/images/Phil_Coulson_6141.jpg]]
[[caption-width-right:320: I'm an agent of SHIELD and a New York high school principal. Of course I can handle it.]]
->Voiced by: Creator/ClarkGregg

* {{Adorkable}}: Phil can be adorably nerdy and suffers a good deal of comedic abuse, to the point where one almost forgets he's a competent SHIELD agent.
* ArchEnemy: The Beetle considers him this and Taskmaster doesn't seem too fond of him either, though that's mainly because he's Fury's right-hand man.
* AscendedFanboy: Confirmed that he's still a hardcore Captain America fanboy in this universe. [[spoiler: He even wears a replica uniform under his suit]].
* BadassInANiceSuit: He wears a suit in his role as principle, but it in no way stops him from kicking butt... except that one time with Taskmaster.
* BadassNormal: He can hold his own in a fight against the Beetle's WalkingArmory PoweredArmor...using nothing more than a steel pipe. It's very obvious that this version of Coulson is a field agent, not a desk jockey.
* BecomingTheMask: He starts taking his role as Acting Principal [[GoingNative a little too seriously]] for Fury's liking.
* CanonImmigrant: He debuted in the Marvel Cinematic Universe, and his popularity there caused him to pop up in other continuities, including this one.
%%* DeadpanSnarker
* DemotedToExtra: Has made fewer appearances in later seasons (Justified by Clark Gregg's starring role in ''Series/AgentsOfSHIELD'').
* DistressedDude: When he was captured by Taskmaster.
* GunsAkimbo: How he shows the Hunters he means this at the school.
* IKnowKungFu: He's a black belt in jujitsu, karate, and kung-fu.
* LetsGetDangerous: "Run Pig Run" shows him combining his SHIELD and Principal roles. He does basically the same thing when the Green Goblin attacks the school in "The Rise of the Goblin".
--> '''Agent Coulson:''' I'm a SHIELD agent. ''And'' a principal at a New York public high school. (Degrees on wall slide to show [[MoreDakka an armory of high-tech guns.]] Coulson takes one and cocks it.) '''Of course''' I can handle it.
* PapaWolf: He is responsible for the safety of many students at Peter's high school. When the Asgardian hunters threaten their safety, he will ''not'' let them be hurt.
* TheProfessor: He's not the team's smart guy, but being a highly trained and educated adult, he often provides information the team -- or the audience! -- wouldn't know.
* SkewedPriorities: He's gotten too into the role of school principal as opposed his actual job as secret agent.
-->'''Coulson''': I need the full power of S.H.I.E.L.D.'s legal team STAT. We need to limit how much actual meat you need to legally call something "meatloaf". We could save the [school] budget, man!
-->'''Fury''': Coulson, we need to talk priorities.
* WolverinePublicity: The only way to explain the use of a character from the MCU movies in a ''Spider-Man'' show.

!Drs Walter and Amanda
->Voiced by: Ogie Banks (Walter)

* AdaptationNameChange: [[spoiler: Both of them. As noted with Power Man, Luke Cage was born "Carl Lucas" in the comics, so in the comics, their last names were "Lucas". Also, in the comics, they were respective "James" and "Esther".]]
* BlackAndNerdy: They're African-American scientists.
* TheDogBitesBack [[spoiler: When they learn that Scorpio was lying to them about having their son captive, they immediately turn on him.]]
* CompositeCharacter: As stated above [[spoiler:they are name-changed from James and Esther Lucas. Yet they share a similar backstory to Peter Parker's parents, Richard and Mary. They are both SHIELD scientists working on recreating the super-solider serum before getting caught in a plane crash.]]
* [[IHaveYourWife I Have Your Son]]: They work for Scorpio because they believed he [[spoiler:had Luke held hostage somewhere and would only give him back if they complied. Subverted, as he never actually had him.]]
* JockDadNerdSon: Inverted. Walter is a scientist while his son [[spoiler:Luke is a superhero who relies on super-strength and physicality for his heroics.]]
%%* MamaBear[=/=]PapaWolf: [[spoiler: Once they learn that Power Man is their son, they immediately rush to his defense against Scorpio.]]
* ParentalAbandonment: Walter and Amanda presumably died in a plane explosion, [[spoiler:'orphaning' Luke, only for it to turn out that they were kidnapped by Scorpio to work on a super-soldier formula for him.]]
* ParentalBetrayal: Subverted. [[spoiler: They seem to be working for Scorpio and Zodiac, but they're being blackmailed with their son's safety, and even then they're faking their work, so the serum they're producing is intentionally defective.]]
* ParentsKnowTheirChildren: Averted, as they don't recognise [[spoiler:Luke as their son at first until much later; also justified in that Luke's appearance changed considerably between the time they last saw him and after he took their formula.]]
* PairTheSmartOnes: They're married scientists, what else do you expect?
* ReluctantMadScientist: They are SHIELD scientists kidnapped by Scorpio to develop a super-soldier serum for his use.
* TheSmartGuy: Two of SHIELD's top scientists.
* TwoferTokenMinority: Amanda.

!The Howling Commandos
A badass group of monsters.

* CharacterAsHimself: According to the end credits, the Invisible Man voices himself.
* {{Dhampyr}}: Blade, A former member.
* FrankensteinsMonster: The one and only is one of their members
* InvisibleMan: Max, The Invisible Man.
* {{Mummy}}: N'Kantu, The Living Mummy.
* OurWerewolvesAreDifferent: Jack Russell, ComicBook/WerewolfByNight.
* PlantPerson: Man-Thing.
* TheStarscream: After Spider-Man and the Howling Commandos defeat Dracula and get [[AncientArtifact Tekamentep's Ankh]] from him, [[spoiler:N'Kantu steals the Ankh for himself, betrays the heroes, and tries to take over the world.]]
* TravelCool: The Monster Truck.

!Agents Leo Fitz and Jemma Simmons
->Voiced by: Iain De Caestecker (Fitz), Elizabeth Henstridge (Simmons)

* {{Adorkable}}: Like their live-action selves.
* BalefulPolymorph: [[spoiler:They were briefly among the many victims of the Lizard's infection during its outbreak in "Lizards".]]
* CanonImmigrant: Like Coulson before them, they were created for the Franchise/MarvelCinematicUniverse (in their case, for the series ''Series/AgentsOfSHIELD'') before being adopted into the comics universe and then this one.
* GadgeteerGenius: Spider-Man describes them as "two of the greatest S.H.I.E.L.D. techs of all time".

[[/folder]]

[[folder:The Avengers]]

!ComicBook/IronMan
[[quoteright:342:http://static.tvtropes.org/pmwiki/pub/images/Ultimate_Spider_man_Iron_Man_5478.jpg]]
[[caption-width-right:342:]]
->Voiced by: Creator/AdrianPasdar

* BadassBookworm: Tony Stark is a prime example of this concept.
* BadassInDistress: Sort of, when Living Laser was controlling his armor.
* BadassNormal: No powers, just his suit and his brains.
* TheCasanova: Hinted in his dialogues.
%%* GadgeteerGenius
%%* HonestCorporateExecutive
* InsufferableGenius: Is offended that Peter upgraded the Iron Spider armour.
* TheMentor: Toward Spider-Man, to an extent. Albeit a much different kind than Fury.
* PoweredArmor: His claim to fame.
* ProperlyParanoid: Doesn't keep all the Arc reactor specs on his computers to prevent it from fully working if stolen. [[spoiler:Which proves to be a good thing when Doctor Octopus hacks his database.]]
* TheRival: Norman Osborn sees him as one.
%%* ScienceHero
* TookALevelInJerkass: While calling him a jerk is kind of a stretch, he seemed much more disrespectful and distant towards Spidey, dropping his mentor role, in "Swarm". Possibly justified since he had to deal with both Michael Tan, a SmugSnake employee who became Swarm, and with Spidey's attitude. Though he seemed to have patched things up with Peter by the start of season 3.

![[ComicBook/TheMightyThor Thor]]
[[quoteright:335:http://static.tvtropes.org/pmwiki/pub/images/Ultimate_Spider_man_thor_5797.png]]
[[caption-width-right:335: For Asgard!]]
->Voiced by: Creator/TravisWillingham

* BadassBaritone: Possessed of a suitably deep voice.
* TheBigGuy: The tallest of the Avengers right after Hulk.
* BalefulPolymorph: :Loki turns him into a frog in his initial appearance. He gets better.
* CainAndAbel: The Abel to Loki's Cain.
* DropTheHammer: He wields his mystical hammer, Mjolnir in battle, and can summon thunder and lightning. Apparently, it's powerful even when shrunk.
* FatalFlaw: Pride, which is what got him turned into a frog in the first place.
* FlyingBrick: Though he seems to throw Mjolnir and hold onto its handle, flight is the only way to describe what he does. The Brick part goes without saying.
* LargeHam: Of the [[Anime/FullMetalAlchemist Tiny Miniskirts]] [[Creator/TravisWillingham variety]]. Then again, it's ''Thor''.
* LoopholeAbuse: As he points out in "Run Pig Run," he can't actually call off the boar hunt to protect the transfigured Spider-Man, but there's nothing in the law that says he can't interfere with it and slow the hunters down.
* PhysicalGod: He's the god of thunder, so that's given.
* ShockAndAwe: He ''is'' the God of Thunder, after all.
* SuperheroesWearCapes: The only member of the Avengers to play this straight, which leads to occasional mockery from his teammates.

![[ComicBook/TheIncredibleHulk Hulk]]
[[quoteright:329:http://static.tvtropes.org/pmwiki/pub/images/128172_5_pre__scaled_500_6861.jpg]]
[[caption-width-right:329: HULK SMASH!]]
->Voiced by: Creator/FredTatasciore

* AlliterativeName: As Bruce Banner.
%%* AntiHero
* BadassBaritone: The deepest voiced Avenger.
* BashBrothers: Became this with Spider-Man following their first encounter.
* TheBigGuy: The most physically powerful of the Avengers
* BigEater: So much so that he agreed to join SHEILD because he was still hungry.
* BloodKnight: Hulk likes to smash things.
%%* ComedicSociopathy
* DestructiveSavior: He arguably does more damage then the villains half the time.
* GeniusBruiser: Not as much as his ''WesternAnimation/TheAvengersEarthsMightiestHeroes'' incarnation, but he's revealed in "Home Sick Hulk" to still possess at least part of Banner's scientific knowledge as Hulk.
* HeroWithBadPublicity: He's chased by SHIELD and feared by the population as a monster. Spider-Man later helps him avert it by convincing Fury to give him a chance and offer him a home. Though initially reluctant, Hulk eventually agrees.
* HairTriggerTemper: Zigzagged; he does get angry very easily (as you'd expect of The Hulk), but he normally doesn't get physical unless he's really ''steamed'' or he's supposed to be fighting the guy ticking him off anyway.
* HulkSpeak: The [[CaptainObvious obvious]] TropeNamer.
** After "The Incredible Spider-Hulk" his brain swap by Mesmero left him able to speak normally, which carried over into ''Avengers Assemble'' and ''Hulk and the Agents of S.M.A.S.H.''
* JerkWithAHeartOfGold: Notably, his Heart of Gold is much more visible than in his previous incarnations; he displays a stronger affection toward Spider-Man.
%%* ManChild
* OddFriendship: With Spidey following their first team-up.
* OneManArmy: What else would you expect of the Hulk?
* SmarterThanYouLook: Despite being a BloodKnight ManChild who talks in HulkSpeak, he's shown to possess some of Banner's knowledge and displays a no-nonsense attitude in his first appearance by averting LetsYouAndHimFight with Spidey. He clearly isn't as stupid as one might expect.
* {{Tsundere}}: A non-romantic example; one episode has him trying to escape his room when Spider-Man is hiding him. This dialogue follows:
-->'''Spider-Man''': You can't leave because... (sigh) because I'm your friend. And I'm looking for a way to help you feel better, and I need a little time for that.
-->'''Hulk''': (stays silent for a while, then groans and goes to his bed) Hulk wait because Hulk feel sleepy. [[SuspiciouslySpecificDenial Not because Bugman say to]].
%%* UnstoppableRage

!ComicBook/CaptainAmerica
[[quoteright:333:http://static.tvtropes.org/pmwiki/pub/images/2271852-cap_6068.png]]
[[caption-width-right:333: Hey, guys. Where's my shield?]]
->Voiced by: Creator/RogerCraigSmith

* BigBrotherMentor: A combat mentor to the team, but he's not at all up tight about it.
* TheCape: Even when Spider-Man loses his shield, he tries not to get to angry with him, wanting to focus on just getting it back from Doctor Doom.
* TheCaptain: Well, he is CAPTAIN America.
* CaptainPatriotic: A Red, White and Blue Uniform and all.
* ComicBookFantasyCasting: Roger seems to be channeling Creator/ChrisEvans.
* LuckilyMyShieldWillProtectMe: His only weapon other than his fists is his nigh-indestructable shield, which he [[ThrowingYourShieldAlwaysWorks throws at people]].
* NiceGuy: Cheerful, playful and with his only mean bones directed towards destroying evil.
* SuperSoldier: He was injected with a prototype supersolder formula to fight in World War II.

!ComicBook/{{Hawkeye}}
[[quoteright:320:http://static.tvtropes.org/pmwiki/pub/images/Ultimate_Spider-Man_-_Hawkeye_1542.jpg]]
[[caption-width-right:320:]]
->Voiced by: Creator/TroyBaker

* ArcherArchetype: He fights with a bow.
* BadassNormal: No Powers, just skills for this avenger.
* TheComicallySerious: When interacting with Spider-Man.
* CoolShades: Wears red sunglasses at all times to hide his secret identity since he doesn't wear the purple mask anymore.
* DeadpanSnarker: Likes to poke fun at his teammates whenever he gets a chance.
* ICallItVera: Inverted when he gets irritated with Spidey naming his arrows.
* ImprobableAimingSkills: Many of his shots are objectively impossible.
* {{Multishot}}: He can shoot 3 arrows at once with no problem.
* TheTeamNormal: He and Black Widow are amongst the Avengers to lack anything that could count as a superpower.
* TrickArrow: A lot of them. Used as a running gag when Spider-Man tries to find names for them, usually with rather lame results.
* SleevesAreForWimps: While not like a traditional archer in that sense, he seems to fight fine without sleeves.
* YouDontLookLikeYou: His character model got completely revamped between his first and second appearances in order to match up with how he looks in ''Avengers Assemble''. The models look so different that you wouldn't be blamed if you thought they were entirely different characters.

!ComicBook/BlackWidow
->Voiced by: Creator/LauraBailey

An ex-Russian spy and one of the members of the Avengers.

* ActionGirl: Not immediately shown as such, but gets to shine.
* MotherRussiaMakesYouStrong: She's an ex-KGB agent, before she defected to SHIELD.
* RedHeadedHero: She has red hair and she's a hero.
* TheSmurfettePrinciple: Is currently the only female Avenger.
* TheTeamNormal: She and Hawkeye are amongst the Avengers to lack anything that could count as a superpower.
* WomanInBlack: She wears a black SpyCatsuit, although she's one of the good guys.

!ComicBook/TheFalcon
->Voiced by: Bumper Robinson

* BadassNormal: He's an ordinary human whose abilities come from his suit, designed by Stark.
* ClothesMakeTheSuperman: His abilities come from his costume.
* FeatherFlechettes: One of his abilities, via the costume.
* {{Flight}}: Thanks to his costume.
* RazorWings: Again, part of his costume.


[[/folder]]

[[folder:Other Superheroes]]

!ComicBook/{{Wolverine}}
[[quoteright:320:http://static.tvtropes.org/pmwiki/pub/images/UltimateSpiderMan_2_7736.jpg]]
[[caption-width-right:320: You got it good bub.]]
->Voiced by: Creator/SteveBlum

* AntiHero: He's willing to kill or threaten to take down his opponents, and apparently couldn't understand why Spider-Man wasn't gonna kill Sabertooth.
* BadassBaritone: He has a deep, gritty voice. No surprise given who voices him.
* FireForgedFriends: Upon their first meeting, he and Spidey almost ended up fighting due to Wolverine mistaking him for a villain. As the episode goes on, however, they gain respect for each other.
* {{Flanderization}}: Wolverine has always been known for being a AntiHero well-known for his berserker rages and HairTriggerTemper, but this show portrays him as a borderline SociopathicHero with NoSocialSkills who is more than willing to hurt civilians, makes absolutely no effort to even look somewhat normal while in Peter's body, has troubles using a ''cellphone'', and apparently cannot understand the concept of ThouShallNotKill.
%%* GutturalGrowler: Naturally.
* HairTriggerTemper: Wolverine is quick to anger and even quicker to SNIKT-ing things that piss him off.
* HealingFactor: He can recover from injuries that would kill an ordinary person in seconds.
* HeroesPreferRedheads: Hits on Mary-Jane while in Peter's body because he "likes [him] a redhead", probably as a reference to Jean Grey.
* NoSocialSkills: Granted, being suddenly in Peter's body must have disturbed him, but he still didn't put much effort in trying to act like Peter.
* PermaStubble: He's permanently unshaven.
* WolverineClaws: He's the TropeNamer, and it just wouldn't be Wolvie without the retractile adamantium-covered claws.
* WouldNotShootACivilian: Averted; Spider-Man has to restrain him from actually using his claws against Mesmero's mind-controlled minions.

! [[Comicbook/DoctorStrange Doctor Stephen Strange]]
[[quoteright:317:http://static.tvtropes.org/pmwiki/pub/images/Doctor_Strange_USM_01_4186.png]]
[[caption-width-right:317: You may refer to me as Earth's Sorcerer Supreme!]]
->Voiced by: Jack Coleman


%%* BadassBookworm
%%* BadassBeard
%%* BadassCape
%%* BadassTeacher: Teaches Iron Fist.
* {{Bizarrchitecture}}: His mansion is full of non-Euclidian and abstract architecture.
* CallingYourAttacks: He activates his spells by calling the name of the artifacts he channels them from.
%%* CoolTeacher
* DeadpanSnarker: Outwardly brusque, but possessing a very sly sense of humor.
* EldritchAbomination: He keeps one in a box and employs it against other Eldritch Abominations, such as Nightmare.
%%* EnergyBall
* GeometricMagic: His spells conjure InstantRunes when he casts them.
%%* GoodIsNotSoft
%%* KungFuWizard
%%* LargeHam
%%* MasterOfIllusion
* TransformationTrinket: The Eye of Agamotto bestows the majority of his powers.
* VariableLengthChain: The Crimson Chains of Cyttorak, one of his summoned weapons.

! Oliver "Ollie" Osnick[=/=]Steel Spider
[[quoteright:328:http://static.tvtropes.org/pmwiki/pub/images/steelspideredit_2496.png]]
[[caption-width-right:328: Webby? Call me the Steel Spider.]]
-> Voiced by Creator/JasonMarsden

* UsefulNotes/AmericanAccents: Speaks with a Bostonian accent.
* AscendedFanboy: Of Spider-Man.
* BadassNormal: Spider-Man turns down his offer to become his sidekick because of his lack of superpowers, [[spoiler: but Oliver finds ways around that.]]
* BreakTheCutie: Spider-Man turning down his offer, coupled with the mayor's callous treatment of him, [[spoiler: causes Oliver to snap.]]
* CombatTentacles[=/=]MultiArmedAndDangerous: His armor is equipped with four spider-like legs.
* [[spoiler: EvilCounterpart: Becomes one to Spider-Man before his HeelFaceTurn.]]
* HeelFaceRevolvingDoor: Ollie doesn't take Spider-Man's lack of appreciation lightly, [[spoiler:but he ultimately sides with Spider-Man and decides to become Boston's resident hero.]]
* KidSidekick: Tries to become this to Spider-Man.
** KidHero: Graduates to this as the Steel Spider.
* PoweredArmor: The Steel Spider suit, though it's closer to a MiniMecha.
* TeenGenius: To the point where he was able to invent dozens of Spider-Man themed vehicles and gadgets. [[spoiler:And then builds four Tony Stark-style suits of PoweredArmor.]]

!The Guardians of the Galaxy
[[quoteright:310:http://static.tvtropes.org/pmwiki/pub/images/ultimate-spider-man_guardians-of-the-galaxy_edited_7906.jpg]]
[[caption-width-right:310:From left to right: Groot, Drax, Rocket Raccoon, Star-Lord, Gamora]]
-> Voiced by: Chris Cox (Star-Lord); Creator/BillyWest, Creator/TrevorDevall (Rocket Raccoon); Creator/DavidSobolov (Drax); Creator/NikaFutterman (Gamora); Creator/MichaelClarkeDuncan Creator/KevinMichaelRichardson (Groot)

A badass group of galaxy defending heroes, and [[spoiler:Nova's original team.]]

* ActionGirl: Gamora is the sole female member of the team, and a seasoned warrior.
* AdaptationNameChange: Rocket Raccoon, despite his SpeciesSurname, isn't a genetically modified raccoon like in the comics, but an alien species who just happens to look exactly like an Earth raccoon. This is presumably going to be changed with the Guardians' revamped backstories, personalities and appearances after getting their own series.
* BadassCrew: They're a crew of heroes who fight interstellar threats.
* BerserkButton: Rocket Raccoon doesn't like being called a raccoon.
* TheBigGuy: Drax is the team's resident muscle.
* CynicalMentor: Rocket to [[spoiler:Nova.]] With extra emphasis on the cynical.
* HalfHumanHybrid: Star-Lord is half Spartoi.
* LethalJokeCharacter: Groot's just a talking stick who says "I am Groot!" a lot. Until you throw him at the enemy...
* PokemonSpeak: The only words Groot can say are "I am Groot!", but it's implied what he's actually saying is different from what he can say.
* RoyalsWhoActuallyDoSomething: Nova describes Star-Lord as this. Groot may qualify if he share's his comic counterpart's background.

[[/folder]]

[[folder:Web Warriors]]
! First Team
!! [[ComicBook/UltimateSpiderMan Miles Morales]]
[[quoteright:350:http://static.tvtropes.org/pmwiki/pub/images/ultimate_spider_man_miles_morales.jpg]]
->Voiced by: [[Music/ChildishGambino Donald Glover]] (Season 3), [[TheOtherDarrin Ogie Banks]] (Season 4)
* [[AdaptationNameChange Adaptation Alias Change]]: In his first two episodes, he was known as Spider-Man, but he takes on the name "Kid Arachnid" during Season 4.
* AdaptationDistillation: In his second appearance, Mile's backstory is more fleshed out, being a streamlined version of his comicbook origin. Miles' mom knows that he is Spider-Man and his dad was a cop who presumably died in the line of duty.
* AffirmativeActionLegacy: He's African-American and Hispanic rather than Caucasian.
* AlternateSelf: Played with, as he's the [[LegacyCharacter successor]] of an [[ComicBook/UltimateSpiderMan alternate universe's]] Peter Parker. He's also an AlternateSelf to the Miles Morales of the comics, given that his parents are still around and he's still 13. There's also a version of him that exists in this Spider Man's universe, but is a minor character.
* AscendedExtra: While he only had a few episodes to play with in Season 3, he'll have a bigger role in Season 4.
* DarkIsNotEvil: His costume is mostly black with red trims.
* ILetGwenStacyDie: He feels that he could've done anything to prevent the death of the original Spider-Man in his universe.
* InkSuitActor: Redesigned to look a lot more like Glover.
* KidHero: He's thirteen, and is overwhelmed by the responsibility of living up to the legacy of the original Spider-Man of his universe.
* LegacyCharacter: He's the success of his universe is Peter Parker who was killed by the Green Goblin, although like Spider-Man 2099 he feels he is unworthy of upholding that legacy.
* MommasBoy: In ''Miles From Home'', when fighting the Goblin from his Universe, Miles mentions that he is late for a date. The date turns out to be getting a cake for his mom's birthday.
* MythologyGag: This isn't [[ComicBook/SpiderMen the first time]] that a Peter Parker and a Miles Morales have teamed up on a dimension–hopping adventure. [[ComicBook/SpiderVerse And it's not the last, either!]]
* NaiveNewcomer: The first time he's introduced to the Web Warriors, Scarlet Spider makes fun of him.
* OneSteveLimit: Miles is Spider Man in his universe, but Peter Parker is Spider Man in the prime universe. Since only Peter Parker can be Spider Man in his universe, Miles settles on the moniker Kid Arachnid.
* YouCantGoHomeAgain: Not even Dr. Strange has enough power to send Miles back home. Until he does, Miles will have to stay with the Web Warriors.

!! [[ComicBook/SpiderMan2099 Miguel O'Hara]]
[[quoteright:350:http://static.tvtropes.org/pmwiki/pub/images/ultimate_spider_man_miguel_ohara.png]]
->Voiced by: Freddy Rodríguez

* AffirmativeActionLegacy: He is Hispanic, in contrast to his Caucasian predecessor.
* AlternateSelf: He's an alternate version of Miguel O'Hara created for the show.
* ConspicuousCG: Spider-Man 2099 and the 2099 Universe were deliberately animated with CGI in order to create a jarring contrast with the other universes.
* LetsYouAndHimFight: Picks a fight with Peter thinking that he's either [[MythologyGag an evil android or a clone]] mocking Spider-Man's legacy.
* LightningBruiser: While his webs are weaker than Peter's, he's just as strong, even faster, and has claws.
* TenMinuteRetirement: He was on the verge of quitting before Peter restored his confidence.

!! Petra Parker
[[quoteright:350:http://static.tvtropes.org/pmwiki/pub/images/ultimate_spider_man_petra_parker.png]]
->Voiced by: Creator/OliviaHolt

* AlternateSelf: She's a female version of Peter Parker from a different universe.
* DoesNotLikeMen: Downplayed. Petra shows a dim view of boys when Peter arrives. But then again, so does her world's Green Goblin, so it mainly serves to demonstrate [[PersecutionFlip an inverted view on gender in her world.]]
* GenderFlip: She's a female version of Peter Parker.
* {{Irony}}: For initially being very sexist and disdainful of the idea of a Spider-''Man'' she's the only female Spidey out of the Web Warriors.
* LadyLand: The dimension she hails from is one where most of the authority figures and super-powered characters are women and [[PersecutionFlip men are the ones who hit the glass ceiling]], judging by the disdain both Petra and Norma express towards the idea of a male Spider hero.
* MythologyGag: She gets thrown off the Georgia Washington Bridge and Peter catches her with a web-line, much like Gwen Stacy did in the comics.
* OriginalGeneration: She was created specifically for the show's crossover event.
* {{Tsundere}}: She initially sneers at the idea of a male Spider hero and calls Peter a boy who's asking to get hurt by imitating her. After defeating her universe's version of the Green Goblin with his help, however, she affectionately grumps that she'll never live him saving her from falling off the bridge down, and all-but asks him to stay and fight crime alongside her.

!! Peter Porker
[[quoteright:350:http://static.tvtropes.org/pmwiki/pub/images/ultimate_spider_man_spider_ham.PNG]]
->Voiced by: Creator/BenDiskin

* AlternateTooniverse: He's from a Type II WesternAnimation/LooneyTunes-type universe.
* FunnyAnimal: He's an anthropomorphic pig, and also quips at a rate more appropriate to a comic than an animation.
* ToonPhysics: His universe runs on this, unlike the other Spiders' universes.
* YouDontLookLikeYou: When Loki turned Spider-Man into a pig, he had the appearance of Peter Porker from the comics. This Spider-Ham looks like Porky Pig wearing a Spidey costume... complete with the obligatory ShoutOut.

!! ComicBook/SpiderManNoir
[[quoteright:350:http://static.tvtropes.org/pmwiki/pub/images/ultimate_spider_man_spider_man_noir.PNG]]
->Voiced by: Creator/MiloVentimiglia

* AlternateSelf: To the Spider-Man Noir of the comics, who happens to have an enemy called the Goblin, but who can't use his webs for swinging.
* CoatHatMask: He wears a [[BadassLongcoat trench coat]] and [[NiceHat a fedora]] during the first half of his segment.
* DarkIsNotEvil: His costume is mostly black and uses stealth to take down bad guys.
* GutturalGrowler: His voice is raspy and somewhat menacing.
* IWorkAlone: He cuts off the MJ of his world from his life to protect her from his enemies. Spider-Man convinces him otherwise.

!! Spyder-Knight
[[quoteright:350:http://static.tvtropes.org/pmwiki/pub/images/ultimate_spider_man_spyder_knight.jpg]]
->Voiced by: Christopher Daniel Barnes

* AlternateSelf: He's a medieval version of Peter Parker.
* BladeBelowTheShoulder: He has a retractable sword-blade mounted on his right arm.
* BowAndSwordInAccord: He has a crossbow mounted in his left gauntlet and a sword stored in his right.
* CoolHorse: Has a Spyder-Horse as his steed.
* MythologyGag: He's wearing armor that [[WholeCostumeReference resembles]] Spider-Man's Mark III ''Ends of the Earth'' armour.
* YeOldeButcheredeEnglishe: His proper use of Shakespearian grammar is... sporadic.

! Second Team
!! Flash Thompson
[[quoteright:210:http://static.tvtropes.org/pmwiki/pub/images/char_62493_2760.jpg]]
[[caption-width-right:210:]]
->Voiced by: Matt Lanter

A fellow Midtown High student who has been mercilessly picking on Peter throughout a good part of both of their lives. For a time, this continued even after [[MuggingTheMonster Peter became Spider-Man]]. Though it didn't seem like it would happen, [[CharacterDevelopment Flash ends up learning his lesson the hard way when his bullying comes back at him in a near-deadly fashion]]. Afterwards, he and Peter become friends, if somewhat reluctantly on Peter's part.

A big fan of Spider-Man, Flash has always idolized him, even when he was still picking on Peter. [[spoiler:In Season 3, Flash decides he wants to take the leap into being a Hero. Though he goes through some rough spots, he eventually finds his calling when he accidentally bonds with the Venom Symbiote... again, but on a more ''permanent'' basis.]]

* AscendedExtra: He start as the classic bully with a CharacterDevelopment, but as [[spoiler: Agent Venom]], he get more screentime in Season 3 and is the only character from the school that make regular apparitions.
* AscendedFanboy: He always did [[HeroWorshipper admire and look up to]] [[LovesMyAlterEgo Spider-Man]], but once he [[spoiler:bonds to the Venom Symbiote, he can't overstate how awesome it is to finally be able to he a Hero just like him. By episode's end, Spidey convinces Fury to train Flash like he was, at which point, Flash adopts the name Agent Venom.]]
* BoisterousBruiser: A side of him shown in Season 3's ''"Agent Venom"''. [[spoiler:Subverted at first when he tries to take on a Venomized Scorpion, complete with CatchPhrase, as it doesn't go over too well. Played much straighter the next day when the piece of Venom attached to his shoe transforms him in the deadly altercation with the Beetle and he proceeds to kick ass pretty much throughout the rest of the episode.]]
* TheBully: Starts the show out as this, but grows out of it through CharacterDevelopment over time.
* CatchPhrase: Coins one in his battle against Venom Scorpion, but it doesn't really work well since he says it ''after'' Spider-Man saves him from his own misplaced "heroism". [[spoiler:After bonding with the Venom Symbiote, he says it again whilst [[CurbStompBattle owning Beetle]] where it comes off as ''much'' more fitting.]]
-->[[spoiler:'''Flash:''' You just got ''bit''!]]
* CharacterDevelopment: Throughout the Series, Flash has gone through CharacterDevelopment shown primarily through his [[CharacterFocus Focus Episodes]]: ''"I am Spider-Man"'' where he stops bullying Peter, ''"The Rhino"'' where he stops bullying ''period'', [[spoiler: and ''"Agent Venom"'' where he learns being an actual Hero is tougher than it looks, culminating in his transformation into the Hero, Agent Venom, by the end of the episode.]]
* ClingyCostume: Not actually a costume. [[spoiler:Nonetheless, according to Dr. Conners, the Symbiote has found a perfect host in Flash, and as such, bonded to him on a genetic level. This means he can ''never'' remove Venom from himself. A fact Flash takes very well, as he never wanted to remove it in the first place.]]
* ClothesMakeTheSuperman: In a sense. [[spoiler:Though the Venom Symbiote isn't actually ''clothes'', it does provide Flash with armor, which he adds to by appropriating some of Beetle's armor, giving him his iconic look plus missile launchers. [[ClingyCostume Thing is, these particular "clothes" can never come off since they are bonded to his very genetic being]].]]
* CowardlyLion: Surprisingly though, during Season 1's ''"I am Spider-Man"'', he does try to save Peter after a statue falls on him (though Peter's SuperStrength secretly does most of the work), showcasing a more heroic and selfless side [[spoiler:that would become more promenent in Season 3.]]
* CurbStompBattle: [[spoiler:After acquiring the Venom Symbiote, Flash dishes out these to Beetle nearly every time they confront during that episode. Beetle manages to temporarily subdue him with his sonic wave attack, but once Spidey takes away that upper-hand, Flash goes right back to Curb-Stomping him.]]
* DarkIsNotEvil: As [[spoiler:Agent Venom]] in Season 3.
* {{Determinator}}: In Season 3, Flash develops this mentality after Spidey's new-found success as an Avengers member.[[spoiler:Even after his failure against Venom Scorpion where Spidey tells him [[NeverBeAHero to go home and stop trying to be like him]], the next day, he comes into the school from practicing against tackling dummies in his football gear, having not given up on his dream to be a Hero. This behavior serves him well once he bonds to the Venom Symbiote.]]
* DirtyCoward: Most versions of Flash are rather hot-headed and brave {{Heroic Bystander}}s. This one, on the other hand, when facing [[MoreTeethThanTheOsmondFamily Venom]], was so scared that he had no problem with trying to offer Peter as a snack to save himself. Similarly, when Taskmaster trapped him and Harry inside the school, he had no qualms about leaving a defenseless Harry behind. [[spoiler:He loses this trait after gaining the Venom Symbiote in Season 3.]]
* DistressedDude: Many times throughout the Series. Notable examples include when the Trapster thinks he's Spider-Man in ''"I am Spider-Man"'', when he is harassed by the titular Rhino in ''"The Rhino"'' [[spoiler:and during ''"Agent Venom"'' when he gets in over his head facing against the Venomized Scorpion and when the Beetle goes after him to retrieve a piece of the Symbiote that hitched a ride on his shoe. After bonding with said piece and gaining the power to take care of himself, he ''immediately'' starts averting this Trope.]] In all cases, Spider-Man/Peter has to help/bail out/rescue Flash from whatever Distress he gets himself into.
* DumbJock: He doesn't do so well in school, gets D's in English, and cannot understand science terms.
* {{Foil}}:
** Though they rarely interact, he is in fact a {{Foil}} to Harry, especially regarding their relationships to Peter. Whereas Harry and Peter are friends, Flash has bullied Peter throughout most of their adolecent lives. On the flip-side, Harry manifests a grudge against Spider-Man[[note]]partly because he uses Spider-Man as a scapegoat for his own problems[[/note]] while Flash considers himself Spidey's biggest fan. When Flash becomes more amicable towards Peter, Harry becomes more distant (though they do patch things up before long). They're even {{Foil}}s ''financially''! Harry is rich, but humble enough not to flaunt it[[note]]limousine rides and a random "richboy" party aside[[/note]], whilst Flash is extremely [[MilesGloriosus boastful]] to hide the fact that he's dirt poor. They even share [[TalkingToHimself voice actors]]!
** [[spoiler:Unlike Harry, Flash is able to maintain complete control of the symbiote, and successfully become a hero with it.]]
* FreudianExcuse: It's revealed in ''"The Rhino"'' that his family apparently has almost no money, and possesses only a gas station as a home, not to mention his parents are rarely home. It's also hinted he acts the way he does to look cool and hide this.
* GreenEyedMonster: Flash is very jealous of Peter's friendship with Harry Osborn. [[spoiler: After becoming Patrioteer, Peter considers Harry for SHIELD Academy, something Flash is less than thrilled about. It's obvious he wants to be seen as Peter's best-friend and feels threatened with Harry taking his spot. Justified as Harry was Peter's friend while Flash was the bully. However, Peter makes it clear he now considers Flash a good friend and [[ItsAllMyFault feels responsible for landing him and Harry in a coma]]. Peter is really worried about Flash's condition and seems relieved when Ben tells him Flash is on the road to recovery.]]
* HeroicWillpower: Thanks primarily to his anchor in Spider-Man, he shows this throughout ''"Agent Venom"'' with two notable instances: [[spoiler:first when Beetle's sonic attack causes him to begin losing control for the first time and second when Taskmaster has him pinned, trying to electrocute the Symbiote off of him.]]
* HiddenDepths: He's very afraid of tarnishing the name of Spider-Man and wishes that he could be like him, as shown in ''"I Am Spider-Man"''.
** [[spoiler:In Season 3, when Spider-Man implores Flash to give up the dangerous Venom Symbiote as he has too much to live for, Flash tells Spidey that he knows very well that he has nothing, explaining to him how he's dreamed of something extraordinary happening to him so he could become a Hero and a somebody like Spidey.]]
* HotBlooded: Tries to act like this, [[DirtyCoward but it's really a front]].
** [[spoiler:However, in Season 3, once he starts trying to become a Hero and ''especially'' once he gains the Venom Symbiote, his [[HotBlooded Hot Bloodedness]] comes off as much more earnest and sincere.]]
* IJustWantToBeSpecial: Thanks in due part to his hero Spider-Man joining the Avengers and gaining popularity and respect, Flash decides he wants to be a Hero just like Spidey. [[spoiler:When he bonds with the Venom Symbiote, he becomes ecstatic at the possibilities and opportunities it presents, praising the ability to finally become a Hero. When Spider-Man tells him to give up the Symbiote because it's too dangerous, Flash admits that he's been dreaming of something like this happening to him so he can finally be something other than a have-nothing nobody.]]
* InferioritySuperiorityComplex: Before his CharacterDevelopment, Flash walks around as if he's a bigshot with everything from the cool car to the letterman's jacket. When [[TheDogBitesBack Alex Destroys his car]] he is visibly mortified for all of two seconds before nervously stating that a guy like him could easily just get another one.Later in the episode he reveals [[spoiler: he doesn't have money or the ability to buy a fancy car on a whim. He lives in a rundown apartment, his parents are never home and he acts superior to everyone at school because of all this.]]
* InnocentlyInsensitive: In Season 3's episode "Rampaging Rhino'', [[spoiler: Flash attempts to give Alan, who is now permanently stuck in Rhino form, a pep-talk by telling him that he's made the most about his own transformation by training with Shield. Alan, finding out that his former bully is now a superhero, takes it as Flash pouring salt on his wound.]]
* InstantExpert: Immediately after Flash [[spoiler:bonds with the Venom Symbiote, he exhibits full control over it, averting PuppeteerParasite unlike most of its other hosts, and also averting HowDoIShotWeb by showcasing abilities like being able to absorb and redirect a volley of mini-grenades and incorporating pieces of Beetle's armor onto himself. He only shows signs of losing control when Beetle lets out a sonic attack and when Taskmaster pins him and electrocutes him, both times until Spidey's encouragement and intervention come into play. Then he goes back to "pwning". The end of the episode implies this is in part due to Flash's HeroicWillpower, and also primarily because the Symbiote considers Flash its perfect host and has bonded to his very DNA[[note]]just like how Peter's DNA was altered thanks to the spider-bite[[/note]]. [[SuperpowerfulGenetics Basically, he's predisposed to Venom, which is how he masters it so quickly and effortlessly]].[[labelnote:*]]Of note, he was the first person to be possessed by the first Venom Symbiote. [[FridgeBrilliance Whether that has anything to do with his affinity towards it]] is left unstated.[[/labelnote]]]]
* {{Jerkass}}: At first was the classic jerk bully, but he largely gets past this during/after Season 2 and in Season 3 he is becomed an almost full NiceGuy.
* JerkJock: Even more so than any of his other incarnations, as he still has yet to show any redeeming qualities besides being a Spider-Man fan. He's such a jerk that, when Spidey goes through a GoodAngelBadAngel case, even the ''Good Angel'' was in favor of leaving him.
* JumpedAtTheCall: Due to a combination of the CharacterDevelopment he went through in his [[CharacterFocus Focus Episodes]] and Spidey's successful stint as an Avenger, Flash decides he wants to be a Hero just like Spidey, [[spoiler:taking up the moniker ''[[ComicBook/ScarletSpider The Scarlet Spider]]''. Though he's no match for anything serious and has to be saved by Spider-Man ''again'', he unknowingly acquires a piece of the Venom Symbiote which triggers at school the next day when Spider-Man tries to protect him from Beetle, who's after said piece. This transformation seems to completely agree with him[[note]]Good thing, too, as the Symbiote considers Flash its perfected host and has bonded to him completely, right down to his DNA, [[ClingyCostume so he can]] ''[[ClingyCostume never]]'' [[ClingyCostume remove it]][[/note]] as he's not only able to back Spider-Man up, but by and large, Beetle's no match for the newly-Venomized Flash. By episode's end, Spidey convinces Fury to take Flash in as an apprentice Hero and Flash adopts the name "Agent Venom".]]
* LargeHam: Though he tries to act cool, tough, and collected, he tends to go through quite a few bouts of Hammyness when under the right circumstances, like when there's danger and/or when he's being chased (often accompanied by [[ScreamsLikeALittleGirl girly screams]]). [[spoiler:After becoming Agent Venom, his newly-found inner BoisterousBruiser leads him to be quite Hammy when he is showing off.]] Also of note, he's prone to the occasional exaggerated facial and body expressions that wouldn't be out of place coming from an Anime Character, like when he runs onto the school bus away from the charging Rhino [[spoiler:or when he tries in vain to get the Venom Symbiote to leave his body]].
* LetsYouAndHimFight: In ''"Agent Venom"'', Spider-Man, unable to convince Flash to [[spoiler:give up the Venom at first, decides to take it off by force. This, of course, leads to a fight between the two. Though Spider-Man never really loses the upper-hand, Flash, surprisingly, is able to tenaciously hold his own. The fight ends when Taskmaster uses the distraction to launch a grenade, breaking them up and, once again, ''[[ForegoneConclusion of course]]'', they work together to take down their adversaries.]]
* TheLoad: During the fight with the Venomized Scorpion, [[StopHelpingMe Spidey constantly tells Flash to go home, while Flash constantly replies that he was just trying to help]]. [[spoiler:He gets ''much'' better after bonding with the Venom Symbiote.]]
* LockedIntoStrangeness: According to Dr. Connors, [[spoiler:Venom has bonded with Flash to the point that it would be impossible to separate them. Flash takes it quite well, though.]]
* LovesMyAlterEgo: Even though he constantly bullies Peter up until ''"I am Spider-Man"'', he's always loved Spider-Man since day one and considers himself to be Spidey's number-one fan.
** [[spoiler:When Flash finally learns his secret identity he has a minor HeroicBSOD but he gets out of it pretty quickly.]]
* LowerClassLout: As we learn in ''"The Rhino"'', it turns out Flash is this. He starts getting better after the events of the episode.
* MilesGloriosus: The facade that he puts on to make himself seem better than he is. He gets better about this after the Rhino incident in Season 2. [[spoiler:In Season 3, this trait evolves into that of the BoisterousBruiser once he acquires the Venom Symbiote.]]
* MuggingTheMonster:
** Picks on Peter Parker.
** Finally gets his comeuppance when he tries to bully Wolverine in Peter's body, which ends with Logan beating the tar out of him.
** Played with more darkly in ''"The Rhino"'' when his bullying of Alex leads Alex to steal and take a formula that turns him into said Rhino and seek revenge against his tormentor.
* MyGodWhatHaveIDone[=/=]HeelRealization: It took a while to sink in, but Flash finally goes through this once he's processed that he was being chased and threatened by Rhino/Alex as revenge for being bullied by him. It's after this that he becomes noticeably nicer and stops bullying others all together.
* MythologyGag: He's the first person to get infected by the [[ComicBook/{{Venom}} Venom Symbiote]]; in the comics, he's the current host for it.
** [[spoiler:He also becomes Agent Venom in the show as of Season 3.]]
** In "Agent Venom", his wannabe hero name is "Scarlet Spider".
* NeverBeAHero: In the beginning of ''"Agent Venom"'', Spider-Man tells Flash to go home and stop trying to be a Hero. [[JustifiedTrope In this case though]], [[ItMakesSenseInContext it makes plenty of sense in context]]. As well meaning as he may be, Flash has no powers and no formal training and is only a liability to himself and anyone else; Spider-Man just doesn't want him to get himself hurt or killed.
** [[spoiler:After bonding with Venom, Spidey tries to get Flash to give it up despite Flash's protests that [[IJustWantToBeSpecial he's dreamed of something like this happening to him]] and that [[JumpedAtTheCall the Venom chose him and it's his destiny]]. [[LetsYouAndHimFight They fight]], but in the end, [[TenMinuteRetirement Spidey convinces Flash to give it up]] [[TheCallKnowsWhereYouLive only to find out]] that he ''[[ClingyCostume can't]]''.]]
* ParentalAbandonment[=/=]ParentalNeglect: When Spider-Man visits his home in ''"The Rhino"'', we find out that he and his family live in an abandoned Car Gas and Service Station. Flash tells Spidey that his parents aren't home at the moment before admitting that they're actually hardly ever there at all.
%%* PopularIsDumb
* PoweredArmor: Flash manages to [[spoiler:assimilate parts of the Beetle's armor into the symbiote]].
* ProgressivelyPrettier: Thanks to each Season's slightly differing Art Styles, Flash noticeably looks better with each passing Season. He looks more like a stereotypical bully with a stockier build in Season 1, then Season 2 makes him look more youthful than previously, culminating in Season 3 where more emphasis is put onto his height and muscular build making him look more genuinely older and mature, [[spoiler: just in time for his [[AscendedFanboy heroic ascension]] into Agent Venom.]]
* ScreamsLikeALittleGirl: Often happens when he finds himself in danger.
* ScrewThisImOuttaHere: Whenever things get dangerous, he always [[DirtyCoward runs away]] to make sure he doesn't end up in the recieving end of one of a CurbStompBattle.
* TenMinuteRetirement: After Flash [[spoiler:bonds with the Venom symbiote in ''"Agent Venom"'', Spider-Man spends the rest of the episode trying to convince Flash to give it up. Though he resists at first, he agrees towards the end, only to find that he can't remove the Venom. After Dr. Conners explains why, Fury locks him up, citing Venom being too dangerous as the reason. Spidey talks Fury into training Flash like he trained him and Fury does so under the condition that he stays on the Tri-Carrier for the time being. And thus, "Agent Venom" was born.]]
* ThirdPersonPerson: As part of his [[MilesGloriosus haughty routine]], he occasionally refers to himself as "Flash" in the third person.
* TookALevelInBadass: In Season 3, not only does he show more drive with trying to become a Hero, even if his heroism is misplaced and he's way out of his league, but once he [[spoiler:gains the power of the Venom Symbiote, he definitely proves his new-found Badassitude is legit by effortlessly tearing into Beetle, even going as far as to rip out some of Beetle's armor and missile launchers and absorb them, making them his own.]]
* TookALevelInKindness: Played straight after the episode ''"The Rhino"'' where he has an HeelRealization. Of course, when we see him again in "Agent Venom", Peter was still trying to get used to the new Flash.
* VillainTakesAnInterest: Just like with Spider-Man, Taskmaster tries to recruit Flash onto his side with the promise that he'd make Flash bigger than Spider-Man. [[spoiler:He even notes that Flash is "Tall, Powerful, and with a chip on your shoulder". Flash refuses of course, and Taskmaster gives up on him like he did Spider-Man.]]
* WalkingSpoiler: Notice something here? [[spoiler:He bonds to the Venom symbiote in the third season.]]
* WrongSideOfTheTracks: Spidey tracks Flash down in order to protect him from the rampaging Rhino, only to find out that Flash and his ([[ParentalAbandonment mostly absent]]) family live in an abandoned Car Gas and Service Station.
* YouCantGoHomeAgain: [[spoiler:It doesn't look like he's returned to Midtown High yet, likely for his own safety.]]

!!Amadeus Cho
[[quoteright:350:http://static.tvtropes.org/pmwiki/pub/images/ultimate_spider_man_amadeus_cho.png]]
->Voiced by: Creator/EricBauza

* AlwaysSomeoneBetter: Peter was once the smartest kid in school before Amadeus moved in, hence explaining their academic rivalry.
* DrivesLikeCrazy: Scarlet Spider thinks his piloting skills need work.
* KarmaHoudini: He ends up accidentally causing the reawakening of Arnim Zola, but Spider-Man takes the blame not wanting Amadeus to get kicked out of S.H.I.E.L.D.
* PoweredArmor: He inherits the Iron Spider armour. But without it, he's a bit of a NonActionGuy.
* SuperGullible: For all his intelligence, Amadeus seems to be a little on the suggestible side. He clearly believed Jameson's rants about Spider-Man being a "menace," and even bought Taskmaster's lie about Spidey stealing the Iron Spider armor from him, despite the villain having no evidence to support his claim.
* TeenGenius: He has an IQ even greater than Peter's. In fact, it's stated numerous times that he's literally the ''seventh most intelligent being on the planet.''

!! The ComicBook/ScarletSpider
[[quoteright:350:http://static.tvtropes.org/pmwiki/pub/images/ultimate_spider_man_scarlet_spider.PNG]]
->Voiced by: Scott Porter

A mysterious new character appearing at the start of Season 4, with a MysteriousPast, [[JerkWithAHeartOfGold a bad attitude]] and a history with Doc Ock, who claims to be 'the first Spider'. After saving Peter's life and helping him defeat Ock and HYDRA, he reluctantly joins the Web Warriors.

----
[[hardline]]

* TheAce: As Kraven and Ock find out the hard way. He mows through HYDRA's Goblin Soldiers, isn't even slightly fazed by bouncing off cars and buses hard enough to dent them, is more than happy to pick a fight with Venom, picks up how to fly the Spider-Jet in no time at all, better than the guy who built it, and is excellent at improvising weaponry.
* AcePilot: Somewhere along the line he learned how to fly very, very well. When Flash asks him about it, he just chuckles darkly and says nothing.
* ArchEnemy: He ''hates'' Ock and with good reason. It's quite clear that, even if since it's a kids show and he's a good guy they can't come out and say it, he wants very badly to kill Ock. [[spoiler: It's a front: he's really TheMole for Ock.]]
* TheAtoner: Somewhat. He did something unspecified and terrible and has since lived in self-imposed exile. [[spoiler: Averted, as its all part of his act as he's helping Ock to defeat Spider-Man. Then Played Straight when performs a HeelFaceTurn and a HeroicSacrifice in atonement for acting as the mole for Ock.]]
* BecomingTheMask: [[spoiler: Ock sent him to infiltrate the Web-Warriors. Unfortunately for Ock, this ultimately led to Scarlet pulling a HeelFaceTurn and a HeroicSacrifice.]]
* BerserkButton: Otto Octavius in general. [[spoiler: It's an act as he's really working for Ock.]]
** He also hates getting wet, persistently complaining about it in "Force of Nature." Though as Spidey points out..
--> '''Spidey:''' [[CrowningMomentOfFunny You hate everything.]]
* BladeBelowTheShoulder: Like his comic book counterpart he can project stingers from his wrists, much to both Peter and Kraven's surprise.
* BrutalHonesty: When Peter starts agonizing [[spoiler: about how he needs to save the city]] in the 4th season premiere, he points that Spidey couldn't even save himself, having just saved his life.
* {{Catchphrase}}: he uses the word 'punk' a lot, probably in the place of his canon counterpart's [[SirSwearsALot swearing.]]
* CloningBlues: Possibly. While he could be a CompositeCharacter, he seems to know far too much about Spidey and where his powers came from for that to be the case. Furthermore, [[ComicBook/ScarletSpider the character he is very heavily based on]] was Spidey's clone in canon and like this version, believed [[SuperPoweredEvilSide (not entirely without justification)]] that he was a monster and had a long term enmity with Octavius. There are also further hints with Ock declaring 'I created you!' and hints that Scarlet is a bit of a freak beneath the mask, like Kaine's genetic degeneration.
* CompositeCharacter: ''Might'' be this for [[ComicBook/ScarletSpider Kaine Parker]], Peter's formerly evil and reluctantly heroic clone, and Ezekiel. While he's got the colour scheme, the powers and the [[GoodIsNotNice attitude]] of Kaine [[spoiler: and as revealed by "Force of Nature", a degree of his scarring, and cropped hair]] and the belief that he's a monster, he alludes to being 'the first spider'. On the the other hand, Ock refers to him as a failed experiment which he created and Scarlet himself notes how Ock experimented on him, adding that he was never raised by anyone and that he doesn't actually have a real name. Ock having Spidey at his mercy appears to be a significant BerserkButton. The fact that he and Ock hate each other is something that comes from Kaine, however, as is his peculiar protectiveness of Spidey. [[spoiler: At the end of "Force of Nature", Aunt May names him Ben. So he's also one for Ben Reilly, Spiderman's first clone. So in a way he might be a CompositeCharacter for Kaine and Ben, both clones of Peter and both taking the title Scarlet Spider.]]
* CynicismCatalyst: Episode 6 hints that somewhere along the line, he was betrayed by his friends, explaining why he doesn't really trust anyone.
* DarkerAndEdgier: He's gruffer than Spidey, he wears red and black, he has [[BladeBelowTheShoulder wrist spikes]] and he's perfectly happy to go for an opponent's [[EyeScream eyes]].
* DarkAndTroubledPast: Ock tortured and experimented on him, claiming to have 'created' him (though whether this is merely in terms of giving him his powers or cloning him is another matter entirely), and there's ''something'' he did in his past that makes him see himself as a monster and live in self-imposed exile in the sewers. Also, he had friends in the past and they betrayed him. [[spoiler: "Force of Nature" heavily implies the clone hypothesis is correct, what with Scarlet remarking that he wasn't raised by anybody and he doesn't actually have a real name, plus his bonding with May. Also, when his mask is removed, he looks a lot like Peter. After "The New Sinister 6, Part 1", it's revealed he's really helping Ock, so who knows how much of this is true. "The New Sinister Six Part 2" states pretty clearly that Ock took him off the streets and gave him everything, hence why he's loyal to him. After Spidey and May repeatedly appeal to his better nature and Ock reveals that the cares for no one but himself, Scarlet switches sisdes and performs a HeroicSacrifice.]]
* DarkIsNotEvil: the colors of his costume are black and a darker shade of red and acts aloof all the time. But is one of the heroes. [[spoiler: In reality, he's really in league with Ock, but it ends up Double Subverted when it is shown that he really is noble on the inside and cares for Aunt May.]]
* DeadpanSnarker: Much darker and much more deadpan than Spidey, but it's there.
* TheDragon: [[spoiler:Was secretly Ock's main lackey, but after all Aunt May had shown him, and finding out Ock doesn't care for him, he turns against him for good]].
* {{Expy}}: he can be compared to Skaar from [[WesternAnimation/HulkAndTheAgentsOfSMASH Hulk and the Agents of S.M.A.S.H.]], Both are new characters of unknown background who join a team of the same theme and powers, Both can slash with blades and finally [[spoiler:Both are were moles who work for scientist [[BigBad Big Bads]], But later redeemed themselves]] and in higndsight both shows are made by the same company.
* {{Foil}}: He's a mirror image of Spidey, with the same powers (mostly), a dark version of his origin (and his costume), considering himself to be a monster and a freak, isolating himself from others in a fashion not unlike Spidey prior to the series beginning, he doesn't have much of a sense of humour and relatively speaking, he is TheQuietOne, who would much prefer to fight than talk.
* GoodIsNotNice: His first action on appearing is to save Peter's life. His second action is to bluntly inform him that he's unlikely to be able to save the city since he couldn't even save himself. [[spoiler: Then again, [[SubvertedTrope he wasn't really good to begin with.]]]]
* HairTriggerTemper: Will happily start a fight at the drop of a hat.
* HeadButtingHeroes: He and Flash quickly take a dislike to each other and Spidey more than once has to prevent them from getting into a fight.
* HeroicSacrifice: [[spoiler: At the end of "The New Sinister Six Part 2", he shoves May and Peter in an escape pd to get them clear of Octopus Island, then controls it into a manged descent into the Hudson so it won't hurt anyone when it crashes.]]
* IWorkAlone: This is his whole mentality, and isn't accustomed to the whole "team" thing. He only agrees to stay with the Web Warriors until he gets a shot at Doc Ock. [[spoiler: In reality, he has no problem working with others as he's really in league with Ock as his mole and is part of Ock's Sinister ''Seven''.]]
* JackBauerInterrogationTechnique: Apparently, that's his main approach. Scarlet looks forward to the "[[TortureAlwaysWorks Jack Bauer]]" part of it more than the answers.
* JerkassFacade:
** He's not quite as much of a jerk as he pretends to be, [[NotSoAboveItAll quoting Spidey's 'spiders stick together' line back at him at the end.]] Also, despite his repeated claims that everyone should look out for themselves and that they should leave [[spoiler: a symbiote free Flash]] behind because he's slowing them down, he's seen carrying the latter and carefully propping him against a wall.
** In "Force of Nature", May sees straight through it, pointing out that if he was as much of a cynical, selfish ass as he pretended to be, he wouldn't be there to help someone he didn't even know.
** [[spoiler: Subverted in "The New Sinister 6, Part 1", as if anything, he's really a worse jerkass than he seems as he's in league with Octavius. He ends up performing a HeelFaceTurn and a HeroicSacrifice, however.]]
* JerkWithAHeartOfGold: He has a very bad attitude, he'll start a fight at the drop of a hat and at first subscribes to a doctrine of 'don't get involved', with Spidey only talking him into doing so by pointing out that if Scarlet helped, he'd likely get a shot at Ock. [[spoiler: It's really JerkWithAHeartOfJerk as he's in league with Ock and is his mole, But turns out to be more of a Jerk with A Heart of Jerk with A Heart of Gold.]]
* KnightInSourArmour: Reluctantly joins Spidey in taking down Ock and HYDRA, then [[spoiler: comes back to save the Web Warriors. All part of the plan to endear himself to the Web Warriors as part of his cover]]. Ends up, with some encouragement and [[spoiler: a HeelFaceTurn, BecomingTheMask.]]
* LighterAndSofter: It's safe to say he will be this compared to his [[ComicBook/ScarletSpider canon counterpart]], who has little problem killing, torturing or maiming criminals, thanks to the nature of the show.
* MadeOfIron: Bouncing off cars and buses hard enough to dent them doesn't even faze him.
* TheMole: [[spoiler: His hatred for Doctor Octopus is a front and he's really working for him.]]
* MoralityPet: Takes a liking to both Aunt May and Peter. [[spoiler: While he does betray Spider-Man and working for Ock, He still cares for Aunt May, and won't harm her to get the key Octavious needs.]]
* MysteriousPast: Apparently a considerable portion of Season 4 will be dedicated to figuring his out. On a more general note, where has he been all this time? And what has he been up to?
** Episode 2 reveals that he's a former subject of Ock's experiments, the he has been living in the sewers ever since he escaped and that he's done something that he can't forgive himself for. He's also peculiarly protective of Spidey.
** Episode 6 reveals that he has ''major'' trust issues and doesn't believe that (after being kidnapped) Spidey will bother coming for him, repeatedly saying that friends abandon you.
** In Episode 9, he doesn't even remember his true name, so Aunt May decides to give him the name [[spoiler:Ben, after her late husband]].
** In Episode 10, [[spoiler: it's revealed that he's really TheMole for Ock.]]
** In Episode 11, [[spoiler: it's revealed that Ock took him off the streets and gave him his powers, hence Scarlet's loyalty to him - though he does make a HeelFaceTurn once it becomes clear that Ock doesn't care about him and Spidey and May spend the entire episode pushing his buttons and pleading with him.]]
* NamesTheSame: [[spoiler: InUniverse, Flash previously (and briefly) took up the Scarlet Spider name as a wannabe hero.]]
* NeverFoundTheBody: [[spoiler: After his HeroicSacrifice.]]
* NotSoAboveItAll: Quotes Spidey's [[IncrediblyLamePun 'spiders stick together']] line back at him at the end.
* ThePigPen: He's spent who knows how long living in a sewer and has the smell to match, as more than one character remarks.
* RedAndBlackAndEvilAllOver: A subversion. His color scheme fits the bill and he's not exactly Mister NiceGuy, but he's a hero. [[spoiler: In reality, it's Double Subverted, as he's really working for Doctor Octopus then, but gets Triple Subverted by his HeelFaceTurn.]]
* RedEyesTakeWarning: As with his canon counterpart, his costume has big red eyes and he's not to be trifled with...[[spoiler:and he's one of the bad guys]].
* RedemptionEqualsDeath: [[spoiler:Pulls a HeelFaceTurn after Peter and Aunt May appeal to him, then pulls a HeroicSacrifice that saves New York]].
* SociopathicHero: he reacts with notable glee when the chance for some 'interrogation' comes up. He also comes out with the immortal line, "Finally, something I can slash." [[spoiler: He's really just TheSociopath as he's in league with Ock to betray Spider-Man.]]
* SourSupporter: He'll follow Spidey anywhere, complaining the whole way. But complaining or not, he'll still follow him, at least until he gets the first shot at Doc Ock. [[spoiler: Or get Spidey to Ock]]
* ThisIsUnForgivable: He ''really'' doesn't like being betrayed. [[spoiler: Then again, he has no problem ''doing'' the betraying...]]
* VitriolicBestBuds: Seems to grow into this with Flash, happily sparring with him. [[spoiler: It's a ruse, considering he's in league with Ock - though his reluctance to actually hurt Flash when they finally get into it, despite being more than capable of doing so, speaks volumes.]]
* WalkingSpoiler: [[spoiler: Episode 10, "The New Sinister 6, Part 1" is a WhamEpisode that reveals that his hatred for Ock is a ruse, and he is the true mole for Ock as he betrays Peter to Ock and unmasked Peter in front of the villain, before pulling a HeelFaceTurn in Episode 11 and performing a HeroicSacrifice.]]
* WolverineClaws: His stingers function as these, much to Kraven's surprise.
* WrongSideOfTheTracks: He lives in an AbsurdlySpaciousSewer. As a result, he smells.

[[/folder]]

[[folder:Other Characters]]
! Aunt May Parker
[[quoteright:210:http://static.tvtropes.org/pmwiki/pub/images/char_64879_6815.jpg]]
[[caption-width-right:210:]]
->Voiced by: Misty Lee

* AdaptationalBadass: She's significantly more energetic, combative and capable of defending herself than most versions of the character.
* AgeLift: She is noticeably younger looking then most portrayals.
* BadassBystander: She saves Coulson and Spider-Man from the Beetle.
* BadassNormal: Not on the level of a superhero, but she can still keep up.
* CoolOldLady: She has a job and does yoga, bowling, and cooking class.
* GrandmaWhatMassiveHotnessYouHave: Here Aunt May is a real looker, and catches the attention of Agent Coulson.
* MamaBear: Well, aunt technically, but when Peter (as Spidey) was in danger from The Absorbing Man in "Contest of Champions: Part Three", she jumped in with a series of martial arts blows to protect him. [[NoSell It didn't really do anything other than piss The Absorbing Man off]], but she gets points for the effort.
* NeverMessWithGranny: The Beetle learned the hard way that she doesn't make for a very good hostage.
* ParentalSubstitute: Peter will proudly proclaim her to be as good as, if not better than, anyone else's parents and Sam becomes attached to May due to never having had parents.
* SecretSecretKeeper: [[spoiler:In "Contest of Champions: Part Three", she reveals she knew Peter was Spider-Man.]]


!Mary Jane Watson
[[quoteright:319:http://static.tvtropes.org/pmwiki/pub/images/Ultimate_Spider-Man_animated_Series_Disney_XD_06_3117.jpg]]
[[caption-width-right:319:]]
->Voiced by: Creator/TaraStrong

%%* BadassBystander
* ChildhoodFriend: To Peter.
* ChildhoodFriendRomance: Subverted. She and Pete jumped the gun when they were young and ended up being grossed out at the prospect of dating.
* ChuckCunninghamSyndrome: No longer appears after Season 2.
* {{Expy}}: A lot of fans feel like she bears more similarities with a younger [[Franchise/{{Superman}} Lois Lane]] rather than the traditional portrayal of Mary Jane.
* FearlessFool: Played with, while documenting Spidey and Hulk fighting an electric monster she is clearly terrified but it doesn't stop her from still filming the whole thing. Later she goes to a Intern Interview at the Daily Bugle despite knowing that JJJ has a very angry Beetle coming for him, Even JJJ wasn't brave or foolish enough to do that, opting instead to do the interview via telecom.
* FieryRedhead: It would be best for all involved to just let her have her way.
* GroinAttack: Deliver one to poor Trapster in "I Am Spider-Man".
* HotScoop: Aspires to work for the Bugle by way of an exposé on Spider-Man.
* OutOfFocus: Compared to Team Spidey, at least. See the number of tropes for her, and number of tropes on other characters.
* TheBusCameBack: Appears for the first time since the second season in the first episode of "The Symbiote Saga."

!J. Jonah Jameson
[[quoteright:324:http://static.tvtropes.org/pmwiki/pub/images/Ultimate_Jonah_Jameson_3640.jpg]]
[[caption-width-right:324: Spider-Man's a menace!]]
->Voiced by: Creator/JKSimmons

* AdaptationalVillainy: Not a villain, but this Jonah Jameson has been Flanderized to the point his HiddenDepths are practically gone, and unlike his comic book counterpart [[BadBoss seems to have very little regard for the security of his employees]]. His hatred of Spider-Man also is a lot less justified and a lot more hypocritical.
* BlatantLies: Regarding Spider-Man; [[PunctuatedForEmphasis Every. Single. Word.]] Since Spider-Man's reputation took a turn after joining the Avengers, everything Jameson says is very much now an invitation for death-threats.
* BullyingADragon: Publically insulted and provoked ''[[ProfessionalKiller the Beetle]]'' into coming and getting him, with a predictable reaction. Downplayed in that [[spoiler:he was at least smart enough to not stay in the building at the time of the attack]], but [[BadBoss he still exposed all his employees to a rampaging terrorist in the process]].
* ChuckCunninghamSyndrome: So far, he's been completely absent from season four.
* DotingParent: To his son, John, proving that he's not ''all'' bad.
* {{Flanderization}}: In most versions he's simply a somewhat {{jerk|ass}}y newspaper man with a somewhat justified hatred to Spider-Man. Here [[CharacterExaggeration all he does]] is go on for hours on various Bugle Jumbotrons about what a menace Spider-Man is despite knowing full well that he's now working for S.H.I.E.L.D. It also shown that his negative PR campaign is working better then normal and has turned almost [[NeverAcceptedInHisHometown the whole city against him]]. This further shown in "Spider-Verse" where nearly every alternate Spider-Man has a similar Jameson berating him in the same manner.
* TheGhost: Played with; we do see him onscreen, but only as someone talking on TV. He's never been seen in flesh and blood by any of the characters so far. He only interacts with the main characters in an episode when his son was in danger, but he still doesn't interact with them in person.
* HiddenHeartOfGold: He still shows that he's not simply an ordinary JerkWithAHeartOfJerk, either. A good example would be where he gave Mary Jane a new video camera.
* {{Hypocrite}}: As usual, he keeps yelling about how Spider-Man is a menace and should be stopped. Yet, he will praise any Spider-Man impersonator that will show up.
* {{Jerkass}}: It wouldn't be J. Jonah Jameson if he weren't one.
* LargeHam: See NoIndoorVoice.
* NoIndoorVoice: [[LampshadedTrope Lampshaded]] by Spider-Man.
--->"And a good morning to you, Jonah J. Loudmouth!"
* PetTheDog: Even though Mary Jane made a scoop he didn't approve of, he still rewarded her by sending her a new camera.
* RoleReprisal: From the ''Film/SpiderManTrilogy''.
* StrawmanNewsMedia: Once again this is a given, though here it seems to be taken [[UpToEleven to a ridiculous extreme.]]
* StubbornMule: He absolutely refuses to see Spidey as anything other than a menace, no matter the evidence to the contrary (such as his employment by S.H.I.E.L.D). In "Damage," after his camera crew filmed Spidey and his team's entire takedown of the Wrecking Crew, he claimed it was a sham orchestrated by the webhead. Even in season three, when Spidey's popularity among the public increased due to his time with the Avengers, Jameson still wouldn't stop slandering him, and even chastises the ''populace'' for praising Spider-Man.
* SuspiciouslySpecificDenial: In "Spidah Man", one of the reasons Spidey spent most of the episode in Boston was Jameson offering ten million dollars to whoever unmasks Spidey. At the end of the episode, he was seen announcing the reward has been called off and claiming it had nothing to do with his newspaper's sales having decreased as a consequence of Spider-Man leaving New York.
* TheTelevisionTalksBack: Jameson has at various points directly addressed Spider-Man via the Jumbotron screens.
* UngratefulBastard:
** Spider-Man's team once protected him from the Beetle. Didn't stop him from yelling about Spider-Man being a menace.
** Instead of thanking Spider-Man for bringing his son back alive, Jameson was blaming him and SHIELD for turning John Jameson into a freak. Nick Fury was understandably pissed by how ungrateful he was.

!Eitri
%%* BigOlEyebrows
* TheBlacksmith: He made Thor's hammer, along with other Asgardian weapons.
%%* CoolOldGuy
* DudeWheresMyRespect: Not happy about how little respect he gets from Thor.
* FatalFlaw: Not himself, but seems to be able to see the flaws in others.
%%* HotBloodedSideburns
%%* MysticalWhiteHair
* PointyEars: His ears are pointed as an indication of his supernatural nature, though he's a dwarf, not an elf.

!Skurge the Executioner
[[quoteright:246:http://static.tvtropes.org/pmwiki/pub/images/skurgecropped_5337.png]]
[[caption-width-right:246:Let the hunt begin!]]
->Voiced by: Creator/TravisWillingham

* AdaptationalHeroism: Sort of. While his personality is more-or-less the same, here he's just hunting Spidey because of a misunderstanding caused by Loki, rather than a MadLove for the Enchantress as in the comics.
%%* BloodKnight
* EvenEvilHasStandards: Was shocked to discover the pig he'd been hunting was a transfigured human.
* GracefulLoser: After the horn to call off the hunt is sounded, he calmly lets Spider-Man go and congratulates him for doing what no one else he hunted could do: outrun the Executioner.
* TheHunter: He leads the Asgardian Hunt, to boot.
* PhysicalGod: It's something to be expected when you come from the same race as Loki and Thor.
* PunchClockVillain: He was only after Spider-Man until the horn sounded and ended the Asgardian Boar Hunt. After that, he wasn't one to hold a grudge.
* RoleReprisal: From ''WesternAnimation/TheSuperHeroSquadShow''.
* TookALevelInJerkass: Is part of the villains fighting for The Grand Master's in the Contest of Champions arc.
* WorthyOpponent: He sees Spider-Man as one, being the only one thus far to outlast him.

!!Stan
[[quoteright:350:http://static.tvtropes.org/pmwiki/pub/images/ultimate_spider_man_stan.jpg]]
->Voiced by Creator/StanLee

The kooky and random school janitor. [[spoiler: Really a retired member of S.H.I.E.L.D]]

* AdaptationalBadass: As far as being one of Stan Lee's many cameo characters goes. [[spoiler: This one is a former founding S.H.I.E.L.D agent capable of going up against The Lizard]].
* ADayInTheLimelight: "Stan By Me" has him help track down the Lizard.
* AlmightyJanitor: Especially during "Stan By Me".
* BadassGrandpa: Comes with the territory when [[spoiler:you're a retired and founding member of S.H.I.E.L.D.]]
* CoolOldGuy: It's Creator/StanLee, what did you expect? [[spoiler:Being a retired founder of S.H.I.E.L.D. helps, too.]]
* InkSuitActor: Though he appears a little younger than the real Stan.

!![[Series/{{Jessie}} Jessie Prescott]]
[[quoteright:350:http://static.tvtropes.org/pmwiki/pub/images/ultimate_spider_man_jessie_prescott.png]]
[[caption-width-right:350: Did you just ''slime'' me?!]]
->Voiced by: Creator/DebbyRyan

A young nanny who finds herself trapped in a museum with the kids she's supposed to look after. She ends up teaming up with Spider-Man to fight Morgan Le Fay.

All tropes pertaining to the original character go to the ''Series/{{Jessie}}'' page.

* AdaptationalBadass: She fought ''Morgan Le Fay'' head on, and on her own. That alone should say something.
* EmpoweredBadassNormal: It's implied that the magic sword gives her the same aerobatic abilities as Spidey.
* GuileHero: She tricks Morgan into thinking that's giving up the sword so she could get an easy blow. It wasn't enough to stop her, but you gotta hand it to Jessie. That was smart.
* UnexpectedCharacter: Raise your hand of you expected a live action Disney Channel character appearing in a Spider-Man episode. No? Thought so.
* [[UnfazedEveryman Unfazed Evergirl]]: With all the adventures she's been through prior to meeting Spidey, she isn't all that fazed by evil witches or museums exhibits coming to life.
* YouFightLikeACow: Not as cheeky as Spidey's taunts, but she has her moments.
--> '''Jessie''': "Maybe you haven't heard, but it's the 21st Century and you're just not hip anymore!"

[[/folder]]

[[folder:New Warriors/SHIELD Academy]]

!!Cloak
[[quoteright:350:http://static.tvtropes.org/pmwiki/pub/images/ultimate_spider_man_cloak.jpg]]
->Voiced by: Creator/PhilLaMarr

A boy who has the ability to warp anyone within a pocket-dimension inside him. Works alongside Dagger. [[spoiler: Originally found by Taskmaster, but does a HeelFaceTurn once Spider-Man saved him from death by turbine.]]

* AnotherDimension: This is his primary power.
%%* DarkIsNotEvil: [[spoiler:Post-HeelFaceTurn, anyway.]]
* HeelFaceTurn: After Spider-Man saves him from a [[HelicopterBlender turbine blender]], he joins SHIELD Academy with the rest of the recruits.
* InTheHood: How he's usually seen.
* IKnowYoureInThereSomewhereFight: Dagger had to do this when Cloak was possessed by Dormammu.

!!Dagger
[[quoteright:350:http://static.tvtropes.org/pmwiki/pub/images/ultimate_spider_man_dagger.png]]
->Voiced by: Creator/AshleyEckstein

A girl whose able to create daggers out of HardLight, and partner to Cloak. [[spoiler: Originally worked for Taskmaster, until Spider-Man saving Cloak convinced her to do a HeelFaceTurn]].

* AdaptationalModesty: In her original costume, the grey portion was white, while the white part... [[AbsoluteCleavage wasn't]].
* FlechetteStorm: Well, HardLight Dagger Storm, but one can't be too choosy.
* HardLight: What her weapons are made out of.
* HeelFaceTurn: [[spoiler:Worked for Taskmaster at first, but changed sides after Spider-Man saved Cloak.]]
* SwissArmySuperpower: Her power allows her to create weapons and energy blasts and can also purify you of demonic influence with the right amount.

!!ComicBook/SquirrelGirl
[[quoteright:350:http://static.tvtropes.org/pmwiki/pub/images/ultimate_spider_man_squirrel_girl.jpeg]]
->Voiced by: Misty Lee

* BadassAdorable: A given for her: she may be a [[{{Adorkable}} cute girl]] with a giant, bushy squirrel-tail, but make no mistake that she knows how to kick your ass seven ways to Sunday.
* BeastMaster: She can talk to and command squirrels, and is usually accompanied by a number of them, including Tippy-Toe, Monkey Joe and Mr. Lieberman.
* BerserkButton: Do ''not'' make the mistake of calling her "Rat Girl."
* BorrowedCatchphrase: She states "I am just your friendly neighborhood Squirrel Girl" to Spider-Man just before heading off. Something Spider-Man calls her out on.
* CharacterTic: She often adopts squirrel-like body language and gestures. Most notably RunningOnAllFours with squirrel-like hops.
* DestructiveSaviour: Her methods of handling villains needs A BIT of work.
* TheDitz: This incarnation of Squirrel Girl can come across as... not very bright, and is often not quite on the same page as everyone else.
* EarlyBirdCameo: Cameoed a few times (like for an advertisement for perfume) prior to her debut in "The Next Iron Spider".
* SparedByTheAdaptation: Monkey Joe, who in the comics was Squirrel Girl's original squirrel partner, but was killed and eventually replaced by Tippy-Toe. In this show, both Monkey Joe and Tippy-Toe, along with several other squirrels, are Squirrel Girl's constant companions.
* SpeechImpediment: Has a bit of a lisp.
* SitcomArchNemesis: Of all possible characters, Monkey Joe and Agent Venom.
* TheSwarm: Does this with her squirrels against Juggernaut.

!!Ka-Zar
->Voiced by: Creator/SteveBlum

* ABoyAndHisX: Zabu, Ka-Zar's sabretooth tiger companion.
* RaisedByWolves: He's lived in the Savage Land all his life, although he's surprisingly adept with SHIELD's advanced technology and speaks fluent English
* YoungerAndHipper: He's an adult in the comics.

[[/folder]]

[[folder: Oscorp]]
!ComicBook/NormanOsborn[=/=]The Goblin/Iron Patriot
[[quoteright:324:http://static.tvtropes.org/pmwiki/pub/images/Norman_face_5604.png]]
[[quoteright:317:http://static.tvtropes.org/pmwiki/pub/images/Ultimate-Spider-Man-3-660x370_8561.jpg]]
->Voiced by: Steven Weber

* AbusiveParents: Zigzagged. Norman starts off as the neglectful but caring type. Then he finds out that his son is Venom and is more willing to take advantage of that fact. However, when Doc Ock goes after both him and his son, Norman shows concern for his son. Then he becomes the Goblin and not only does he [[spoiler: shock his own son into becoming Venom again, he leaves Harry to drown when Harry rejects the Venom symbiote. Later, Goblin drops Harry from a great height. However, when Norman becomes human again, he becomes the concerned loving father once again. But when he becomes Goblin again, and Goblin learns of Spider-Man's secret identity, Harry's on the list of people he plans on visiting and harming just because Spider-Man cares for Harry.]]
* AdaptationalHeroism: Once he gets past his ChronicVillainy, he actually gets to be a decently standup parent for Harry and, as the Iron Patroit, engages in some genuine heroism. Even back when he was a villain, he wasn't nearly as much of a {{Jerkass}} as his main 616-counterpart, unless he was transformed in The Goblin.
* AdaptationNameChange: Within the show, he's officially dubbed "The Goblin", rather than "The Green Goblin" like in every other depiction. Some characters still call him a green goblin, but in most cases it seems to be a description rather than his actual title. Promotional materials also tend to refer to him as "The Green Goblin", likely because he is otherwise the same character and the name is more well-known.
* AdmiringTheAbomination: His reaction when [[spoiler:Harry]] turns into Venom right in front of him.
* TheAtoner: in "Second Chance Hero". Unfortunately, it doesn't last due to Ock injecting him with Goblin serum again.
* AntiHeroSubstitute: [[spoiler: Can be seen as one to Iron Man, the same ego, the same problem with villains using their tech, the same atoner mentality post a traumatic momment in their life. On the other hand, Norman was actively a CorruptCorporateExecutive instead of Tony's well-meaning arms dealer background, and the nature of the traumatic event, are the differing factors.]]
* BadBoss: Before he and Ock. parted ways, was one to Ock. He may have saved Ock's life after the accident, but he then locked Ock away from the rest of the world, verbally abuses Ock, and tried to kill Ock when Ock became compromised.
* BeCarefulWhatYouWishFor: Uh... Norman? Those symbiote-enhanced Spider-Mercenaries you wanted in Season 1? Otto finally got around to making them... and they're about to kick your ass.
* BigBad: His efforts to replicate and weaponize Spider-Man's powers give him the role of main antagonist at first, and his repeated appearances and personal attacks on peter's life combined with his more sinister plans allow him to keep it despite the more MonsterOfTheWeek format the show has. [[spoiler: Until he's finally cured and not turn into the Goblin again, replacing him with Doc Ock as the main antagonist.]]
* BitchInSheepsClothing: When interacting with Harry and Peter, he actually acts like a pretty nice guy. Behind closed doors, however...
* BlackEyesOfCrazy: Goblin's sclera turn black when [[spoiler:he transforms into the [[OneWingedAngel Spider-Goblin]], and he becomes crazier than ever.]]
* BroughtDownToNormal: In "Venom Bomb" Spider-Man forces Doctor Octopus to cure Norman. [[spoiler:It doesn't last long though.]]
** [[spoiler: It ''does'' happen again in "Spider-Verse" when Spider-Man get's Electro to zap him back from being the Spider-Goblin. To the point where he no longer remembers being him.]]
* CharacterizationMarchesOn: In the first episode, he actually gets angry at the Frightful Four and in turn Dr. Octopus for attacking the high school where his ''son'' is, showing that, while he is dismissive, he does care. Most later episodes drop this character trait, and [[spoiler:he even attempts to ''manipulate'' his son when he finds out that he's Venom]].
** Zigzagged later on: "The Iron Octopus" and "Second Chance Hero" have him go back to the neglectful but caring father but the episodes between? See Abusive Parents above.
* ChronicVillainy: After being cured at the end of ''Venom Bomb'', he genuinely tries to atone for his act by being a better father to Harry and becoming a super-hero as Iron Patriot... only to have Dr Octopus kidnap him a few episodes later and turn him back into the Goblin. [[spoiler: He's once again cured at the end of "Spider-Verse", and it's implied the Goblin may be gone for good. He made himself immune to the Goblin Serum, but that doesn't mean ''someone else'' can't be the Goblin]].
* CompositeCharacter:
** He is similar in appearance to the Ultimate version of the Green Goblin, sharing the Hulk-like mutation and a part in the origin of Spider-Man. On the other hand, he uses the same tech and glider as his mainstream incarnation (which he stole from Dr. Connors).
** In-Universe, Spidey notes how his [[spoiler: Iron Patriot persona is one of Iron Man and Captain America.]]
*** The colors of his [[spoiler:Iron Patriot armor resembles James Rhodes aka the second Iron Patriot who is mostly known as War Machine.]]
* CorruptCorporateExecutive: He's the CEO of Oscorp, but is interested in creating an army of Spider-Mercinaries.
* CrazyPrepared: He has high-tech weapons hidden in his office in case someone tried to attack him.
* CreateYourOwnVillain: He was working with Dr. Octavius when the explosion went off. He saved his life, but forced him away from the public eye, leading to resentment, and eventually him becoming TheStarscream as Dr. Octopus.
* DevilInPlainSight: While he starts out as decently good at hiding his real motivations, he displays more and more signs of insanity and rage as the story goes on.
** [[spoiler:Lampshaded in "The Reveal": when Spider-Man learns he was the one behind Octavius, he has a flashback of several scenes clearly hinting at Norman Osborn's insanity and obsession with him, resulting in him realizing he should have seen it coming.]]
%%* FauxAffablyEvil
* GenreBlind: He actually didn't see [[spoiler:Octavius' betrayal]] coming, despite how obvious he had it coming.
* EvenEvilHasLovedOnes: When the Frightful Four attack his son's school, he is genuinely worried for Harry. On the other hand, he's not adverse to taking advantage of the fact that Harry [[spoiler: was Venom's host and that his blood may still hold the symbiote.]]
* EvilFeelsGood: In the season 2 finale, Spider-Man demands to know why Goblin/Norman is so full of hate. He doesn't give an answer, but this could be the only reason.
* EvilIsHammy: As the Goblin, big time. Especially in season 2.
* EvilSoundsDeep: As the Goblin he has a deep, raspy voice.
* GeniusBruiser: As the Goblin he has all of Osborn's intellect in a Hulk-sized body.
* GreenEyedMonster: Mentions as the Goblin that he envied the power Spider-Man has.
* HandBlast: A bulky three-fingered gauntlet that delivers [[ShockAndAwe electrical pulses]], which he later replaces after becoming the Goblin.
* HeelFaceRevolvingDoor: In "Second Chance Hero" Osborn tries his hand at being a superhero as the Iron Patriot. Unfortunately, it doesn't last as Doc Ock turns him back into the Goblin in Return of the Sinister Six.
* HeelFaceTurn: In ''Spider-Verse Part 4'', [[spoiler:he's truly back and decided to never become the Goblin again. To make sure that doesn't happen, Osborn made an antidote that also vaccinates to prevent future transformations, proving himself immune when Doc Ock tries it again.]]
* HulkingOut: As the Goblin, he bulks up ''massively''.
* HulkSpeak: Initially, following his transformation into the Goblin, due to his head being messed up by the mutation. He's quick to develop the ability to speak properly again however, thanks to his brain being enhanced; in later episodes, he can already express himself as clearly as before.
* KarmaHoudini: [[spoiler: Osborn gets away scot-free with his schemes at the end of the first season]].
* KickTheDog: His treatment of Otto Octavius; the worst part is, [[ObliviouslyEvil he seems to believe he was doing the right thing]].
** When he becomes the Goblin, his treatment of Harry consists of this. Two major moments in particular are [[spoiler: abandoning his son to drown because Harry rejected the symbiote and telling Harry how proud he is of him in "Carnage" only to drop him to his doom right after.]]
* KnightOfCerebus: Minus the comedy quirks, he is played ''dead serious'' as the Green Goblin.
* LeaderWannabe: Tries to take charge of Spidey's team in "Return of the Sinister Six". [[spoiler:It doesn't go well; When the Six have the team against the ropes, Osborn, rather then offer words of encouragement or a new strategy, yells at them to "fight harder!"]]
* ManipulativeBastard: Toward his son, definitely.
* NonActionBigBad: In season 1; he's completely passive, usually leaving the Spider-Man hunting to Doc Ock while he focus on his society. He doesn't even become the Goblin until the season finale.
** In "The Iron Octopus", he does fire a few shots at Iron Man's armor with a [[{{BFG}} big]] [[MoreDakka gun]], but it doesn't last.
* OneWingedAngel:
** The Goblin Formula changes him from a human into a bulky monster with green skin, fangs, and solid yellow eyes.
** Absorbing the DNA from multiple incarnations of Spider-Man turns him into an arachnid-like abomination dubbed Spider-Goblin.
* ParentalNeglect: Unlike most versions of Osborn, he doesn't appear to have any AbusiveParent traits, but he's still neglecting Harry because of his work and his obsession with Spider-Man. It gets worse as the story goes on.
* PoweredArmor: As Iron Patriot he "borrows" some of Tony Stark's designs.
* SlasherSmile: His expression while short-circuiting Iron Man's armor is... [[{{Foreshadowing}} unsettling...]] Becomes a permanent feature after he becomes the Goblin.
%%* SocialDarwinist
* SoProudOfYou: In "Carnage" [[spoiler: Goblin finally tells Harry how his father (Norman) would have been proud of what Harry did, only to [[KickTheDog only to drop him to his doom right after.]] ]]
* TranshumanTreachery: As the Goblin, once he develops a personality again.
* TookALevelInKindness: [[spoiler:''Massively'' so in Season 4. However, it doesn't last because he and Spider-man have a huge falling out in Episode 8 as Spidey promised to take care of his son, but he failed by getting him injured]].
* VillainTakesAnInterest:
** For Spider-Man, as usual. Though amplified here, since he actually wants to get Spider-Man in order to create a whole super-soldier program from his DNA.
** He takes one in [[spoiler: his son when he realizes some of Venom might still be inside Harry, and tells Spider-Man that [[YouHaveOutlivedYourUsefulness he no longer needs him]]. He also loses his interest in his son when he rejects Venom in ''Rise of the Goblin''.]]
* WhyAreYouNotMySon: Thinks this of Peter. [[spoiler:Deconstructed majorly in that thinking of Peter as his son means [[GuineaPigFamily injecting him with the symbiote]] as we see in "Carnage".]]
* YouHaveFailedMe:
** Once threatened Octavius with this after the Frightful Four failed to capture Spider-Man (though it's possible he was merely threatening to fire him rather than kill him). Fortunately for him, Octavius was able to get a sample of Spider-Man's DNA in the next episode and used it to create Venom, a result Norman found satisfying enough to keep Octavius. [[spoiler:He eventually does inflict this to him in ''Me Time'' with a murder attempt, though he had a logical (at least pragmatic) reason to do so: if he had not blown up Octavius' lab, SHIELD would have been able to track the communications back to him.]]
** [[spoiler: Deems his own son unworthy when he rejects the Venom symbiote.]]

!Harry Osborn[=/=]Comicbook/{{Venom}}
[[quoteright:210:http://static.tvtropes.org/pmwiki/pub/images/char_64878_4244.jpg]]
[[caption-width-right:210:]]
[[quoteright:343:http://static.tvtropes.org/pmwiki/pub/images/venom1_6481.png]]
[[caption-width-right:343:]]
->Voiced by: Matt Lanter

* AdaptationNameChange: [[spoiler: In "The Iron Vulture," he dons the "American Son" armor his comics counterpart briefly wore, but calls himself "The Patrioteer."]]
* AdaptationDistillation: This Venom symbiote's origin is more like a mix between the Ultimate Version of Carnage and the Marvel Adventures version of himself. In addition, this is the first version of the character where his identity is Harry Osborn instead of Eddie Brock.
* AdaptationalHeroism: This version of harry appears to be more heroic and nicer than both his comic and previous animated counterparts.
* AdaptationPersonalityChange: As stated above this is possibly the ''nicest'' version of Harry to date.
* AntiHero: During his brief stint as Symbiote Spider-Man, he was a lot more aggressive than Peter.
* AntiVillain: Type II; Harry has absolutely no control over the Symbiote when fully in Venom form and clearly has no intention of being evil.
* BodyHorror: Has a hole blasted through him by Nova and closes it like it was nothing.
* BroughtDownToNormal: after being turned back to normal temporarly several times, he finally rejects the Symbiote once and for all in the Season 1 finale, causing his father to take it and leave to find a new host.
* ChestInsignia: The symbiote is initially without one, but manifests a stylized white spider on its back and chest after bonding to Spider-Man and retains it when bonded to Harry, though the possessed SHIELD agents in ''Venom Bomb'' lack one.
* CombatTentacles: The symbiote's main means of ranged attack.
* CompositeCharacter: Of Harry Osborn -- being Peter and Mary Jane's closest friend, and his grudge against Spider-Man for ruining his relationship with his father; and Eddie Brock/Venom -- good looks, bad temper, and being the former host of the Venom symbiote. [[spoiler: He later becomes Anti-Venom.]]
* CommutingOnABus: Unlike MJ after he becomes OutOfFocus he still appeared semi-frequently, if at irregular intervals.
* TheDragon: Venom was briefly this to Norman Osborn.
* EvilCounterpart: The symbiote is one Spider-Man, being a creature made from his blood.
%%* EvilSoundsDeep: Ooh boy, does it ever.
* FightingFromTheInside: Harry manages this in "Carnage", forcing the symbiote off him.
* GreenEyedMonster: Played both the same as usual with him [[WellDoneSonGuy angry that his father seems to pay more attention to someone else, in this case Spider-Man]], and differently when he feels neglected because ''Peter's'' hanging out with his "detention buddies" rather than him. The emphasis on the latter in episode 4 helped make him a very sympathetic character.
* HulkingOut: Venom is a ''lot'' bulkier than Harry,[[spoiler:So is Anti-Venom]].
* IAmAHumanitarian: The Venom symbiote's first words upon bonding to Spider-Man were "'''Friends... yummy!'''" and it later tried to take a bite out of Iron Fist.
* IAmLegion:
** Subverted for the first time in a long time. The justification is that the symbiote takes complete control of its host.
--->'''Venom:''' "There is no-one else! Venom is all there is!"
** Played around with in the episode "Carnage". [[spoiler: The first thing Harry says when he becomes Venom again is: "We are Venom." Venom then switches between using 'I' and 'we' depending on whether it's Harry talking or the symbiote.]]
* KnightOfCerebus: Very few scenes with Venom are played for humor, with {{Imagine Spot}}s becoming less frequent as a result. The episode "Venomous" makes him even more terrifying than usual.
* LightIsNotGood: [[spoiler:As Anti-Venom.]]
* ManBitesMan: Does not hesitate to use his tongue and [[FangsAreEvil teeth]] in combat.
* MoreTeethThanTheOsmondFamily: A staple of Venom's design, although before bonding to Harry the symbiote sported a JaggedMouth instead.
* MoreThanMindControl: While Harry is a nice guy and doesn't want to be evil, he feels resentment towards his father because he doesn't care about him and pays more attention to Spider-Man. That's probably why he is easily taken over by symbiote and in Venom form, Harry's negative feelings towards his father are more prominent.
* NotQuiteDead: The symbiote is seemingly KilledOffForReal at the end of its debut episode; then it turns out that Osborn wants Dr. Octopus to create more like it, and Harry finds a sample of it that survived. He appears in a later episode with control of Venom as the Black Spider-Man. It lasted only a little while before Venom took control and was believed to be destroyed for good by Spidey... only to show later that some of Venom survived in Harry's ear. [[spoiler: It is seemingly KilledOffForReal again at the end of ''Venom Bomb'' when Peter uses the Iron Spider armor to incinerate it.]]
* OverlyLongTongue: He has a long, prehensile tongue that he uses as a {{Combat Tentacle|s}}.
* PuppeteerParasite: The symbiote takes over whoever is its host.
* RichInDollarsPoorInSense: He once apparently couldn't tell that the fabric side of a mop is the part you clean with.
* RubberMan: Venom can stretch his arms and [[ShapeshifterWeapon morph them into different shapes]].
* SpoiledSweet: Even though he's a rich kid, Harry's one of Peter's best friends. He's actually the nicest version of Harry Osborn in all animated adaptations of Spider-Man.
* StartOfDarkness: His start began the day his dad ran away to become the Green Goblin, which he blamed Spider-Man for.
* TheNotLoveInterest: With MJ demoted to childhood friend, Harry appears to be (unintentionally) upgraded to this trope. [[TheMasqueradeWillKillYourDatingLife Peter's constant ditching and inability to tell Harry truth puts a massive strain on their friendship.]] Besides that, the spat the two have in "Venom" comes off as a girlfriend leaving her boyfriend only for the two to make up later on and get back together. Complete with a female friend helping out the hapless "boyfriend" and the "girlfriend" venting about the relationship to family.
* TheSymbiote: An artificial life form made form a mutated sample of Peter's blood.
* TransformationTrinket: Harry initially uses a watch-like device to call up the black suit whenever he wants, keeping the symbiote contained when not in use. In the end, though, the symbiote still manages to manipulate Harry even with the watch and he destroys it by the end of his first episode as Venom.
* WellDoneSonGuy: As usual, all he wants is his father's acknowledgement and approval. Explored more, too. We get ''plenty'' of scenes of Norman brushing off anything Harry does good (blaming his good grades on Peter is frequent, despite Peter's protests), and generally acts so aloof that his son will do anything to get his attention.
[[/folder]]

[[folder:Sinister Six]]
!Otto Octavius/[[ComicBook/DoctorOctopus Dr Octopus]]
[[quoteright:320:http://static.tvtropes.org/pmwiki/pub/images/Ultimate_spider_man_Octopus_1712.jpg]]
[[caption-width-right:320: I am a DOCTOR!]]
->Voiced by: Creator/TomKenny

* AdmiringTheAbomination: At first, Doc Ock's ploy to enlist the help of the Ultimate Green Goblin was because he was the only Goblin to have killed any version of Spider-Man. Once the Goblin sees that Hydra (thgourh Baron Mordo) is trying to turn him into a puppet, he declares himself uncontrollable, making him NotSoDifferent in Doc Ock's eyes, even calling him "a monster by [his] own heart." Despite the fact that the Goblin nearly destroyed his reality and tossed him around like a ragdoll, Ock acknowledges in the sewers that neither of them particularly favor Hydra's thinking, and claims he merely wanted an ally to help him eliminate Spider-Man; the Goblin [[VillainTeamUp subsequently agrees to join at least Ock, if not Hydra]].
-->'''Goblin''': You wanted to control me. I cannot be controlled!
-->'''Dr. Octopus''': [[NotSoDifferent Nor I]]. It is Hydra who wanted to be your master. Otto Octavius only needs [[AnOfferYouCantRefuse an ally...one who despises Spider-Man as much as I]].
-->'''Goblin''': An ''ally''....
%%* AlliterativeName
* AndIMustScream: By the end of "The Iron Octopus", he ends up trapped in Oscorp again, this time with no tentacles and in a healing tank, presumably conscious, but his crippled body ensures he's not gonna be moving again.
* AnIcePerson: His upgraded armor has an ice beam.
* ArchEnemy: Interestingly, he is both this to Peter ''and'' Osborn.
* AxCrazy: Despite his claims to the contrary, he is certainly ''not'' stable.
-->'''Dr. Octopus''': [[PunctuatedForEmphasis I. Am. Not. Insane!]]
* BadassNormal: Doesn't actually have any superpowers himself, but can more than hold his own with his mechanical arms.
* BaldOfEvil: After being captured by Norman again his head was shaved. His hair appears to have grown back by Season 2. When he joins HYDRA and uses Swarm to give himself a makeover, he goes back to bald, but his head looks arguably worse.
* BigBad: He finally become the main antagonist of Season 4, along with Hydra.
* BigBadWannabe: He was TheHeavy for the first half of season 1, and far more active in the field than Norman ever was. However, his plans are much more conservative and he lacks the genetic power versatility Norman has. [[spoiler: Finally it's completely subverted now Norman Osborn choose not to become the Goblin again, even if forced]].
* BodyHorror: Doc Ock in this continuity was never dying, only crippled and unclean. However, since uniting with HYDRA, he has adopted a look (but not the health) of the ''Ends of the Earth'' Doctor Octopus. He has the PoweredArmor down, but lacks the IncurableCoughOfDeath his 616 counterpart had. That doesn't stop Ock from looking extremely wrinkled under his breathing mask, though.
* CassandraTruth: [[spoiler:Tries to tell everyone that Norman Osborn ruined his life in "The Iron Octopus", but they either don't believe him or just assume him to be a madman.]]
%%* BrokenAce
* CompositeCharacter: [[spoiler: Must like in the Ultimate version of ''ComicBook/TheCloneSaga'', Ock has the Jackal's role as the creator of an evil clone of Peter.]]
* CoolShades: To be more specific, red tinted glases. He later moves on to goggles with a "+" engraving, but as of Season 4 has adopted strapless goggles that [[EyeScream attach directly to his eyes]]. May also count as RedEyesTakeWarning.
* CreepyMonotone: His voice is creepily calm and as a robotic reverberating effect to it.
%%* DeadpanSnarker
* TheDragon: To Norman Osborn.
* TheStarscream: Hinted by both the producers and his actions in the show. [[spoiler:Confirmed in later episodes.]]
* TheDogBitesBack: He eventually causes Norman Osborn to become the Green Goblin as a revenge for the treatment he got.
* EnemyMine: A few times with Spidey, thanks in part to the good doctor's screw-ups. He briefly allies himself with Spider-Man when Curt Connors visits him as the Lizard, and does so again in "Venom Bomb" to stop the Goblin and the Venom-infected SHIELD staff. Both times, he [[ScrewThisImOuttaHere makes a hasty escape]] (the first time, to distract Connors, in the latter so that he wouldn't be re-captured by Spidey).
* EvilCripple: Because of an accident, he lost the use of his limbs. He uses his metal arms to work, fight, and move around. He's still menacing and rather creepy.
%%* EvilG* FauxAffablyEvil: Surprisingly, Ock can be quite cordial in the right situations, which serves to highlight when he's not. One good instance would be in "Venom Bomb", where he actually ''complements'' Spidey for his scientific acumen... only to turn around and use him as bait for the Venom Goblin while he finishes the Venom cure. Another instance would be in "Anti-Venom" when Arnim Zola introduces him to Michael Morbius, who had read extensively on Ock's papers and even asked a question about the symbiote. Ock works together with Morbius to create the Anti-Venom symbiote, but being the InsufferableGenius that he is, takes sole credit but notes Morbius's "minor" contribution. Even when Morbius outs how to disable Anti-Venom, Ock doesn't berate him for it and instead says it's AllAccordingToPlan.
* FourEyesZeroSoul: He is never seen without a pair of goggles with "+"-shaped lenses after building his battle suit.
* GeniusBruiser: When he actually starts fighting, most definitely.
* GlassCannon: His tentacles are a powerful weapon, but get past them and just a paraplegic human.
* HairReboot: As seen at the start of the Season 2. Reverted as of Season 4.
* HandicappedBadass: For a cripple, he is sure quite skilled at fighting; when he finally decides to get out of his lab and capture Spider-Man himself, he succeeded on the ''first attempt''. None of the villains he hired before this were ever that successful.
* HiddenAgendaVillain: He hides Harry Osborn's identity as Venom just as Norman comes into his office.
* IWasQuiteALooker: In "Me Time", he laments his appearance in a hall of mirrors. As shown during a flashback sequence in "The Iron Octopus", he wasn't kidding.
--> '''Doctor Octopus:''' ...''I'' was handsome once...
* HoistByHisOwnPetard: He turns Osborn into the Green Goblin and believed he could control him. It didn't work out the way he intended.
* KickTheDog:
** His mocking of Curt Connors when he takes one of his serums that turned him into the Lizard. And he later uses a remote that turns him back into the Lizard and forces him to be a member of the Sinister Six.
** [[spoiler:In Return of the Sinister Six, he turns the repentant Norman Osborn back into the Goblin.]]
* KnightOfCerebus: He's got ''no'' comedic quirks (aside from a snide remark about having to pay for damages that Taskmaster caused), and when he's in an episode, there are signs that the episode will be just a bit more dark. When he's finally out of the lab, he's much more dangerous and frightening, even able to take down Spider-Man with no help.
* KnowWhenToFoldEm: Ock may be insane, but he's not MadHatter crazy. As the MeleeATrois between himself and Mordo, Spider-Man, Doctor Strange and Miles Morales, and the Ultimate Green Goblin starts resulting in the Goblin using him to make craters, Ock retreats into the sewers. It's not long before the Goblin finds him again once the battle ends, but Ock chooses to pursue a VillainTeamUp with him instead of a forced alliance involving mind control (which he claims was his goal from the start), adding him to the roster of the new Sinister Six he begins organizing.
* MadScientist: Wouldn't be Doc Ock if he wasn't.
* MythologyGag:
** His appearance in the Season One finale is based on his more recent look in the comics' Ends of the Earth arc.
** [[spoiler:During Season 3's premiere, Loki, who teams up with Otto, switches his mind with Spider-Man as a part of his latest plan. Otto notes that the idea is brilliant and that he's "going to write that down". In the comic ''ComicBook/SuperiorSpiderman'', Otto takes over Spider-Man/Peter's mind and life for some time.]]
** When Otto comes under an alliance with HYDRA, he hacks into Swarm's nanobots, which begin refurbishing the entire Tri-carrier and also refurbish him. What look does he adopt? His ''Ends of the Earth'' battle armor, replacing the IncurableCoughOfDeath for a HYDRA logo. He's not dying, though; it's symbolic of his new allegiance.
* NotSoStoic: [[spoiler:"Why I Hate Gym" shows him losing his temper for the very first time. And "Me Time" is basically one big bout of TranquilFury on his part.]]
* OutOfCharacterMoment: Briefly makes a snide remark in "Why I Hate Gym" about the damages that he'll have to pay for to Taskmaster, who broke one of his machines.
* PoweredArmor: After his first defeat, he builds one of these styled off Iron Man armor, though with his tentacles still as free as ever. It helps him quite a bit, even to survive being punched through three buildings. Doubles as a MythologyGag to his Classic counterpart, who donned a suit after learning he was dying.
** [[spoiler: Has a new one in ''Return of the Sinister Six.]]
** And as of Season 4, has taken on his ''Ends of the Earth'' version's own armor, though it (once again) has nothing to do with him dying and instead represents his turn to HYDRA's side. This version only has his primary four tentacles instead of his eight, and it (like the source armor) has no other offensive capabilities.
%%* [[RedEyesTakeWarning Red Glasses Take Warning]]
* ReportsOfMyDeathWereGreatlyExaggerated: Says this almost word-for-word in "The Lizard".
-->'''Dr. Octopus:''' Reports of my demise were greatly exaggerated.
* TeethClenchedTeamwork: Has this relationship with Arnim Zola. The Hydra scientist constantly argues with Ock, telling him he [[SkewedPriorities wastes time hunting down Spider-Man and recreating the Sinister Six]], wasting Zola's resources in the process. Downplayed once Ock rejoins Hydra's main forces, as Zola is actually kind enough to give him a lab assistant in [[AscendedFanboy Dr. Michael Morbius]].
* TheSociopath: Whether he was one before is debatable, but by the time of the show it's clear he has no empathy for anything but himself.
%%* TheStoic
%%* {{Sadist}}
* SpiderLimbs: His tentacles, natch.
%%* TookALevelInBadass
* YouHaveOutlivedYourUsefulness: Norman finally tires of his failures in "Me Time" and torches his lab. Thanks to Spidey, he escapes death.
** Is on the other end of this in "Iron Vulture". When it's outed that Ock had been playing Vulture the entire time and lied to him about his memories, Ock responds by [[AndIMustScream reconfiguring Vulture's armor]]. Of course, Vulture doesn't die...[[FateWorseThanDeath he just has his free will removed]] and if his appearance in "Beached" is anything to go by, he's FightingFromTheInside while being Ock's mindless drone.
* VaderBreath: When the air vents in his harness are clogged.
* VillainHasAPoint: It ''was'' dumb of Connors to test someone else's unfinished serum on himself.
* VillainRespect: Is surprised and, though he does his best not to show it, impressed by Spidey's scientific ability, when one accounts for his ego.
* VillainTeamUp: Becomes the leader of the Sinister Six.
* WeUsedToBeFriends: Went to university with Curt Connors and worked with Norman Osborn.

!Dr Curt Connors/The Lizard
[[quoteright:281:http://static.tvtropes.org/pmwiki/pub/images/Curt_Connorss_U-Spider-man_2012_4621.png]]
[[caption-width-right:281:]]
[[quoteright:343:http://static.tvtropes.org/pmwiki/pub/images/ultimate-spider-man-lizard_4280.jpg]]
[[caption-width-right:343: I'm just as smart as I were...Was-er.]]
->Voiced by: Creator/TomKenny, Creator/DeeBradleyBaker

%%* AnimalThemedSuperbeing
%%* AntiVillain: Type II as the Lizard.
* AnArmAndALeg: The Green Goblin crushes his right arm in the Season One finale.
%%* BadassLabcoat
* BodyHorror: His transformation into the Lizard is grotesque.
* ClothingDamage: The only thing that survives his transformations are the MagicPants.
* DestinedBystander / DoomedByCanon: Becomes the Lizard in Season Two.
* DistressedDude: Gets kidnapped by Doc Ock in Season Two and needs to be rescued by Spider-Man.
%%* [[spoiler: TheDogBitesBack]]
%%* EvilSoundsDeep: As the Lizard.
%%* GadgeteerGenius
* GeniusCripple: He loses an arm thanks to the Goblin.
* HealingFactor: He doesn't grow his tail back after it's broken off, but it doesn't seem to faze him at all.
* IKnowYoureInThereSomewhereFight: Spidey attempts this on him, with little result.
* JustThinkOfThePotential: His reaction when getting his hands on Octavius' animal DNA.
%%* LegoGenetics: How he mutates.
* LizardFolk: The serum he takes turns him into a bipedal reptilian monster.
* MagicPants: For some reason, while his labcoat and most of his uniform don't survive his transformation, his pants do.
* TheMentor: Peter mentions that Connors has been a mentor for him, though we're told rather than shown this for the most part.
* MythologyGag: Pretending to only have one arm in the second episode, as his comic counterpart does. [[{{Foreshadowing}} Then he actually loses it.]]
* MindControlDevice: Doc Ock uses one to control the Lizard as one of the Sinister Six villains.
* NiceGuy: The only person who consistently treats Spidey with respect, as opposed to Spidey's team, Fury and Coulson (sometimes), who usually act unsympathetically and mean towards him.
%%* NoOntologicalInertia
%%* PainfulTransformation
%%* PoweredArmor: [[spoiler:In ''Return of the Sinsister Six''.]]
%%* PrehensileTail
* RedHerring: The Web Warriors were warned that there was a mole in S.H.I.E.L.D., and Connors was first believed to be TheMole working for Doc Ock, because he got turned into the Lizard again. [[spoiler:However, the mole wasn't him, and he didn't inject himself and while Rhino was bribed then brainwashed during the incident, it was the Scarlet Spider who was the real mole]].
* ReptilesAreAbhorrent: He gets more and more aggressive as his Lizard transformation happens.
%%* ResistTheBeast
* TheSmartGuy: SHIELD's resident tech genius.
* SplitPersonalityTakeover:
** By the end of "Sinister Six", it seems like the Lizard persona has won out over Connors and chooses to [[TranshumanTreachery remain as the Lizard]], refusing Peter's offer to help him turn human again.
** [[spoiler: In ''Stan by Me'', Peter accidentally erases Connors' remaining humanity while trying to save him, leaving only the Lizard personality and form. Subverted in ''Return of the Sinister Six'', Connors' human personality actually survived and he subconsciously wrote a formula on the sewer walls for Spider-Man to find to cure himself from being the Lizard.]]
%%* SuperpoweredEvilSide
* SuperStrength: Strong enough to be a match to both Spider-Man and Dr Octopus.
%%* SuperToughness
* ThrowingOffTheDisability: When he injects himself with the lizard DNA to re-grow his arm and save Peter.
%%* TragicMonster
%%* TragicVillain
* TraumaCongaLine: Over the course of three episodes, he loses his right arm, then gets turned into the Lizard, followed by [[spoiler: getting kidnapped by Doc Ock, forced to transform into the Lizard again, fitted with a MindControlDevice, and is now possibly stuck as the Lizard for good.]]
* VillainTeamUp: Becomes a member of the Sinister Six as the Lizard.
* WeUsedToBeFriends: He went to graduate school with Otto Octavius.

! Beetle
[[quoteright:304:http://static.tvtropes.org/pmwiki/pub/images/Beetle_2642.png]]
[[caption-width-right:304: ...]]
->Voiced by: Creator/SteveBlum

* AdaptationalBadass: Most versions of the Beetle are a joke or end up doing a HeelFaceTurn before they are treated seriously. This one is powerful enough to avoid both those categories.
* AnimalThemedSuperbeing: The beetle, obviously.
* ArchEnemy: He's later revealed to have a personal grudge against Agent Coulson, who was the only SHIELD agent ever able to catch him.
%%* ArmCannon
* AttackDrone: Uses them against Hawkeye and Spider-Man, in ''large'' numbers.
%%* BadassBookworm
* BadassNormal: He only has a suit of powered armor when going up against an entire team of superheroes.
* BeamSpam: His wrist blasters have a pretty impressive rate of fire.
* CombatPragmatist: He'll use sneak attacks, cloaking devices, overwhelming firepower, attack drones and anything else he can to gain the upper-hand.
* DangerouslyGenreSavvy:
** He's notably smarter than your average ConMan: he carefully neutralized Spider-Man's teammates before going after Jonah J. Jameson and was able to surprise Spidey by coming through ''one'' entry he wouldn't be expected to come from: [[spoiler:the elevator]].
** Hawkeye tried tracking him by his armor emissions. Turns out the Beetle had figured out he might try something like that and had a little surprise waiting for Hawkeye and Spider-Man.
* {{Expy}}:
** This guy has more than a few similarities with [[Franchise/StarWars Boba Fett]].
** Possibly unintentional, but he bares an uncanny resemblence to [[Series/KamenRiderBlade Kamen Rider Garren]].
* HiredGuns: When he is first introduced Nick Fury informs Spider-Man's team that the Beetle is one of the best, if not ''the'' best, mercenaries in the world.
* ItsPersonal: Surprisingly not against Spider-Man, but [[spoiler: against Agent Coulson because he took him down one time.]] However, his first appearance in the second season shows he has now developed a grudge against Spider-Man due to his continued interference with his plans.
* InvisibilityCloak: His armor is shown to have a cloaking device built-in during [[spoiler: his attack on the unfinished helicarrier.]]
%%* LaserSight: Built into his armor.
* LightningBruiser: Wears heavy armor, carries lots of firepower, is able to hold his own in a fistfight with superheroes, and uses his jetpack to rocket into combat.
* MacrossMissileMassacre: The Beetle's combat philosophy seems to be that there's no problem that can't be solved with a missile launcher or twelve.
* MythologyGag: The Beetle's Mark I, II, and III armors from the mainstream comics appear during the team's {{Imagine Spot}}s. The armour he wears in the show itself is based off his outfit from the ''Ultimate Spider-Man'' comic.
* PoweredArmor: His suit is modelled after the one worn by the ''Ultimate'' comics Beetle, and is heavily armed.
* ProfessionalKiller: He is a mercenary and assassin.
* TheQuietOne: He only says four words in his debut appearance: [[ThisCannotBe "Missed?! I never miss!"]] He doesn't said a word in Season 2.
* VillainTeamUp: Becomes a member of the Sinister Six.
* VocalDissonance: Judging from what little we've heard him actually say, he seems to have quite a high-pitched voice for such a [[Franchise/StarWars Boba Fett]]-esque mercenary. Probably why he's so quiet. Has a much deeper voice in his second appearance.
* WalkingArmory: His armor has enough weapons to rival War Machine.
* YouTalkTooMuch: Power Man states this about him right before knocking him out. Though it's obviously a joke as that was the first and only time in the episode that Beetle ever spoke a word.

! Electro
[[quoteright:320:http://static.tvtropes.org/pmwiki/pub/images/Ultimate-Spider-Man_Electro_9177.jpg]]
[[caption-width-right:320: I HAVE THE POWER!]]
->Voiced by: Christopher Daniel Barnes

* ActuallyPrettyFunny: Much to his teammates' annoyance, he actually laughs at some of Spider-Man's jokes in ''The Sinister Six''.
* BaldOfEvil: As Electro 2.0 he is completely hairless.
* CompositeCharacter: Hw wore the costume of the classic Electro, but his supercharged form resembles Ultimate Electro.
* DiminishingVillainThreat: His Electro 2.0. form was basically unstoppable in his first appearance, taking over the whole city's electrical system, and had to be defeated by cunning. However, in "The Sinister Six", Electro 2.0 barely seems more dangerous than he was in his regular form.
* EnergyBeing: After Spider-Man unknowingly supercharged him. He turns back to normal-ish at the end of the same episode, but come "Sinister Six" he has seemingly been permanently supercharged.
* EvilIsPetty: Even after he got upgraded to the point of [[StoryBreakerPower being able to absorb electricity all around the city]], the best idea of a plan he can come up with is to ask all inhabitants to give him all their money. It takes ''Nova'' to point out that he can do more with that for him to figure it out.
* FromNobodyToNightmare: Was a fairly harmless villain that Spidey took as a joke until he accidentally supercharged him, turning him into a real threat.
* MythologyGag: When we first see Electro in his debut episode, he's in his classic green and yellow star-masked costume. After Spider-Man accidentally supercharged him, he turns into a new version of himself that looks closer to his Ultimate incarnation.
* PoweredArmor: Gets a suit in ''Return of the Sinister Six''.
* PowerIncontinence: The heroes defeat him by exploiting his inability to process all the information he has access to.
* PsychoElectro: Even more so after his upgrade.
* ShockAndAwe: Taken UpToEleven after Spider-Man [[FeedItWithFire uses taser webbing on him]].
* SuperMode: After getting supercharged by Spider-Man.
* TookALevelInBadass: As Electro 2.0 he's a lot more powerful and dangerous.
* TrueFinalBoss: [[spoiler: In "Spider-Verse", after he shocks the Spider-Goblin back into Norman, he still wants revenge on him for his imprisonment, and becomes the last villain to face the Web Warriors.]]
* UnexplainedRecovery: It's never explained how he got his 2.0. form back after his introduction episode. Spider-Man doesn't even seem surprised about it.
* VillainTeamUp: Becomes a member of the Sinister Six.
* WithGreatPowerComesGreatInsanity: He definitely snaps after getting upgraded.

! Rhino/Alex O'Hirn
[[quoteright:344:http://static.tvtropes.org/pmwiki/pub/images/Ultimate-Spider-Man_Rhino_9114.jpg]]
[[caption-width-right:344: Nothing stops the Rhino!]]
-> Voiced by: Max Mittelman (Rhino), [[spoiler:Daryl Sabara (Alex)]]

* AdaptationNameChange: In the comics, the Rhino's real name is Aleksei Sytsevich, with his original name, Alex O'Hirn, retconned into being an alias. In the cartoon, Alex O'Hirn is his real name.
* AdaptationalAngstUpgrade: This version of the Rhino has ''much'' more angst issues about being mutated and [[spoiler:bullied into becoming a criminal]] than his mainstream counterpart.
%%* AnimalThemedSuperbeing: Duh.
* ArchEnemy: To Flash Thompson/[[spoiler:Agent Venom]] in his debut episode and half of ''"The Rampaging Rhino"''.
* BrainwashedAndCrazy: [[spoiler: At first it seemed like he was TheMole for Doctor Octopus after Ock joinied with HYDRA, but really, he was brainwashed into helping Ock escape and join the Six and it was the Scarlet Spider who was the mole.]]
%%* TheBrute
* CompositeCharacter: Possibly; he has the same name as Rhino in the comics, but his personality and motivation make him closer to [[http://en.wikipedia.org/wiki/Charlie_Weiderman Charlie Weiderman]], one of the Molten Men. He also looks strangely similar to the version of Seymour O'Reilly from ''WesternAnimation/TheSpectacularSpiderMan,'' though that also may be a coincidence.
* CursedWithAwesome: He's an unstoppable [[spoiler: teenaged]] brute with incredible strength, durability, size and speed that gives even the Hulk trouble. As a downside though, his genius-level intelligence has been downgrade significantly as Rhino and can no longer return to his normal life due to his permanent mutation, much to his dismay.
* DontYouDarePityMe: Sort of; Peter tried taking his defense in front of Flash and offered his friendship to him. He declined, arguing that Peter was only noticing him because he pitied him.
* DisproportionateRetribution: Granted, [[spoiler:Flash ''did'' bully Alex and was a horrible {{Jerkass}} to him, even more so than he used to be to Peter. But going as far as destroying his car, his ''home'', and even attempting to take his life is clearly overkill.]]
* DumbMuscle: Each time he drinks the mutagen that transforms him, [[spoiler:Alex]] becomes dumber and more aggressive, to the point that he has difficulty putting words together into actual sentences. Surprisingly, it makes him creepier by showing [[WithGreatPowerComesGreatInsanity how much effect the mutagen has on him]].
* FromNobodyToNightmare: Was a nerd who was picked on by Flash, but when he drinks Oscorp chemical compound (rhino mutagen), he turns into a nigh unstoppable juggernaut that can even hurt Power Man.
* HeelFaceTurn: During the climax of ''"The Rampaging Rhino"'', [[spoiler:Spidey convinces Rhino to uses his angst-filled rage about being mutated forever towards something more beneficial: joining Spidey's New Warriors team and becoming a hero. He seals the deal by saving the Lincoln Tunnel from an oil explosion and officially accepting the offer.]]
* HulkSpeak: As a result of the Mutagen his IQ and speach centres hits rock bottom.
* IAmAMonster /IJustWantToBeNormal: Primary the reason for his rage during the episode ''"The Rampaging Rhino"''.
* IKnowYoureInThereSomewhereFight /CooldownHug: This tactic was used on him by Spidey during the climax of ''"The Rampaging Rhino"'' as a way of bringing out "the Alex side" back to Rhino.
%%* TheJuggernaut
* LightningBruiser: Strong enough to seriously injure ''Power Man'' and fight evenly with the Hulk, ridiculously fast for his size, and almost impossible to injure.
* MagicPants: For some reason, his clothes remain undamaged and transform with him when he turns into the Rhino, and then back again. Even his watch reappears.
* MotiveDecay: He had a perfectly understandable motivation in his introduction episode. Comes ''The Sinister Six'', he is portrayed as nothing but a mutagen addict who agrees to join Octopus' team in exchange of more serum.
* MythologyGag: He looks like [[VideoGame/TheAmazingSpiderMan The Amazing Spider-Man Video Game]] version of the Rhino.
* {{Nerd}}: His true identity, Alex, is one at Peter's school.
%%* NighInvulnerable
* NoYou: Spidey explaining to him the concept of HeWhoFightsMonsters gets the response of "I monster you!".
* NotSoDifferent: He's a ShadowArchetype to Peter/Spider-Man, of all people. Both are [[spoiler:unpopular smart kids from the same school who got mutated by Oscorp Mutagen (though Spidey got luckier); both got bullied by Flash]]; And Rhino even admitted that he wanted to be like Spider-Man, hence why he started drinking the mutagen. The difference is that [[spoiler:Peter went on to use his powers as a hero and tried to help Flash be a better person, while Alex took the path of revenge and raised his hatred of Flash to creepily psychotic levels.]]
** {{Lampshaded}} by Spidey as he was trying to calm him down back into his [[spoiler:Alex]] side.
%%* PoweredArmor: [[spoiler:Gets one in ''Return of the Sinister Six''. He even gets treads.]]
* RedHerringMole: [[spoiler:Rhino did betray SHIELD and free Doc Ock during the Lizard outbreak in Season 4, leading Spiderman to believe that Rhino was TheMole, who was not a spider, that Vulture warned about. Turns out Vulture misled Spiderman, and Rhino was only recently bribed before being brainwashed, and the mole was none other than Scarlet Spider]].
* {{Revenge}}: His main motivation is to get back at Flash for bullying him
%%* SuperStrength
%%* SuperToughness
* VillainTeamUp: Becomes a member of the Sinister Six.
%%* WithGreatPowerComesGreatInsanity
* YouCantGoHomeAgain: Rhino personally feels this towards the end of ''"The Rampaging Rhino"'', despite being given the chance to.

! Kraven The Hunter
[[quoteright:340:http://static.tvtropes.org/pmwiki/pub/images/Ultimate-Spider-Man-Kraven_1957.jpg]]
[[caption-width-right:340: "I am Kraven the Hunter. What I hunt, I consume. And what I consume, I become."]]
->Voiced by: Creator/DiedrichBader

* AdaptationOriginConnection: To White Tiger; he is made her nemesis and the villain who [[spoiler:killed her father]].
* {{Animorphism}}: When he finally gets his hand on the Tiger Amulet, he eventually ends up unable to control it, causing it to overwhelm him and turn him into a tiger-man. He turns back to normal after he lost it.
%%* BadassBaritone
%%* BadassBeard
%%* BadassMustache: Lampshaded by Spider-Man.
%%* BadassNormal: Doesn't seem to have any superpowers when first seen. He's still able to take down three of Spider-Man's teammates before standing easily against both him and White Tiger.
%%* BeardOfEvil
* CrazyPrepared: He seems to have a specific weapon, trap or gimmick for almost every enemy or situation, including weapons to deal with all of Spider-Man and White Tiger's teammates.
* DrunkWithPower: He clearly loses it when he gets the White Tiger Amulet and uses it on himself.
* EgomaniacHunter: A staple for the character.
%%* EvilSoundsDeep
* InTheHood: His furcoat has a hood that he wears over his face the first time we see him.
* HeroKiller: Aside from easily defeating all protagonists but Ava and Peter, [[spoiler:he actually killed the previous White Tiger.]]
%%* HuntingTheMostDangerousGame
* HuskyRusskie: He is descended from Russian nobles.
* KnightOfCerebus: For White Tiger, much like how Nightmare was one for Iron Fist.
* LaserBlade: His spear and knife have glowing red blades.
* PragmaticVillainy: He easily defeats Power Man, Iron Fist and Nova, but doesn't kill them so he can use them as bait to lure White Tiger into a trap.
* PoweredArmor: [[spoiler:Gets one in ''Return of the Sinister Six''.]]
* RoguesGalleryTransplant: Zigzagged. When Kraven first shows up he's primarily White Tiger's enemy but in his later appearances he's focused on Spider-Man.
* WithGreatPowerComesGreatInsanity: The Tiger Amulet has this effect on him, even before it overwhelms him.
* VillainTeamUp: Becomes a member of the Sinister Six, and later teams up with Taskmaster.
* YouKilledMyFather: He's responsible for the death of Ava's father.

! Scorpion
[[quoteright:300:http://static.tvtropes.org/pmwiki/pub/images/scorpionscaled_7416.png]]
[[caption-width-right:300:]]
-> Voiced by: Creator/DanteBasco

Iron Fist's spirit brother from K'un-L'un. Decidedly more arrogant and violent than Danny.

* AdaptationOriginConnection: To Iron Fist; in the comic, the two have nothing to do with each others, while here they were spirit brothers in this series.
* ArrogantKungFuGuy: Like you wouldn't ''believe''... it eventually becomes his undoing.
* AintTooProudToBeg: First begs Spider-Man to help him out of the illusion. Then after being [[CurbStompBattle curb stomped]] by Danny, he's reduced to begging for mercy. He gets exiled.
* BadassNormal: Has no superpowers, yet can fight evenly with both Spider-Man and Iron Fist.
* BewareMyStingerTail: [[spoiler: As a member of the Sinister Six, his PoweredArmor has a scorpion tail like his namesake.]]
* CainAndAbel: The Cain to Danny's Abel.
* CombatPragmatist: Will dip his blade with poison to get the edge in battle.
* CompositeCharacter: He is a of mix of Scorpion and the Iron Fist villain Davos. He is also a hook weapon user like [[ComicBook/UltimateSpiderMan Maximus Gargan]].
* DangerouslyGenreSavvy: You have to admit that his plan to get Danny out of the contest and be the king of K'un-L'un by default was quite clever. The only reasons he failed was because Spider-Man served as a SpannerInTheWorks, and Danny [[GenreSavvy already knew it was him]].
* FatalFlaw: {{Pride}}, with a nice side helping of {{Greed}}.
* {{Foil}}: To Iron Fist. Both are skilled martial artists, but where Danny is kind, humble, and has a sense of honor, Scorpion is an arrogant, self-centered blowhard who cares only for himself and will gladly fight dirty to get what he wants. He's a dark reflection of what Danny would be if he let himself be controlled by his pride.
* {{Hypocrite}}: Constantly berates Danny for dishonoring K'un-L'un by consorting with outsiders. This from the guy who poisoned Danny to keep him from the contest.
* InNameOnly: Initially bears no resemblance (story or appearance wise) to any of the various Marvel villains named Scorpion. He does however have many similarities with the Iron Fist villain Steel Serpent/Davos. That said, the scorpion tail flail is lifted from Maximus Gargan, the Ultimate Marvel version of Scorpion (a Mexican mobster with unbreakable skin and aforementioned flail but no costume; more of a criminal than a super-villain) and later takes on similar armor to the original Ultimate Scorpion.
* MythologyGag:
** He acquires a green suit of PoweredArmor when he joins the Sinister Six.
** At the beginning of "Agent Venom" he's been taken over by the Venom symbiote.
* PoisonousPerson: Uses a special poison that inflicts blindness.
* PoweredArmor: In "Return of the Sinister Six", he gets powered armor like the rest of them. It makes him look more like the the original 616 version.
* RaceLift: This version is Asian instead of white or Mexican (like the second Ultimate Scorpion)
* {{Revenge}}: Scorpion is exiled from K'un-L'un and seeks vengeance against Spider-Man and Iron Fist, clad in powered armor resembling his comic-book appearance.
* ShoutOut: A ninja with a grappling hook that's named Scorpion? [[MortalKombat Hmmm...]]
* SmugSnake: More like smug scorpion, but still...
* TryingToCatchMeFightingDirty: Isn't above using poison to win his fights.
* UngratefulBastard: His response to Spider-Man rescuing him from the illusion? To flip out that an infidel dared to touch him.
* VillainousBreakdown: After Spider-Man is declared the winner, he flips out and attacks Danny. After being beaten by Danny, he's reduced to begging. It's quite satisfying.
* VillainTeamUp: He teams up with the Sinister Six.

! Ultimate Goblin
-> Voiced by: Steven Weber
A version of the Goblin from Miles Morales' world.

* AlternateSelf: He's an even more powerful (and psychotic) version of his prime universe counterpart.
* EvilSoundsDeep: His voice sounds deeper than his counterpart, with an [[PowerEchoes echoey]] quality added to it.
* EvilerThanThou:
** He was able to take down the prime Green Goblin with ease.
** Just like Doctor Octopus, they both are uncontrollable to anyone who wants to use them.
* FlyingFirepower: Possesses wings, and the ability to shoot [[PlayingWithFire flames]] through his eyes and hands.
* HeroKiller: His dialogue in "Miles From Home" implies that he killed the Peter Parker of his world.
* HornedHumanoid: Possesses a pair of horns.
%%* InvincibleVillain
* KickTheSonOfABitch: [[spoiler:Ultimate Goblin smashed the Siege Perilous on Baron Mordo for trying to control him]].
* OmnicidalManiac: After discovering that the Siege Perilous can be used to create tears in reality, he decides to use it to destroy Prime Spidey's world.
* OtherMeAnnoysMe: He dismisses the Prime Goblin as "small and frail."
* {{Sadist}}: He doesn't give a care in any universe he's in.
* ThereCanOnlyBeOne: He thinks only he can be Goblin, and thinks the Prime is a false Goblin.
* VillainTeamUp: Is ultimately convinced to join forces with Doctor Octopus and become part of the new Sinister Six.
* YouCantGoHomeAgain: Like Miles, he ends up stuck in Prime Spidey's universe.

! Hydro-Man
->Voiced by: Creator/JamesArnoldTaylor

A super-powered criminal, defeated and imprisoned by Nick Fury in the past.

* AdaptationalBadass: Like Sandman, he is far more dangerous than his comics counterpart. He almost managed to bring down the Triskellion with a massive wave.
* BitchInSheepsClothing: When the Web Warriors stumbled upon him, he claimed to be an old friend of Fury's.
* MakingASplash: He can turn himself into water, and use it as a weapon.
[[/folder]]

[[folder:Hydra]]
!Arnim Zola
-> Voiced by: Creator/MarkHamill

A scientist from WW II who has transferred his mind to a machine.

* BigBadWannabe:[[spoiler:He pretty much thinks of himself as the BigBad of Ultimate Spider-Man vs the Sinister 6 with Ock as his lackey only for Ock to be the BigBad and betrayed Zola]]
* MadScientist: As usual when it comes to the character.
* KnightOfCerebus: Another of only a few villains to have nothing comedic about them.
* StupidJetpackHitler: Seems to have transferred his mind to a robotic body during World War II.
* {{Technopath}}: Is able to control technology freely.

!Baron Mordo
-> Voiced by: Danny Jacobs

A powerful sorcerer, in Hydra's employ.

* ArchEnemy: To Doctor Strange
* EvilSorcerer: Naturally.
* LiterallyShatteredLives: [[spoiler: Ultimate Goblin strikes him with the Siege Perilous, causing his body to [[TakenForGranite turn to stone]], then shatter.]]

!Michael Morbius
-> Voiced by Creator/BenDiskin
One of Hydra's scientists.

* AdaptationalVillainy: He is never a member of Hydra in the original comics.
* BatOutOfHell: Doctor Octopus injects him with a vampire bat formula, causing him to become a humanoid bat.
* TheDogBitesBack: When he first appeared, he was Doc Ock's underappreciated lab assistant. When he returns, he takes great pleasure in the captive Ock being forced to be ''his'' assistant.
* MythologyGag: Following his transformation, Flash calls him a "living vampire."
* TookALevelInBadass: In his first appearance, he was just Ock's assistant. In his second appearance, he attacks Spider-Man and Venom himself using PoweredArmor. Spidey himself even lampshades this.

!Crossbones/Brock Rumlow
-> Voiced by: Creator/FredTatasciore
A mercenary in Hydra's employ.

* SkullForAHead: His mask evokes this.

[[/folder]]

[[folder: Villains]]

!ComicBook/{{Taskmaster}}
[[quoteright:324:http://static.tvtropes.org/pmwiki/pub/images/Taskmaster_1_8216.png]]
[[caption-width-right:324:]]
->Voiced by: Creator/ClancyBrown

* AcademyOfEvil: His second appearance shows him at one of his facilities.
* AwesomenessByAnalysis: He can mimic a person's movements by observing them in action ''once'' unless that person is Deadpool.
%%* BadBoss
* BadassBaritone: He has a deep voice and is one of the show's {{Big Bad}}s.
* BadassNormal: If you exclude his photographic memory, he's just a regular man with a lot of equipment. Doesn't prevent him from easily defeating Iron Fist in hand-to-hand combat. Even Spider-Man and White Tiger had trouble against him and had to get him in the dark to defeat him.
* BigBadWannabe: His first couple appearances aren't much to speak of, as he's OnlyInItForTheMoney. However, come season 3, he takes a much more personal role in fighting Spiderman's newer team, but as mostly normal guy, he's still outclassed by the more genius planners like the Green Goblin.
* BountyHunter: In his first appearance he's hired by Octavius to find out who Spider-Man is.
* CombatPragmatist: He ''revels'' in this.
--> '''Spider-Man''': Anyone ever tell ya copying is cheating?\\
'''Taskmaster''': I call it ''winning''.
* CoolMask: His mask looks like a skull and gives him yellow eyes with black sclera.
* CrazyPrepared: Someone saw his face behind the mask? Turns out that it was a mask as well.
* EvilSoundsDeep: He ''is'' voiced by Creator/ClancyBrown.
* {{Expy}}: His role in season 3 draws parallels to Slade "ComicBook/{{Deathstroke}}" Wilson. Particularly from WesternAnimation/TeenTitans.
* IfICantHaveYou: A non-romantic example, as he was ready to kill Amadeus Cho so that no-one would get him or the armor (Then perform a VillainExitStageLeft).
* InTheHood: He's always seen wearing a hood.
* JetPack: In rocket boot form.
* KnightOfCerebus: He's one of the villains that's a genuine threat.
* SkullForAHead: His mask looks like a skull.
* VillainTakesAnInterest:
** Towards Spider-Man; he sees potential in Spidey and would like to take him as an apprentice, although he decides it's no longer worth it during their next meeting.
** [[spoiler:In Season 3's ''"Agent Venom"'', when Taskmaster notices the Venom Symbiote bonded to Flash, he remarks at his dark potential and tries to recruit him too. When he offers, Flash answers by striking back, so he decides to electrocute the Symbiote off of him and "give it to someone more worthy" before Spider-Man intervenes and the two knock him into the sea. He flees, but is later shown hacking and obtaining a copy of the file on the new teenage Heroes...]]
** [[spoiler: Also done in ''"Cloak and Dagger"'', where he has already successfully recruited both Cloak and Dagger, feeding into their general mistrust of others as a means of keeping them away from Spider-Man and SHIELD.]]
** [[spoiler:At the end of another episode ''"The Vulture"'', he gets the young Vulture on his side by revealing he knows his real name, Adrian Toomes. In the prior episode though, he ultimately failed at recruiting Cho as the Iron Spider when Cho saw that Taskmaster was gonna shoot Spidey while he was savng people.]]
* WeCanRuleTogether: Made this offer to Spidey. The webslinger refused.
%%* WhiteMaskOfDoom
* UnknownRival: To Norman Osborn, since they both share an interest in Spider-Man. Notably, Taskmaster is unknown ''on purpose'' since he voluntarily hid his interest.
* YouHaveOutlivedYourUsefulness: During the episode "New Warriors", he constantly tells [[spoiler:Cloak and Dagger]] that they can't trust anyone. [[spoiler:When Spidey accidentally knocks Cloak between the turbines of the Tricarrier, Dagger begs Taskmaster to save him, only for Taskmaster to repeat what he said and fly off. This leads to their HeelFaceTurn]].

! Doctor Doom
[[quoteright:347:http://static.tvtropes.org/pmwiki/pub/images/2244728-detail__1__1998.jpg]]
[[caption-width-right:347:[[BadassBoast Look upon me and tremble, for my face is the last you shall ever see. I am Doom.]]]]
->Voiced by: Creator/MauriceLaMarche

* ActuallyADoombot: The Dr. Doom that Spider-Man and the others captured turns out to be [[spoiler: several Doombots nested inside each other - which proceed to trash the SHIELD Helicarrier.]]
* AuthorityEqualsAsskicking: He's the ruler of Latveria.
%%* BadassCape
* TheComicallySerious: Not the character himself, but many of his appearances in Spidey's {{Imagine Spot}}s draw humor from him just being there.
%%* CoolMask
* TheDreaded: Spider-Man notes that Doom made his Spider-Sense go off WAY harder than usual. [[spoiler: And that was ActuallyADoombot.]]
%%* DoomyDoomsOfDoom
* EvilOverlord: He's the king of Latveria.
* FrickinLaserBeams: He can shoot energy beams from his hands.
%%* HandBlast
%%* InTheHood
* PoweredArmor: His armor is a nuclear-powered chassis made from Vibranium.
* ThirdPersonPerson: He constantly speaks in the third person.
* XanatosGambit: When the teen heroes attempt to attack Latveria in order to capture him, he sent them a Doombot and let it be captured so it could infiltrate the Helicarrier and destroy it. And even after the heroes destroyed it, it turns out that he took the opportunity to scan their moves and now knows all of their weaknesses. Even better, the heroes pulled a sneak attack with no planning, so he had no prep time.

!Loki
[[quoteright:210:http://static.tvtropes.org/pmwiki/pub/images/char_69118_2278.jpg]]
[[caption-width-right:210:]]
->Voiced by: Creator/TroyBaker

* ArchEnemy: To Thor. Although he also developed a personal grudge against Spider-Man after their first encounter.
* BalefulPolymorph: Is extremely fond of inflicting this upon others - with every episode he appears being centered around him turning someone into something in order to defeat/humiliate them.
* CainAndAbel: The Cain to Thor's Abel, obviously.
* TheChessmaster: Manipulates the rules of the Asgardian Boar Hunt to get the Hunters to try to take out "Spider-Ham". [[spoiler: He doesn't count on Thor and SHIELD going so far to defend Spidey, though.]]
* ComicBookFantasyCasting: He looks quite similar to Creator/TomHiddleston.
%%* DeadpanSnarker
* DenserAndWackier: The currently best-known version of Loki as portrayed in the comic, movie and [[WesternAnimation/TheAvengersEarthsMightiestHeroes cartoons]] is a vicious [[TheChessmaster chessmaster]] whose plans typically involved very elaborated schemes to murder Thor, steal Odin's powers WorldDomination and at least once genocide. While this one retain some of those goals, he usually rather focus on petty acts of revenge and relies on goofy BalefulPolymorph curses rather than large-scale manipulations.
* DidntThinkThisThrough: At the end of the season 3 two-parter, he escapes using [[spoiler: Heimdall's portal, not realizing that the portal does not lead to Asgard but to a realm where all the monsters who were under control of Venom were.]]
%%* EvilBrit
* EvenEvilHasStandards: Even he wouldn't spit in a hotdog before giving it to someone he dislikes.
* FatalFlaw: Like his brother, Loki is pretty arrogant himself.
%%* FauxAffablyEvil
* FreakyFridayFlip: Does a rather ingenious one in the Season 3 two-part premiere, ''"Avenging Spider-Man"''. [[spoiler:After gaining Spidey's body, he leads an army of Venom-powered monsters before then switching back to his own body (after Spidey inadvertently hurts his own body) and pretends to still be Spider-Man stuck in Loki's body just as the Avengers arrive. You gotta give it to Loki; that was smart.]]
* IfYouWontIWill: In "Run Pig Run," after Spidey evades the boar hunters until sunset, when the hunt ends, Loki is so furious that he violates the Asgardian laws by trying to do Spidey in himself, only to get punched out and taken into Asgard's custody for his troubles.
* {{Irony}}: [[spoiler:Loki mocks Thor about his arrogance, but later Spider-Man uses Loki's own ego against him.]]
* MasterOfIllusion: He disguises himself as a hot-dog vendor to get Peter to eat a hot-dog that turns Peter into Spider-Ham in "Run Pig Run" and spends the episode taking on many forms to help the hunters either find Spider-Ham or just give Pete a worse day than he already has.
* PhysicalGod: He is the Norse god of mischief.
%%* TheTrickster
* {{Troll}}: Some of the things he does are purely ForTheEvulz, in particular his revenge gambit against Spider-Man.

! Sabertooth[=/=]Victor Creed
[[quoteright:299:http://static.tvtropes.org/pmwiki/pub/images/Sabretooth_USM_003_9369.png]]
[[caption-width-right:299:]]
->Voiced by: Peter Lurie

* ArchEnemy: To Wolverine. Parodied in a Cutaway Gag, where Dr Samson tries to have him and Wolverine in therapy, which ends up with the two of them fighting each other again.
%%* AxCrazy
%%* TheBerserker
* BloodKnight: Even more aggressive than Wolverine.
%%* EvilSoundsDeep
* FangsAreEvil: He has a mouth full of jagged teeth.
%%* GutturalGrowler
* IAmAHumanitarian: To quote Wolverine: "He eats anything he doesn't like. And he doesn't like ''anything''."
%%* NamesToRunAwayFromReallyFast
* NaturalWeapon: His [[WolverineClaws claws]] and fangs.

! Nightmare
[[quoteright:210:http://static.tvtropes.org/pmwiki/pub/images/char_73402_4841.jpg]]
[[caption-width-right:210:]]
->Voiced by: Creator/MarkHamill

* ArchEnemy: To Dr. Strange.
* AsLongAsThereIsEvil: He's eaten by Doctor Strange's pet EldritchAbomination, though Strange says he'll return as long as there are nightmares.
%%* DangerouslyGenreSavvy
%%* DreamWeaver[=/=]DreamStealer
%%** YourWorstNightmare: Inflicts these.
%%* DreamLand: Dwells in the dimension of dreams.
* EvilCannotComprehendGood: He thought Spider-Man saw his Uncle's death as his greatest failure, and failed to understand that this memory was precisely what motivated him into being a superhero in the first place.
%%* EvilLaugh
* EvilSoundsDeep: Or at least he does until he's defeated. When he does, his voice basically reverts to MarkHamill's [[SelfDemonstrating/TheJoker Joker]] voice.
* HumanoidAbomination: He appears vaguely human on the surface, but is an ancient demon that consumes dreams.
* KnightOfCerebus: His episode was the one where Iron Fist's origins and major insecurities came to light.
%%* MeaningfulName
%%* NamesToRunAwayFromReallyFast
* OneWingedAngel: Gets FacialMarkings and FlamingHair after [[spoiler: defeating Dr. Strange.]] He later becomes a full-fledged giant demon [[spoiler: during Spidey's It's A Wonderful Life/Christmas Carol dream sequence]] in ''"Nightmare on Christmas".''
%%* PowerEchoes
* RealityWarper: Within the Dream Dimension he can freely warp reality.
* SealedEvilInACan: Is eaten by an EldritchAbomination-in-a-box, but Dr. Strange says he will return [[AsLongAsThereIsEvil as long as there are nightmares]].

! Scorpio
[[quoteright:334:http://static.tvtropes.org/pmwiki/pub/images/Scorpio_USM_01_5544.png]]
[[caption-width-right:334:]]
->Voiced by: Creator/PhilMorris

* AllYourBaseAreBelongToUs: The whole premise to his episode is that he seized the SHIELD Helicarrier.
%%* AntiVillain: Hinted to be a Type II.
* CainAndAbel: The Cain to [[spoiler: Nick]]'s Abel.
* CompositeCharacter: [[spoiler: He's Nick's brother and uses the Scorpio identity, like Jake Fury, but his first name, Max, come from Nick's evil robot duplicate in ''ComicBook/SecretAvengers''.]]
* InTheHood: As can be seen in the picture.
* RaceLift: First time he shares [[spoiler: his brother's change from white to black]].
* {{Revenge}}: His motive for attacking SHIELD.
* WaveMotionGun: The Scorpio Key, one of the top 10 most dangerous weapons known to man.
* WesternZodiac: He and his LegionOfDoom, [[ExactlyWhatItSaysOnTheTin Zodiac]], base their outfits off of this.

! Sandman[=/=]Flint Marko
[[quoteright:299:http://static.tvtropes.org/pmwiki/pub/images/120803mag-Sandman1_300x206_5547.jpg]]
[[caption-width-right:299: DON'T CALL ME SANDMAN!]]
->Voiced by: Creator/DeeBradleyBaker

%%* AntiVillain: Type II.
* AdaptationalBadass: While mainstream Sandman never was a joke, this version takes it to new levels, as he's so dangerous that [[spoiler:him reaching New York could actually cause a major crisis, and Fury had to imprison him on an island instead of sending him to a regular jail.]]
* AdaptationalVillainy: Like all previous incarnations of Sandman, he does have some shade of WoobieDestroyerOfWorlds; However, he's clearly much more crazy and psychotic than any of his previous incarnations, both in the comic and animated-wise.
** The villainy part gets subverted when he started becoming a hero.
* AdaptationNameChange: Like the [[Film/SpiderMan3 previous]] [[WesternAnimation/TheSpectacularSpiderMan versions]] Flint Marko is his real name rather than his alias, In the comics his real name is William Baker.
* BerserkButton: "DON'T CALL ME SANDMAN!"
* BrattyHalfPint: Initially appears as one. He's also a CreepyChild, as lampshaded by Nova.
* DishingOutDirt: He is composed of and can freely manipulate sand.
* DoNotCallMePaul: Inverted; he ''wants'' to be called by his real name rather than Sandman.
* GeniusLoci: Becomes one with the island he was imprisoned on.
* GoMadFromTheIsolation: He ended up completely nuts after being imprisoned alone on an island for years.
* HeelFaceDoorSlam: He tried, and showed potential, but ultimately failed to redeem himself. It's a shame. [[spoiler:[[HeelFaceTurn Thankfully, Spiderman saved him from Ock]]. He now lives peacefully as a man-made beach on the Triskelion. No pun intended]].
* IAmAMonster: Sort of, he declares the "Sand-monster" version of himself to be "Who I really am".
%%* OneWingedAngel
* MultiArmedAndDangerous: He can spawn arms out of the ground.
* PsychopathicManchild: He just wants to "play".
* RestrainingBolt: Attempted, but in the end, it wasn't enough.
%%* SlasherSmile
* SplitPersonality: "Sandy" is Flint's ImaginaryFriend made real.
* VoluntaryShapeshifting: Being completely made of sand, he can freely transform his body.

! Trapster[=/=]Paste-Pot Pete[=/=]Peter Petruski
[[quoteright:349:http://static.tvtropes.org/pmwiki/pub/images/Trapster_USM_001_1120.png]]
[[caption-width-right:349: Why don't ya stick around?]]
->Voiced by: Steven Weber

* ButtMonkey: Out of the Frightful Four, he's the one who gets the worst of it.
* TheChewToy: Whenever he shows up he gets his butt kicked.
%%* BaldOfEvil
%%* GogglesDoNothing
* GroinAttack: When he asks MJ [[IHaveYouNowMyPretty how long she has until graduation]] after taking her hostage, she elbows him in the chin and then kicks him in the crotch.
* HoistByHisOwnPetard: He almost always gets covered by his own super glue.
* IncrediblyLamePun: Constantly makes ones about glue. You know how bad it is when even ''Spidey'' thinks they are lame.
* StarterVillain: The first villain introduced to the show and part of the Frightful Four, who are altogether the first threat Spider-Man's team has to deal with.
* StickySituation: All the time, thanks to his glue guns.

! Batroc the Leaper
[[quoteright:320:http://static.tvtropes.org/pmwiki/pub/images/Batroc_5565.png]]
[[caption-width-right:320: Forward, flip, flip.]]
->Voiced by: Creator/RobPaulsen

* BadassMoustache: Averted; if anything, his mustache just looks absolutely ridiculous.
%%* BeardOfEvil
* ButtMonkey: He is continually humiliated, if not by Spider-Man and his team than by another superhero or villain.
* GratuitousFrench: Constantly. He is French, after all.
* FrenchJerk: He's a French thief who enjoys taunting his opponents.
* GracefulLoser: At one point, when realizing he didn't stand a chance against Spider-Man, he willingly surrenders himself. [[spoiler:Too bad for him, it actually was ''ComicBook/{{Venom}}'' he was fighting against...]]
%%* FridgeBrilliance: Batroc has always been portrayed as a French stereotype.
* HarmlessVillain: Probably the least dangerous villain in the whole show.
%%* IShallTauntYou
* JokeCharacter: He has a fairly ridiculous getup and his parkour skills are all he has going for him power-wise.
* InASingleBound: Pretty much his only ability.
* YankTheDogsChain: In ''Electro'', he takes advantage of the general lack of electricity in the town, and starts going around stealing everywhere with the heroes failing to stop him. Needless to say, Electro easily upstages him and as soon as electricity comes back, they pay him back.

! Carnage
[[quoteright:340:http://static.tvtropes.org/pmwiki/pub/images/carnage_4_6070.jpeg]]
[[caption-width-right:340:Carnage RULES!!!]]
->Voiced by: Creator/DeeBradleyBaker

The Green Goblin turns Peter Parker into Carnage by bonding him with the Venom symbiote. Carnage proceeds to CurbStompBattle Peter's team, but Harry reclaims the symbiote, becoming Venom again and returning Carnage to being Peter. A new version of Carnage is later created from a sample of the Venom symbiote. This version is sentient, and quickly grows beyond the need for a host.

* AdaptationDistillation: Though not a straight adaptation of Ultimate Carnage, it retains a similar relationship with the Venom symbiote that it had in that comic. [[spoiler: To be precise, being more closely based on Peter Parker's biology as well as being absorbed to return Venom to full strength.]]
* TheBerserker: The first thing Carnage does is attack the Green Goblin and trash his lab.
* BladeBelowTheShoulder: When about to attack Flash, the second Carnage transforms its arm into a scythe-like blade, and later into an axe-blade to attack Spider-Man.
* CombatTentacles: Projects black tentacles from his back that serve as his main means of offence.
* CompositeCharacter: [[spoiler:The Carnage that appears in the Symbiote Saga arc is the symbiote itself with the personality of Cletus Kasady, who thus far has not made an appearance in the show.]]
* EvilHasABadSenseOfHumor: The second Carnage constantly laughs maniacally, and dishes out out good sadistic quip after cutting Spider-Man's web-line.
-->'''Carnage:''' You ain't runnin'! You fallin'!
* FangsAreEvil: Like Venom, Carnage has MoreTeethThanTheOsmondFamily and is a villain.
* GoryDiscretionShot: It's easy to miss, but when a cloud of dust is stirred up, several [=SHIELD=] agents are dragged into it and never come out. [[FridgeHorror And if he's anything like other versions of Carnage...]]
* JaggedMouth: The second Carnage has black teeth that blend into his face.
* LaughingMad: The second Carnage constantly hams it up with maniacal laughter.
-->''Spider-Man:''' What is so funny?! There's nothing funny!
* LightningBruiser: Spidey's team notes that he has many improvements over Venom, and Carnage practically paints the walls with both many SHIELD troops as well as the team itself.
* MythologyGag:
** In its a first appearance its fighting style appears to be lifted from the ''VideoGame/UltimateSpiderMan'' and ''VideoGame/SpiderManShatteredDimensions'' video-games--using tendrils from its back and shoulders to move around, a pouncing and charging attack pattern, bouncing off both surfaces and heroes themselves. Several moves it does (for instance, using the tendrils to sling itself forward into an enemy before bouncing off said enemy and back on its feet) are almost exactly the same as moves used in the videogame. Also a bit to ''WesternAnimation/SpiderManTheAnimatedSeries'' which likewise has an alternate verison of Peter was turned into Carnage.
** The second Carnage in ''Symbiote Saga Part 1'' [[spoiler:bonds to Doc Ock, like what happened at the end of ''VideoGame/SpiderMan''. Just like the Venom Symbiote in ''ComicBook/VenomSpaceKnight'', it can take on a humanoid form without a host.]]
* OverlyLongTongue: It has a long, slavering tongue just like Venom's.
* PrimalStance: The first Carnage maneuvered on all fours, emphasizing its animalistic aggression.
* RedAndBlackAndEvilAllOver: Carnage is red with black markings, though when the symbiote first bonds to Peter the red and black are inverted. The second Carnage is identical to his original appearance in the comics.
* SpikesOfVillainy: Can form spikes all over his body as a defense mechanism.
* SpikeShooter: After watching Spider-Man shoot web-balls, Carnage replicates the technique to fire spikes.
* SuddenlyVoiced: In Carnage's first appearance, all it did was screech and snarl. In the Symbiote Saga, it's fully voiced.
* TheSymbiote: Created when the Green Goblin bonds an altered specimen of the Venom symbiote to Peter Parker. [[spoiler:Morbius and Doctor Octopus create a second Carnage from a sample of Agent Venom.]]
* SuperpoweredEvilSide: To Peter Parker, when the Green Goblin bonds him to a sample of the Venom symbiote.
* WeHardlyKnewYe: The original Carnage had approximately three minutes of screen time before Harry reclaims the symbiote and becomes Venom again. [[TheBusCameBack He makes a triumphant return in Vs. The Sinister Six]], with a persona closer to his comics appearance.

! Man-Wolf
[[quoteright:330:http://static.tvtropes.org/pmwiki/pub/images/man-wolfscaled_7072.png]]
[[caption-width-right:330:]]
->Voiced by: Creator/NolanNorth

An alien crystal turns [[spoiler: John Jameson]] into a werewolf on the moon.

* AnimalThemedSuperbeing: Wolves, naturally.
%%* AntiVillain
* BatmanCanBreatheInSpace: Man-Wolf has no trouble whatsoever running along the moon's surface without a spacesuit.
%%* ClingyMacGuffin
%%* CoolSword
* EvilAlbino: A white-furred, red-eyed werewolf.
%%* IAmNotMyFather
* IKnowYoureInThereSomewhereFight
* LightningBruiser: Strong enough to take on the team single-handed. Fast enough to outrun Spider-Man.
%%* TheMindIsAPlaythingOfTheBody
%%* NiceGuy
* OurWerewolvesAreDifferent: For starters, this one can breathe in space and is created via an alien crystal.
* ResistTheBeast: [[spoiler: John]] tries to and actually succeeds temporarily.
* SpikesOfVillainy: His armor has what looks like a bandolier of spikes on it.
* SuperStrength: He throws most of the team around like ragdolls for most of the episode.
%%* SuperToughness
%%* TransformationTrinket

! Swarm/Michael Tan
[[quoteright:300:http://static.tvtropes.org/pmwiki/pub/images/swarmscaled_8571.png]]
[[caption-width-right:300:]]
-> Voiced by: Creator/EricBauza ("Swarm"), Creator/DrakeBell ("Sandman Returns")

A former researcher at Stark International. An attempt to mentally control machines resulted in his consciousness inhabiting Spider-Man's Spider-Tracers.

* AGodAmI: Constantly refers to himself as the future.
* AxCrazy: How crazy he was before is debatable, but he gets crazier as Swarm.
%%* AsianAndNerdy
* CreateYourOwnVillain: Is created by both Tony Stark firing him and Peter using the latter's tech to upgrade his tracers. Lampshaded by Tony.
* EvilSoundsDeep: After becoming Swarm.
* MeaningfulName: He's a ''swarm'' of self replicating Spidey Tracers.
* RaceLift: Goes from a German named Fritz to an Asian named Michael.
* SmallNameBigEgo: He thinks he's the next big thing in science, even calling Tony Stark a "relic". In reality, he's just a researcher with an attitude problem.
%%* SmugSnake: In ''spades''.
* TheSociopath: As Tony so eloquently puts it:
-->'''Tony Stark:''' You're a self-centered egomaniac with no regard for the safety of others.
* SupernaturalGoldEyes: As Swarm.
* ThatManIsDead: An odd variation. He begins to say that Michael Tan no longer exists, but Spidey's the one who names him Swarm. Of course he gladly took the name.
* WithGreatPowerComesGreatInsanity: Noted by Spider-Man when he briefly refers to himself as we.
* TheWormThatWalks: Though different from his usual body, as he's made up of Spidey-Trackers instead of bees.


!! Wade Wilson[=/=]SelfDemonstrating/{{Deadpool}}
[[quoteright:340:http://static.tvtropes.org/pmwiki/pub/images/deadpoolresized_676.png]]
[[caption-width-right:340:It's Ultimate Deadpool!]]
-> Voiced by Creator/WillFriedle

* AdaptationalHeroism: Compared to my actual incarnation in the UltimateMarvel universe, who was an AxCrazy [[FantasticRacism mutant hating bigot]] that just killed even if there was no money to be made.
* AdaptationalVillainy:
** Eh, whatevs. While I'm no saint in the comics (especially in my original appearances), here I'm pretty shameless in who I help or harm as long as I gets paid in the end.
--> "Sometimes I'm bad for money, sometimes I'm good for money. As long as I'm having fun with said money, I make my own rules!"
** Me and Taskmaster can be described as this, I guess. In the comics, we're [=BFFs=], (VitriolicBestBuds, but still rather close allies). In this, we're a lot less friendly towards each other as the fact that I have no prob "unaliving" him freaks Tasky out. [[FridgeBrilliance O'course, he did steal that list when my back was turned.]] [[DisproportionateRetribution Cut me out of a payday, will ya?!]]
* BagOfHolding: My pouches. Among the things I have stored in there are: a parachute, bombs, a laser gun, fish sticks, and more.
* BreakingTheFourthWall: Part of my awesomeness, of course! I even fought Spidey in the 4-wall breaking, non-sequitor sequences! I kinda had to, since the webhead stole my bit in the first place.
%%* CloudCuckoolander: Well, duh.
* ConfusionFu: Even Taskmaster can't read my sweet moves.
* DanceBattler: I beat Tasky while break dancing, just like in the comics! Nice reference, eh?
* DeadlyEuphemism: I don't kill people, I "Unalive" them. See "Never Say Die" for why.
* DenserAndWackier: You read that right. They actually managed to do this to ''me'' of all people!
* TheDreaded: Heh, Tasky practically wet himself when Spidey mentioned I was there.
* EarlyBirdCameo: I was actually shown in a magazine cover and as a videogame character in episodes before my official appearance in the series. Always pay attention, kids.
* EverythingIsBetterWithMonkeys: I dressed a bunch of monkeys in smaller outfits of my own to mess with Fury.
* EvilAllAlong: Or at the very least, Amoral All Along. [[spoiler:So, yeah, I stole the drive containing various heroes secret identities in it in the first place and was planning to sell it to the highest bidder. Too bad Spider-Man had to be a stick in the web.]]
* GoryDiscretionShot: When I got an ass full of arrows, and a spleen full of swords.
* GutturalGrowler: I tend to lapse into this occasionally, twice simply to mock Wolverine.
* HealingFactor: Eh, I had to mention it. I even lampshade it!
-->'''Me:''' Heh, that's gonna leave a mark. Oh wait, healing factor! Yay me!
* HehHehYouSaidX: I was out on my mission with Spidey and he warned me all about Booby Traps. He said [[ComicallyMissingThePoint TRAPS]]
can you believe it?!
* KatanasAreJustBetter: Ain't they, though? So slicey and dicey...
* MadHatter
-->'''Prince Goody-Two Webs:''' Are you out of your mind?
-->'''Moi:''' TOTALLY!
* MindScrew: My existence in a nutshell. An assorted nutshell. Of nuts. And yes, that includes peanuts. Wait, are peanuts even nuts at all? I thought they were those legume thingies...
* MultipleChoicePast: Since I'm [[BlatantLies so creative]], I give at least three different backstories over the course of the episode.
** From [[ILoveNuclearPower playing in a kiddie pool of radioactive waste]] as a kid and being given superpowers...
** ...To [[ParentalAbandonment having my mom kidnapped by ninjas]] after I was born. Of course, since this is [[CloudCuckoolander me]] and the summary of the rest of my "origin story"...
** [[spoiler: Eventually, the webhead grilled [[DarkAndTroubledPast my real origin]] outta me: I was once a "weird special kid" (probably because of my healing factor) with a crapsack life being treated badly and/or hurt by bad people. Nick Fury found me and trained me, having once been with Spider-Man's teammates. Over time, though I learned to 'laugh at the pain' and 'to hurt those who hurt you [[UpToEleven times a thousand]]'.]] The third option is made [[FridgeHorror even cooler]] if you consider [[spoiler: that the term "weird and special" could be referring to a [[AmbiguousDisorder mental disorder]], rather than my healing factor.]]
* NeverSayDie: Since this is a kid's show, they had me parody this trope, claiming it as a tic. So, I have to stick with "unalive".
* NoFourthWall: Even more so than Spidey. I still say he nabbed it from me first!
* NominalHero: Big time. After all, I'm...
* OnlyInItForTheMoney: As long as I'm paid, I'm golden.
* PsychoForHire: Extra emphasis on the psycho.
* RememberTheNewGuy: You would have thought Spider-Man's teammates would have mentioned sooner that there had been someone in their team before Peter arrived and who eventually left. Guess I'm just He-Who-Is-So-Awesome-He-Must-Not-Be-Named.
* ShadowArchetype: Lampshaded by Spider-Man after hearing my last and most plausible origin story. He claims that if matters have gone a little different, he would have ended up as cool as me. (Yeah, right!) This is also seen through the whole episode, regarding out similar quirks and the arguments regarding our differences.
* YouCantHandleTheParody: I try to lay this epic line on Spider-Man. However, knowing me and the delivery causes Spidey to deliver a hilariously deadpan (if you like his style of funny; I don't see the appeal, myself) 'Really?' before I spill the likeliest beans.
* YoungerAndHipper: This version of me is implied to still be a teenager. My already beautiful skin is also smooth and free of the many cancer scars my comic counterpart has. I was a former member of Spider-Man's team prior to him joining, [[spoiler: and the most believable backstory I give is that I was a strange kid who was taken in and trained by Nick Fury]].

! Michael Korvac
-> Voiced by: Creator/JamesMarsters

Insane galactic conqueror and ruler of the Chitauri.

* CoolChair: A hover chair with tons of guns in it.
%%* GalacticConqueror
* InNameOnly: Shares very little similarities to the Korvac of the comics.

! Dracula
-> Voiced by: Creator/CoreyBurton

King of the vampires.

* {{Dracula}}: He resents being referred to as a Count, as his proper title is the King of Transylvania.
* EvilAlbino: He has pale skin, white hair, red eyes, and is the King of the Vampires.
* KnightOfCerebus: One of the few villains with no funny quirks whatsoever.
* UndeathlyPallor: His skin is bluish pale due to him being a vanpire.

! Vulture
-> Voiced by: Creator/TomKenny

* AnimalThemedSuperbeing: He was infused with vulture DNA.
* AntiVillain: In "The Iron Vulture," he took no joy in his assassination attempt on Norman Osborn. The only reason he did it was because Doctor Octopus offered to return his memories as payment.
* CompositeCharacter: He's [[spoiler: Adrian Toomes]], but in contrast his comic book counterpart (who has no powers and relies on [[ClothesMakeTheSuperman a winged flight suit]]), is an actual bird mutate like the Jimmy Natale version of the Vulture.
* CriminalAmnesiac: A rather tragic variant as whatever Doc Ock did, he has ''no'' memory of his past and is forced to work with Taskmaster as he knows who he was due to stealing data from Doc Ock's computer.
* EmoTeen: He is ''very'' angsty and in his human form even has the stereotypical look down.
* FightingFromTheInside: [[spoiler: It was implied that he intentionally led Spidey and Amadeus to the island where Sand-Man was being held captive, so they could save him from Doc Ock.]]
* HeelFaceDoorSlam: In ''Iron Vulture'', when Vulture couldn't find anything on himself, he turns on Doc Ock for seemingly lying to him, [[spoiler:but Ock infects Vulture with nanobots that rob him of his free will. The last thing he tells Spidey losing his will forever is that there is a mole in S.H.I.E.L.D.]]
* MakeMeWannaShout: His primary superpower aside from flight and talons is a screech so powerful it creates shockwaves.
* PoweredArmor: He dons an armored suit in "The Iron Vulture."
* TragicVillain: All he wanted was to remember who he was, and that led him to make some bad decisions. [[spoiler: In "The Iron Vulture," he ends up having his will erased and made into a puppet for Ock.]]
* UnwittingPawn: To Doc Ock.
* WeUsedToBeFriends: Spider-Man helped him in his debut episode, but he signed up with Taskmaster. Though after Spider-Man defeated Taskmaster in "New Warriors", he tells Vulture they don't need to fight anymore, and [[ScrewThisImOuttaHere he flew away]].
* YoungerAndHipper: [[spoiler: His first name being Adrian hints that he's Adrain Toomes, but in the comics, Adrian is an old man.]]

! Morgan Le Fay
-> Voiced by: Music/GreyDeLisle

A powerful witch sealed inside a magic sword.

* AffablyEvil: She's a very outgoing and polite lady who just wants to engulf the world into eternal darkness.
* BerserkButton: Being called evil she can handle, but hates being called old.
* ChildHater: Just before she get's dragged of to her prison again, she remembers that she actually ''hates'' kids.
%%* HotWitch
* FatalFlaw: Her arrogance becomes her undoing.
* FriendToAllChildren: She claims to absolutely adore children, though it doesn't stop her from trying to kill them.
%%* TheNightThatNeverEnds: Her goal.

! The Grandmaster
-> Voiced by: Creator/JeffBennett

One of the Elders of the Universe, who specialises in playing games.

* BigBrotherBully: To his younger brother, the Collector.
* SmugSuper: One of the most powerful beings in the universe, a fact he loves to flaunt.

[[/folder]]

* BladeBelowTheShoulder: When about to attack Flash, the second Carnage transforms its arm into a scythe-like blade.

* LaughingMad: While tossing Spider-Man around the Hydra Lab, the second Carnage hams it up with maniacal laughter.

** It's fighting style appears to be lifted from the ''VideoGame/UltimateSpiderMan'' and ''VideoGame/SpiderManShatteredDimensions'' video-games--using tendrils from its back and shoulders to move around, a pouncing and charging attack pattern, bouncing off both surfaces and heroes themselves. Several moves it does (for instance, using the tendrils to sling itself forward into an enemy before bouncing off said enemy and back on its feet) are almost exactly the same as moves used in the videogame. Also a bit to ''WesternAnimation/SpiderManTheAnimatedSeries'' which likewise has an alternate verison of Peter was turned into Carnage.

* PrimalStance: Maneuvers on all fours, emphasizing his animalistic aggression.
* RedAndBlackAndEvilAllOver: Carnage is red with black markings, though when the symbiote first bonds to Peter the red and black are inverted. In his reappearance, he is identical to his original appearance in the comics.

* TheSymbiote: Created when the Green Goblin bonds an altered specimen of the Venom symbiote to Peter Parker. [[spoiler:Morbius and Doctor Octopus accidentally create a second Carnage from a sample of Agent Venom.]]

* BladeBelowTheShoulder: When about to attack Flash, the second Carnage transforms its arm into an axe-like blade.

** The second Carnage in ''Symbiote Saga Part 1'' [[spoiler:bonds to Doc Ock, like what happened at the end of ''VideoGame/SpiderMan''.]]

* CoolSword

The Green Goblin turns Peter Parker into Carnage by bonding him with the Venom symbiote. Carnage proceeds to CurbStompBattle Peter's team, but Harry reclaims the symbiote, becoming Venom again and returning Carnage to being Peter.

The Green Goblin turns Peter Parker into Carnage by bonding him with the Venom symbiote. Carnage proceeds to CurbStompBattle Peter's team, but Harry reclaims the symbiote, becoming Venom again and returning Carnage to being Peter. The Carnage symbiote is recreated

* JaggedMouth: When he returns, he has black teeth that blend into his face.

* ShoutOut: It's fighting style appears to be lifted from the ''VideoGame/UltimateSpiderMan'' and ''VideoGame/SpiderManShatteredDimensions'' video-games--using tendrils from its back and shoulders to move around, a pouncing and charging attack pattern, bouncing off both surfaces and heroes themselves. Several moves it does (for instance, using the tendrils to sling itself forward into an enemy before bouncing off said enemy and back on its feet) are almost exactly the same as moves used in the videogame. Also a bit to ''WesternAnimation/SpiderManTheAnimatedSeries'' which likewise an alternate verison of Peter was turned into Carnage.

* SuddenlyVoiced: In Carnage's first appearance, all it did was screech and snarl. In its reappearance in the Symbiote Saga, it's fully voiced.
* TheSymbiote: Created when the Green Goblin bonds an altered specimen of the Venom symbiote to Peter Parker.

* WeHardlyKnewYe: Gets approximately three minutes of screen time before Harry reclaims the symbiote and becomes Venom again. [[TheBusCameBack He makes a triumphant return in Vs. The Sinister Six]], with a persona closer to his comics appearance.

* TheSymbiote: Created when the Green Goblin bonds the Venom symbiote to Peter Parker.

* CompositeCharacter: [[spoiler: The Carnage that appears in the Symbiote Saga arc is the symbiote itself with the personality of Cletus Kasady, who thus far has not made an appearance in the show.]]

* RedAndBlackAndEvilAllOver: Carnage is red with black markings, though when the symbiote first bonds to Peter the red and black are inverted.

The Green Goblin turns Peter Parker into Carnage by bonding him with the Venom symbiote. Carnage proceeds to CurbStompBattle Peter's team, but Harry reclaims the symbiote, becoming Venom again and returning Carnage to being Peter.

* CompositeCharacter: [[spoiler: The Carnage that appeared in the Symbiot Saga is the symbiot itself with the personality of Cletus Kasady, Its first host from the comics who has not mad an appearance in the series.]]

* OverlyLongTongue: Just like Venom's.

* RedAndBlackAndEvilAllOver: Though when the symbiote first bonds to Peter the red and black are inverted
* ShoutOut: It's fighting style appears to be lifted from the VideoGame/UltimateSpiderMan and SpiderManShatteredDimensions video-games--using tendrils from its back and shoulders to move around, a pouncing and charging attack pattern, bouncing off both surfaces and heroes themselves. Several moves it does (for instance, using the tendrils to sling itself forward into an enemy before bouncing off said enemy and back on its feet) are almost exactly the same as moves used in the videogame. Also a bit to ''WesternAnimation/SpiderManTheAnimatedSeries'' which likewise an alternate verison of Peter was turned into Carnage.

* WeHardlyKnewYe: Gets approximately three minutes of screen time before Harry reclaims the symbiote and becomes Venom again.
** [[spoiler:Ultimately subverted. He's going to be making a triumphant return in Vs. The Sinister Six]]

! Carnage/[[spoiler:Peter Parker]]

%%* RedHerringMole: [[spoiler:Yes, Rhino did betray SHIELD and free Doc Ock during the Lizard outbreak in Season 4,

%%* HeelFaceTurn: [[spoiler:After Spider-Man saves him from a [[HelicopterBlender turbine blender]].]]

* RedHerring: The Web Warriors were warned that there was a mole in S.H.I.E.L.D., and Connors was believed to be TheMole working for Doc Ock, because he got turned into the Lizard again. [[spoiler:However, the mole wasn't him, and while Rhino was brainwashed, it was the Scarlet Spider who was the real mole]].

[[folder:New Warriors]]

* MoralityPet: Takes a liking to both Aunt May and Peter. [[spoiler: While he does betray Spider-Man and working for Ock, He still cares for Aunt May.]]

* RedEyesTakeWarning: As with his canon counterpart, his costume has big red eyes and he's not to be trifled with.

! Hydro-Man
->Voiced by: Creator/JamesArnoldTaylor

A super-powered criminal, defeated and imprisoned by Nick Fury in the past.

* BitchInSheepsClothing: When the Web Warriors stumbled upon him, he claimed to be an old friend of Fury's.
* MakingASplash: He can turn himself into water, and use it as a weapon.

* DarkAndTroubledPast: Ock tortured and experimented on him, claiming to have 'created' him (though whether this is merely in terms of giving him his powers or cloning him is another matter entirely), and there's ''something'' he did in his past that makes him see himself as a monster and live in self-imposed exile in the sewers. Also, he had friends in the past and they betrayed him. [[spoiler: "Force of Nature" heavily implies the clone hypothesis is correct, what with Scarlet remarking that he wasn't raised by anybody and he doesn't actually have a real name, plus his bonding with May. Also, when his mask is removed, he looks a lot like Peter. After "The New Sinister 6, Part 1", it's revealed he's really helping Ock, so who knows how much of this is true. "The New Sinister Six Part 2" states pretty clearly that Ock took him off the streets and gave him everything, hence why he's loyal to him. WhAfter Spidey and May repeatedly appeal to his better nature and Ock reveals that the cares for no one but himself, Scarlet switches sisdes and performs a HeroicSacrifice.]]

* HeroicSacrifice: [[spoiler: At the end of "The New Sinister Six Part ", he shoves May and Peter in an escape pd to get them clear of Octopus Island, then controls it into a manged descent into the Hudson so it won't hurt anyone when it crashes.]]

** [[spoiler: Subverted in "The New Sinister 6: Part 1", as if anything, he's really a worse jerkass than he seems as he's in league with Octavius. He ends up performing a HeelFaceTurn and a HeroicSacrifice, however.]]

* AdaptationNameChange: Like the [[Film/SpiderMan3 previous]] [[WesternAnimation/TheSpectacularSpider-Man versions]] Flint Marko is his real name rather than his alias, In the comics his real name is William Baker.

[[folder:Spider-Man's team]]

* {{Expy}}: he can be compared to Skaar from [[WesternAnimation/HulkAndTheAgentsOfSMASH Hulk and the Agents of S.M.A.S.H.]], Both are new characters of unknown background who join a team of the same theme and powers, Both can slash with blades and finally [[spoiler:Both are the moles who work for scientist [[BigBad Big Bads]], But later redeemed themselves]] and in higndsight both shows are made by the same company.

* HulkingOut: Venom is a ''lot'' bulkier than Harry.

* {{Expy}}: he can be compared to Skaar from [[WesternAnimation/HulkAndTheAgentsOfSMASH Hulk and the Agents of S.M.A.S.H.]], Both are new characters of unknown background who join a team of the same theme and powers, Both can slash with blades and finally [[spoiler:Both are the moles who work for scientist [[BigBad Big Bads], But later redeemed themselves]] and in higndsight both shows are made by the same company.

* RedAndBlackAndEvilAllOver: A subversion. His colour scheme fits the bill and he's not exactly Mister NiceGuy, but he's a hero. [[spoiler: In reality, it's played Double Subverted, as he's really working for Doctor Octopus then, but gets Triple Subverted by his HeelFaceTurn.]]

* {{Expy}}: he can be compared to Skaar from [[WesternAnimation/HulkAndTheAgentsOfSMASH Hulk and the Agents of S.M.A.S.H.]], Both are new characters of unknown background who join a team of the same theme and powers, Both can slash with blades and finally [[spoiler:Both are the moles who work for scientist BigBads, But later redeemed themselves]] and in higndsight both shows are made by the same company.