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1* AnnoyingVideoGameHelper: There is no way to turn off Madame Web's hints. Reaches insane levels during the Sandman boss-fight where she'll continuously tell you to find something in the debris and to use water-barrels, often in rapid sucession. Over and over.
2* AntiClimaxBoss: It's absurdly easy to button mash Electro to death in the DS version without him so much as lifting a finger.
3* BrokenBase:
4** Venom doesn't appear at all, though Carnage does. At least Ultimate Spidey has the symbiote, explaining Ultimate Venom's absence, but the Amazing, Noir, or 2099 Venoms have no such excuses, and it does not help that X-Men characters like Juggernaut and Deadpool do appear. That said, the fight with Juggernaut is a wholesale reference to the ''ComicBook/NothingCanStopTheJuggernaut'' story, and Deadpool appears in the Ultimate section, where he first appeared in that universe.
5** For some, the presence of symbiotes themselves annoyed them, as between ''[[VideoGame/UltimateSpiderMan2005 Ultimate Spider-Man]]'', the ''VideoGame/SpiderMan3'' [[VideoGame/SpiderManTrilogy tie-in game]], and ''[[VideoGame/SpiderManWebOfShadows Web of Shadows]]'', they were fatigued about symbiotes and wanted a break from them, whereas others understood why Ultimate Spider-Man was in the black suit (mainly to keep his gameplay different from Amazing Spider-Man) and accepted it.
6* CompleteMonster: [[BigBad Mysterio]]--Quentin Beck--is portrayed as [[NotSoHarmlessVillain far more wicked and dangerous]] than in the comic. Failing to steal the [[ArtifactOfDoom Tablet of Order and Chaos]] due to Spider-Man's interference, Mysterio escapes with one of the now-shattered fragments of the Tablet. Realizing the power of his fragment, Mysterio goes on a rampage, destroying anything in his path in search for the other fragments. After finding Madame Web's location, Mysterio tortures her, then uses her as a hostage to force Spider-Man to retrieve the rest of the Tablet's fragments for him. Restoring the Tablet to its original state, Mysterio gains god-like powers, [[OmnicidalManiac destroys the Multiverse]], and plans to remake it [[InTheirOwnImage in his image]].
7* CrazyIsCool: Deadpool, of course. He sets up an entire level with one of the tablet fragments as a reward. And he makes three copies of himself during the last fight against him!
8* DifficultySpike: The DS game gives you a few weak enemies and a faux-boss fight against Mysterio. Your next fight is against Boomerang, who is impervious to all direct damage and can only be injured if you grab his boomerang and hurl it back at him. Granted, it's easy once you know what you're doing, but his speed makes it a very difficult fight.
9* EnsembleDarkhorse: Serena Patel aka Doc Ock 2099 seems to be very popular.
10* EsotericHappyEnding: The game has this feeling occur in-universe after 2099 Spider-Man defeats his version of Scorpion; Scorpion took the tablet at the bidding of another villain, who promised to turn him back into a human (his backstory is that he was turned into a scorpion-like mutant) if he found it for her. Consequently, Spider-Man feels sorry for him and wishes there was something he could do. When Madame Webb congratulates him and assures him that the day is his, he glumly asks, "Yeah? Then why do I feel so bad about it?"
11* {{Fanon}}: A lot of fans found Miguel O'Hara to be wildly OutOfCharacter throughout the game, tossing out his more serious demeanor for a more goofy jovial attitude. As such some fans headcanon that the version we see is not the Miguel from the original 2099 comics but rather the one from ''Timestorm 2099'', or at least a similar version. This is helped by the fact that Scorpion 2099 is based on his incarnation from that storyline.
12* GeniusBonus: "I believe it was Goethe who said: 'He who jealously guards his fears, secretly yearns to bring them about'... Either him, or Irving Forbush." Also a MythologyGag, if you know who [[http://marvel.wikia.com/Irving_Forbush_%28Earth-665%29 Irving Forbush]] is.
13* GoddamnedBats:
14** The exploding kamikaze critters in Doc Ock's stage can end up being very frustrating.
15** The green Electro-creatures.
16* GoodBadBugs: The Wii version allows you, in the Noir Stages, to rescue a hostage fairly quickly in the Goblin segment by simply ''walking through the right bars'' (also meaning you don't need to open the cage in the first place.). A similar glitch is also in the first level, and requires some timing to pull of, which allows you to get in the hallway Hammerhead and his henchmen are: Get spotted, and then use a web-strike, and you'll be in the same hallway, though they'll have disappeared. Doing so, however, [[UnintentionallyUnwinnable means that you will be unable to progress in the level]] and have to restart.
17* HilariousInHindsight:
18** Marvel had previously claimed that a crossover between the mainstream and Ultimate books would mean they had officially run out of ideas. This has mainstream, Ultimate, 2099, ''and'' Noir!
19** In later years the Ultimate Universe would crossover with the regular 616 one several times, finally culminating in ''ComicBook/SecretWars2015'', when the two universes ''annihilate each other.'' The subsequent reboot did away with the Ultimate universe altogether, while bringing some of it's characters, like Miles Morales, into the 616 universe.
20** The announcement of ''ComicBook/SpiderVerse'', which is this concept taken up to eleven.
21** [[spoiler:A female Doctor Octopus]] has become this thanks to ''WesternAnimation/SpiderManIntoTheSpiderVerse'', [[spoiler:only with a [[GenderFlip genderbent]] Otto Octavius (here named Olivia)]].
22** One of the commercials in the Pain Factor level is a Blaxploitation themed advert for Stephen Strange, Jr, the Ultimate Dr. Strange. Becomes this with the line "He's cheated death itself," given that by the time the game was released, Strange Jr. was dead.
23* IKnewIt:
24** The report of Creator/NeilPatrickHarris as Amazing Spider-Man. Before the announcement of his involvement, people speculated who was voicing Amazing Spidey. The list of suspects included Creator/RinoRomano (''WesternAnimation/SpiderManUnlimited'' and [[VideoGame/SpiderMan2000 Activision's first]] [[VideoGame/SpiderMan2EnterElectro Spider-Man games]]) and Creator/JamesArnoldTaylor (''VideoGame/SpiderManFriendOrFoe''). When the Juggernaut teaser came out and had a few lines from Amazing Spidey, people pretty much figured out Harris was the voice. The report of his involvement was pretty much just confirmation by the point it was made.
25** When the image of the Cosmic Spider-Man costumes leaked between the initial announcement & the 2099 reveal, most people immediately figured out that one of the two unannounced Spider-Men was Spider-Man 2099. On that same note, a smaller amount guessed that the last Spider-Man was wearing the Black suit & a smaller portion guessed that it was Ultimate Spider-Man (Far more had guessed that it was the Spidey from Web Of Shadows, following a Black Suit ending).
26* JerkassWoobie: Scorpion 2099 is certainly an unpleasant fellow, but he is [[BodyHorror in constant pain from his condition]] [[IJustWantToBeNormal and wants nothing more than to be a human once again]]. Even Spidey can't help but feel sorry for him when all is said and done.
27-->'''Madame Web:''' Congratulations, Spider-Man! You've won the day!\
28'''Spider-Man 2099:''' Oh yeah? Then how come I feel so bad about it?
29* QuestionableCasting: Dan Gilvezan as 2099. While he gives a good and humorous performance, the age in his voice is quite apparent, especially when compared to Christopher Daniel Barnes' more appropriate voice in ''Edge of Time''. Many also feel that his portrayal is out of character for Miguel O'Hara, especially when compared to Barnes in ''Edge of Time'' which people think is more accurate.
30* RescuedFromTheScrappyHeap: Ultimate Deadpool has MUCH more in common with his mainstream-counterpart than he does the Ultimate version.
31* TaintedByThePreview: A few people were annoyed when Ultimate Deadpool was announced to be in the game. This was fixed when they revealed that Ultimate Deadpool's personality was more in line with the mainstream version, [[RescuedFromTheScrappyHeap earning him some brownie points]].
32* ThatOneBoss: The third phase of the four-part final battle against Mysterio on the console/PC versions, in which you help Spider-Man 2099 chase Mysterio in an endless free-falling void. The long, long way you have to go to finally catch up to Mysterio, the increasing speed and frequency of the obstacles he puts along the way, the need to complete it three times and the [[CheckpointStarvation lack of checkpoints]] in between the three runs or health recovery all conspire to drive any gamer nuts to the point where you'd want to throw your controller clear across the room.
33* ThatOneSidequest: Several Web of Destiny challenges can be pretty difficult:
34** "Dropped Something" in 2099's first stage against the Hobgoblin involves hitting him with a thrown object when he's about to throw a bomb so that he drops it. There are only two windows of opportunity to pull this off (the second and third battles against Hobgoblin), and the timing of his attacks can be hard to pin down. You'll also have to deal with a bevy of PEP officers that get in the way and you only have a limited number of objects to throw to hit the Hobgoblin. If you run out, you may need to restart the battle.
35** "Lost and Found" in Amazing's second stage against the Sandman involves looking for Juggernaut's helmet during the final boss battle - which is like finding a needle in a haystack. It also doesn't help that one of the three faces in the giant sandstorm you fight inside can just eat the helmet, meaning that it's [[PermanentlyMissableContent gone]] unless you reload the battle.
36** "Silent Swing" in Noir's second stage against the Vulture involves making five swings in a row without getting detected. This would be doable in an area midway through the level where there are no enemies, but it's not purely linear in shape, making it difficult to make the five consecutive swings needed to beat the challenge.
37** "Stealthiest" in Noir's third stage against the Goblin demands that you must take down ten guards in a row without triggering the alarm.
38* TheyWastedAPerfectlyGoodPlot:
39** [[spoiler:A pre-order bonus is Cosmic Spider-Man suits for the four different Spidey's, the endgame features Mysterio trying to destroy all four universes... Yet somehow, the Cosmic Spidey costumes weren't worked into the storyline.]]
40** It's weird that in the Spider-Man Noir segments, ComicBook/TheKingpin isn't the final boss considering how perfect he would've been for the segment. You instead face Norman Osborn.
41** None of the Spider-Men ever interact with each other outside of the final boss fight. ''Edge of Time'' would rectify this a bit with constant dialogue between Amazing and 2099 Spider-Men.
42* UnexpectedCharacter:
43** ComicBook/SpiderManNoir was one of the very first characters announced for the game, and largely wasn't very known in the mainstream at the time of release. This game is likely why he ended up in guest spots in other continuities, such as ''WesternAnimation/UltimateSpiderMan2012'' and being one of the Spider-Gang in the ''WesternAnimation/SpiderManIntoTheSpiderVerse'' film.
44** [[spoiler:ComicBook/SpiderHam. Amazing Spider-Man is surprised to see him, fans are probably equally surprised to see him, even Madame Webb the ''telepathic seer'' who contacted the Spiders in the first place is utterly shocked to see him drop in at the end.]]

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