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'''''Ultimate Spider-Man''''' (currently known as '''''Miles Morales: Ultimate Spider-Man'''''), part of the UltimateMarvel line, is a retelling of the original ''Comicbook/{{Spider-Man}}'' comic written by Creator/BrianMichaelBendis and drawn, originally, by Mark Bagley and later by Stuart Immonen. The Bendis and Bagley collaboration, which lasted for 111 issues, holds the record for longest continual run on a Marvel Comics series by two people.

After a six-month timeskip following ''{{Ultimatum}}'', the series was re-launched as ''Ultimate Comics: Spider-Man'' until the comic reached its 150th issue (counting both pre- and post-Ultimatum issues) and returned to its original numbering and naming format for 10 issues. The series ended with issue 160 [[spoiler:and Peter's death]].

A third volume followed a few months later with a new character [[http://marvel.wikia.com/Ultimate_Comics_Spider-Man_Vol_2_1 in a new Spider-Man costume]] and the title ''Ultimate Comics: Spider-Man, Volume 2'' or ''Ultimate Comics: '''All-New''' Spider-Man'' with new numbering. In 2014, The fourth and current volume, called ''Miles Morales: Ultimate Spider-Man'', began in the wake of the ''[[Comicbook/CataclysmTheUltimatesLastStand Cataclysm]]'' CrisisCrossover.

There's also the 2005 [[VideoGame/UltimateSpiderMan tie-in game]], which introduced Ultimate Beetle and was marketed as being in continuity with the series; this has since been the subject of CanonDiscontinuity, with several events in the game later being adapted to the comics, and others officially never taking place. And on the subject of video games, Ultimate Spidey also made an appearance in 2010's ''[[VideoGame/SpiderManShatteredDimensions Spider-Man: Shattered Dimensions]]'' as one of the four playable characters ([[DummiedOut on home consoles]]).

Not to be confused with the ''WesternAnimation/{{Ultimate Spider-Man}}'' animated show, which has a different premise; though as with most Marvel adaptions it does have some Ultimate Universe elements incorporated into it.

'''Please Note: Due to the comic changing main characters at the end of Volume 2, tropes for the first two volumes of the title are separate from tropes for the third volume. As such, all tropes relating to [[LegacyCharacter the second Spider-Man]] will be collected under the tropes for Volume 3, and spoilers relating to the end of Volume 2 will be unmarked in that section.'''
----
!!''Ultimate Spider-Man'' provide examples of the following tropes:

[[foldercontrol]]

[[folder:Volumes 1 & 2]]
* AcquiredSituationalNarcissism: Immediately after getting bit by the spider, Peter is a jerk. It doesn't last long.
* AdaptationDistillation: On occasion, especially the Clone Saga.
* AlliterativeName: The same ones carry over from the original comics: Peter Parker, Betty Brant, Otto Octavius, "Robbie" Robertson, and, at the top, J Jonah Jameson.
* AllOfTheOtherReindeer
* AllThereInTheManual: The short-lived ''Ultimate Marvel Team-Up'' and the ''Ultimate Spider-Man Super Special'' that closed out the series contained Ultimate Spidey's first run-ins with the Lizard, Black Widow, Blade, Daredevil, and Man-Thing (though the Blade encounter did get revisited in the "Morbius" arc). The Special also wrapped-up the class assignment subplot seen in the inital Doctor Octopus/Kraven arc of the main ''Ultimate Spider-Man'' series.
* AnimalMotifs: It's the same rogues' gallery.
* AntiClimacticUnmasking: Multiple times. Peter was caught and unmasked by his enemies on several occasions. Luckily for him, his enemies had no idea who the kid under the mask was.
* ArchEnemy: Norman Osborn, Kingpin, Dr. Octopus, Mysterio.
* ArsonMurderAndJaywalking: Notable in the Venom arc, when Eddie Brock's former roommate lists off the reasons why he hates him; he always lies, he freaks out when girls reject him, and he gets Cheetos crumbs on everything.
* ArtShift
** The switch from Bagley to Immonen was noticeable, but not so jarring that it was untenable since the basic premise art-style and coloring remained the same. The subsequent shift from Immonen's more realistic style to Lafuente's more cartoonish style was far more jarring.
** The series is notable for averting this trope for several years. The series holds the record for longest consistent creative team on a Marvel comic.
* AuthorAppeal: Kitty Pryde's main reason for becoming a main character in the comic is because [[WordOfGod Bendis]] always liked the character and had a crush on her as a kid.
* AxesAtSchool: When Gwen first sees Peter getting bullied by Flash and Kong, she pulls a knife on the two.
** Later, Peter is selected for a random bag check when he's carrying his costume in one. Only a timely distraction keeps him from getting caught.
* BadassBookworm: Peter Parker
* BeatPanel
** Used regularly (DecompressedComic and all that), but possibly most amusing in 118:
-->'''Johnny:''' ''(to Peter and Kitty)'' Oh wait, and you two used to...\\
''([[LoveTriangle Peter, Kitty and MJ]] glare at him)''\\
'''Johnny:''' And now you're-- And she's--\\
''(Peter, Kitty and MJ glare at him)''\\
-->'''Johnny:''' Oh.
** Another brilliant instance is when Jean Grey tells Peter he's the first guy in months not to immediately picture her naked.
-->'''Jean:''' Until now...\\
'''Peter:''' Sorry.\\
'''Jean:''' Are you done?\\
''(Peter clenches his fists together trying to erase the image from his brain; there's a panel of Jean glaring at him; this pattern is repeated several times, her face becoming more and more appalled at whatever he's picturing)''\\
'''Peter:''' I'm done.\\
''(another panel of Jean looking mortified)''\\
'''Peter:''' Okay, ''now'' I'm done.\\
''(another panel of Jean)''\\
'''Peter:''' Okay, now.
* BettyAndVeronica: More like a pair of Betty and Veronica ''balls''. At any given moment beyond a certain point, Peter will be torn between two of the following: Mary Jane Watson, Gwen Stacy, Black Cat and Kitty Pryde. Though who plays what role and to what extent there is an actual Betty and Veronica role is thoroughly explored and played with, this trope sees a lot of general use throughout.
* BewareTheNiceOnes: More so than in the original series!
* BiTheWay: Before [[spoiler:her untimely death]] Gwen Stacy more or less admitted that she had been trying to make Peter and Mary Jane break up because of her new crush on ''Mary Jane''. Specifically Gwen says that she and Peter are LikeBrotherAndSister now, and recent attempts to break MJ and Peter up have been fueled by a crush on MJ, not on Peter.
* BigDamnHeroes
** The [[UltimateFantasticFour Fantastic Four]] in the Clone Saga.
** "The Death of Spider-Man". One question -- does [[spoiler:[[MamaBear Aunt May]]]] [[CrowningMomentOfAwesome have to shoot a punk]]?
* BigEater: Peter of all people. He has been shown several times cramming his face with food, and even mentions that it's most likely because of becoming Spider-Man that it happened.
** Venom as well. At one point he even [[spoiler:eats a policeman ON A HORSE including THE HORSE]]. Some form of a sociopathic funny moment of horrible awesome.
* BigNo: Peter gives a big one on the last page of #125 when [[spoiler:the Venom suit possesses him again.]]
* BitingTheHandHumor: The FreakyFridayFlip mini-arc has a pretty funny front with Bendis making the Editor's assistant apologize for it... and then say Bendis' spelling was perfect.
* BlessedWithSuck: [[spoiler:Kitty Pryde's new abilities leave her drained after use. Given that her future self (as seen in the UXM/UFF annuals) can use these new powers without any detrimental side effects, one should expect to see this trope to go away over time.]]
* BookEnds: [[spoiler:Issue 1 starts with a sinister smile from Norman Osborn. Issue 160 (in which the current Spider-Man dies) ends with him smiling again.]]
* BodyHorror
** Venom.
** Carnage arguably counts as well.
** You know how Deadpool wears the mask? He wears it for a good reason. After being turned into a cyborg, his face has no skin and muscle and his brain is exposed. The human shape of his face from under the mask comes from a thin, but tough dome around his head.
** Sandman. When we first see him he's completely unstable and looks like he's in agony. The Hammer scientist who created him says the physical transformation went perfectly but his mind couldn't handle it. Later on he settles down, but its implied he has brain damage.
* BoringFailureHero: So far averted. Most notably after Ultimatum Wave, where Jameson sees Spider-Man swing into the worst of the disaster to save civilians, presumes him dead, and prints an issue actually admitting that Spidey is a hero. While outraged when it turns out Spider-Man isn't dead, the reputation boost has stuck so far. Case in point; one issue has Spidey be caught by guards that were just knocked out by Mysterio in a thwarted attempt to rob a gold shipment. In his [[MarvelComics mainstream]] [[{{Spider-Man}} universe]], they would have immediately leapt to the conclusion he was the one responsible and his reputation would have suffered yet-another-low. Here? The next panel is a newspaper article showing that they actually ''heard him out'' and ''believed'' him.\\\
And then someone stole his Spider-Man identity and created chaos all over the city, so he's back to this again. Or perhaps not. After [[spoiler:one of]] the Chameleon [[spoiler:twins]] shoots Jameson in the head, Spider-Man struggles to save JJJ's life, revealing his secret identity to him in the process. In hospital, Jameson tells his reporters that he knows who Spider-Man is... but he's not going to reveal his identity, as Spidey has convinced him that he truly is a hero. Instead, he swears to put out the truth -- that the "evil Spider-man" who caused chaos all over the city was actually an impostor -- and [[http://scans-daily.dreamwidth.org/2537055.html vows that he will use his newspaper to help Spider-Man]].
* BountyHunter: Silver Sable and her crew. Silver Sable's father was a Nazi Hunter.
* [[BreatherEpisode Breather Issue]]
** USM #65-71, which followed the ''Carnage'' arc. The first issue dealt with featured Peter and the rest of the SixStudentClique reacting to [[spoiler:Gwen Stacy's death]]; and the six issues that followed served as a breather arc before the ''Hobgoblin'' arc, and featured the first meeting of Spider-Man and the Human Torch.
** The ''Death of a Goblin'' arc, featuring [[spoiler:the deaths of Norman and Harry Osborn]] was followed by the lighter ''[[MythologyGag Spider-Man and his Amazing Friends]]'' arc.
** Issue #28 "Sidetracked" also qualifies. It's positioned between the return of the Green Goblin and the Osborns, where [[spoiler:MJ is kidnapped by the Green Goblin, and nearly killed, traumatizing her, and eventually leading to her breaking up with Peter temporarily]] and the Public Scrutiny arc where a common thug is dressing up like Spider-Man, leading to Peter getting shot, Gwen's mother abandons her and her father [[spoiler: is murdered by the fake Spidey.]], one of the darker arcs in the early series. It's a relatively breezy issue where Peter is trying to get across town in the middle of a school day to stop the Rhino, but keeps getting sidetracked by everything from Aunt May showing up, to Flash tossing a football at his head, only for him to get there just as [[UltimateIronMan Iron Man]] has defeated Rhino. [[spoiler: Although there are a couple pages foreshadowing the Public Scrutiny arc that started the next issue, where Peter finds Gwen hiding behind some dumpsters crying that she thinks her mom is going to abandon the two of them.]]
* BrokenBird: Gwen Stacy and later Kitty Pryde.
* BuildingSwing
* ButtMonkey
** Formerly the Shocker, which came to an end after [[WhamEpisode a certain issue]].
** The Enforcers also frequently get owned. Special mention to Fancy Dan for getting owned the same way every time.
** To a lesser degree, Kraven is also relegated to this role, to the point that Spider-Man goes out of his way to call him the most embarrassing foe he's ever faced. The other bad guys even put him down to his face and make it clear they're being generous just letting him hang around.
* CanonDiscontinuity
** The game was originally planned to tie in to the comic directly, but was almost completely overwritten by the "War of the Symbiotes" arc. Still not a bad game, though.
** Kitty Pryde makes a big deal out of meeting Spider-Man for the first time in the Irresponsible arc. At this point, she is an established member of the X-Men. However, one of the first issues of Ultimate X-Men after she joins shows her accompanying the X-Men to save Wolverine from a group of decommissioned Weapon X soldiers. Spider-Man is the one who made the distress call and is there when she arrives.
** Nick Fury's temporary disappearance to another dimension does not seem to occur at a consistent point in the timeline either.
** These are both forgivable though, since they are continuity issues brought about by tie-ins rather than the individual series itself. For example, ''Ultimate Power'' takes place after ComicBook/TheCloneSaga but features [[spoiler:both Peter dating Kitty and has Peter referring to a debt he owes the Fantastic Four]].
** Ultimate Marvel Team-Up shows Spidey going to meet the ComicBook/FantasticFour (clearly inspired by the first regular issue of ''Amazing Spider-Man''), and Spidey knows who the FF are, and they are pretty much the adult mainstream versions. The Ultimate version of the FF were later shown to be in their early twenties/late teens, and Spidey didn't know who or what Johnny Storm was when he showed up at Midtown High and later accidentally revealed his powers.
* CanonImmigrant: Geldoff, a villain who appear for one arc, later appeared in the mainstream MarvelUniverse with the codename "Proton".
* CatGirl: Black Cat had a brief run as a major character.
* CharacterDevelopment: Elektra seems to have mellowed a bit between her first and second appearances. She actually ''smiles.'' ''Multiple times.''
* ChekhovsGun: The Oz serum -- no-one is quite sure of the extent of its capabilities, but Spider-Man, Doctor Octopus and all three Goblins gain their powers from some sort of application of it. Keep in mind that whilst Peter got his powers from a spider used in Oz testing and only displayed the traditional Spider-Man powers, [[spoiler:Octavius was eventually revealed to be more powerful than previously thought]], and [[spoiler:Norman has returned from the dead and was thought to have been cured of his powers for a time]]. As of the time of this entry, [[spoiler:Harry Osborn is dead (Which could also be once said of his father) and Mary Jane Watson has been said to have been cured of the serum's effects]]; but when Peter talks to [=SHIELD=] about the necessity to keep the Osborns imprisoned after [[spoiler:Mary Jane is cured]], and is told outright that [[spoiler:there ''is'' no permanent cure for Oz.]]
* ChickMagnet: Possibly Peter. At one point he runs through a short list of the hot girls he's met through being Spider-Man.
-->'''Gwen:''' Who the hell are all these skanks?
* ChronicHeroSyndrome
** After [[spoiler:Gwen's death]], Peter decides to give up being Spider-Man because he feels he's not making any difference. This lasts ''less than a week'' when he comes to the immediate realization that he simply ''can't'' ignore people in distress, no matter what.
** [[spoiler:Even the new anti-mutant laws which forbid the use of mutant powers did not stop Kitty Pryde from playing superhero and saving the life of her ex-boyfriend more than once.]]
* CloningBlues: The Clone Saga, which features a total of five clones of Peter, one of which is female, and a [[spoiler:Gwen Stacy clone]]. The latter two became major characters.
* ClusterFBomb
** The Bombshells are a mother/daughter supervillain pair who both (especially Lori the daughter) swear like marines. Peter [[spoiler:and Jessica]] constantly call them out on it. They are cute, though.
-->'''Lori:''' We're the Bombshells and we're about to @#$@# your !$@$ so bad you won't be able to @% unless you have a tube and a @#$!
** Peter also gets ''really'' pissed off with the [[UltimateXMen X-Men]] [[http://asylums.insanejournal.com/scans_daily/240093.html after they finally undo]] a FreakyFridayFlip:
-->'''Peter:''' God! You know why people hate you? It's not because you're mutants!! It's because you're all a bunch of [=@#$@#$ $@$%@ ##@$!! That's why!! You $^$%^ $%^$ $^$%^ $%#^% #$ $% ^#$%^ $%%^!!!=] AAAGGHHH! ''(swings off)''\\
'''Colossus:''' Why am I an #$@#$@? I was just standing here.
* CoolBigSister: Ultimate Gwen Stacy comes across as this rather than a LoveInterest. Until she became the LoveInterest.
* ComesGreatResponsibility
* ComeWithMeIfYouWantToLive: Kitty Pryde even gets to say the line during the ''Ultimatum'' plotline.
* CompositeCharacter: Harry Osborn, who became the Green Goblin in the original series, becomes the Hobgoblin in Ultimate Spidey. Similarly, Spider-Woman takes the role of Ben Reilly, who in this version is an older black man who helped make Peter's clones instead of being a clone himself. The Scorpion is also a clone.
* CorruptCorporateExecutive: Apparently the ''real'' villains of the series, as pointed out by Shocker in his MotiveRant. Norman Osborn, Justin Hammer, Bolivar Trask and Donald Roxxon just for starters, although Roxxon comes across as more of an idiot than outright evil. Uncle Ben had two personal sayings advising people to be wary of {{Corrupt Corporate Executive}}s: "Never met a man with money who hadn't stepped on someone to get it" and "Never trust anyone wearing a tie," neither of which were shown being spoken by him. Aunt May said the first one when Peter told her he didn't want Norman and Harry in their lives anymore and Peter had a recording of his father saying the second one after his dealings with Roxxon backfired.
* {{Crossover}}: Not surprising considering it connected to the other Ultimate Marvel series. The usual show up: X-Men, Fantastic Four, Daredevil, The Ultimates, etc.
* CutLexLuthorACheck
** Averted this time -- Norman WANTED to be recognised for his work in this version (he never had any crazy plans about taking over the criminal underworld) but there was just two problems with his plan to sell his super-soldier goblin formula to the government: a) his formula sucked and b) he was a psychotic murderer.
** Lampshaded when Mysterio is introduced.
--->'''Spider-Man:''' Seriously, imagine if you took all this cool stuff you do and applied it to something that '''''wasn't''''' stupid.
** Peter actually does this quite often, thanks to taking the [[ComesGreatResponsibility "Power and Responsibility"]] message ''very'' seriously. It's averted again when he tries it on Shocker [[spoiler:when Shocker captures him, chains him up and tortures him.]] Shocker, who IS actually a mechanical genius, tells Peter how he had a legitimate job at Roxxon Industries inventing powerful weapons, until [[StartOfDarkness they took his stuff and fired him]].
* CuteBruiser: [[spoiler:Kitty Pryde. After the events of Ultimatum, she developed Super Strength and Invulnerability. If the Ultimate X-Men/Ultimatum Fantastic Four annuals are used as a reference, she should be able to smack around superhumans like The Thing with ease.]]
* {{Cyborg}}: One issue has a brief cameo by Deathlok, who is fighting the Ultimates as Spidey swings by.
* DaEditor: Good ol' triple Jay.
* DangerouslyGenreSavvy: Captain [=DeWolfe=], Kingpin, Hammerhead, Nick Fury, and Spider-Man himself all have shades of this.
* DatingCatwoman
** Black Cat has the hots for Spider-Man, until she finds out his age when he takes off the mask.
** Bobby Drake spends most of the fight with the Serpent Squad hitting on the various members, but unfortunately because most serpents are cold-blooded creatures which need heat, meaning dating a man made of ice probably doesn't appeal.
* DeadpanSnarker
** Spidey, of course, and sometimes during his inner monologues, too!
** The villains have their moments too. When he first met Vulture, Spidey commented that he wishes for a day when he can meet someone who ''doesn't'' try to kill him, to which Vulture casually replies "It's nice to have a dream."
* DeathByOriginStory
** Guess. [[spoiler: If you guessed Uncle Ben, you were wrong. Uncle Ben was a character for a couple of issues at the beginning of the comic. The characters that died before the series started and were apart of Peter's story were Richard and Mary Parker, Peter's parents.]]
** WordOfGod states that [[spoiler:this applies to Peter, with the original Spider-Man taking the Uncle Ben role for the new Spider-Man who replaces him following "[[TonightSomeoneDies The Death of Spider-Man]]"]].
* {{Deconstruction}}: Possibly [[UpToEleven even more of a deconstruction]] than it's [[ComicBook/SpiderMan mainstream counterpart]]:
** Peter's ended up in the hospital twice as a result of being Spider-Man. Half the time, injuries go untreated since he can't risk medics finding out his identity.
** Some supporting characters and antagonists put two and two together to figure out his secret identity. This includes Kingpin, who effortlessly uses his information network to find out Spidey's real name ''and'' where he goes to school. He proceeds to easily do the same for Daredevil, Iron Fist, and the various other superheroes in New York. And {{ComicBook/SHIELD}} was already onto him way before then.
** Mary Jane breaks up with Spider-Man for a while because his difficult lifestyle as a crime-fighter is too much for her to handle.
** Kingpin pulls a KarmaHoudini multiple times just by pulling a few strings. As it turns out, bringing down a mob requires a little more than just punching bad guys in the face. And just to top it off, he promptly copyrights Spider-Man's image and makes him into a merchandising tool. After all, [[CutLexLuthorACheck that guy who keeps a secret identity isn't willing or able to expose his identity by laying down a patent on his costume, let alone raising a lawsuit or complaint]].
** Shocker is a brutal deconstruction of the HarmlessVillain trope. [[spoiler: His ButtMonkey abuse ends up causing him to snap and horrifically torture Spider-Man. It's all but explicitly said that Spider-Man's constant fights with him have wrecked his mental state beyond repair.]]
** Punisher isn't portrayed as an AntiHero of any sort, he's shown to be exactly what you would expect a man who dresses in skull attire and shoots up criminals to be; a complete psychopath with little to no self-control who does more harm than good.
** Spider-Man ends up with severe emotional and mental scarring from all the traumatic stuff he experiences. Daredevil notes repeatedly that this '''really''' isn't the kind of job a down on his luck teen from the suburbs should be getting into.
** J Jonah Jameson is also arguably a deconstruction of the complete caricature his 616!counterpart is, and whilst utterly abrasive, has been shown to be an objective newsman with incredibly strong morals.
* DemotedToExtra: Flash Thompson plays a ''far'' less prominent role here than the mainstream universe.
* DiabolusExNihilo: Ultimate Mysterio
** [[spoiler:Averted in Volume 3 when Ultimate Mysterio turns out to be 616 Mysterio using alternate dimension technology.]]
* DirtyCop: [[spoiler:Captain De Wolfe]]
* DistressedDamsel
** Mary Jane, as always.
** [[DistressedDude Inverted]] in issue #122: ''The Worst Day in Peter Parker's Life'', where the Shocker manages to capture Spidey, so Mary and Kitty team up to save him.
** Spidey actually gets kidnapped a ''lot'' throughout the entirety of USM. First by Doc Oc, then by silver Sable (twice by her if you count the game), there was an incident with {{Deadpool}}, once by the Kingpin, another time by the Six, and again by the Chameleon[[spoiler:s]].
* DontYouDarePityMe: When Peter tells Shocker that he feels bad for him (sincerely, not in a joking "you suck" way) because he had no idea of what Shocker had gone through, he only succeeded in making him REALLY angry.
* DopeSlap: From chapter 119, while talking to a certain [[PlayingWithFire fire-wielding character]] who's having a bad day:
-->'''Firestar/[[spoiler:Liz]]:''' I don't know what to do.\\
'''Iceman:''' We could get some marshmallows.\\
''({{beat panel}})\\
'''Spider-Man:''' ''({{dope slap}})''
* DroppedABridgeOnHim
** [[spoiler:Gwen Stacy]]'s death, so much so that Bendis [[spoiler:brought her back]].
** Also [[spoiler:2 of the clones from the clone saga -- Ultimate Kaine and Ultimate Tarantula --]] who were not only killed off with casual disdain but whose deaths weren't even given more than a moment's acknowledgment. Below isn't paraphrasing, that's ''the actual dialogue'':
-->'''Peter:''' Is he dead?\\
'''[[spoiler:Jessica]]:''' Tsk. Yeah.\\
'''Peter:''' Oh man... this is so weird.\\
'''[[spoiler:Jessica]]:''' Oh my God... they ''both'' are.\\
'''Peter:''' This is weird. Well, let's go.
** Also in ''Ultimate Comics #1'', [[spoiler:the Kingpin. He's only just returned to New York after the Ultimatum Wave when Mysterio appears out of nowhere and blows him out of a skyscraper window.]]
* DownerEnding: As of issue 160, [[spoiler:Peter Parker has been KilledOffForReal.]]
* DyingMomentOfAwesome: [[spoiler: You can debate endlessly about whether or not killing Peter was a good idea but you can't say that they didn't have him go down facing off against the Sinister Six by himself with a bullet in his gut and fading fast.]]
* EmbarrassingFirstName: "I didn't know your name was Herman!"
* EvilCounterpart: In this universe, Eddie Brock's parents died in the same plane crash as Peter's parents. However, whilst Peter was raised by his Aunt May and Uncle Ben with the ideals that lead to him becoming Spider-Man, Eddie was less fortunate and his upbringing saw him become a JerkAss.
* FandomNod: In ''Ultimate Comics Spider-Man'', after much fan complaint over the way Lafuente drew Peter's hair, Bendis decided to write up a scene with Mary Jane, Kitty, and Gwen forcing Peter to get a haircut, [[LampshadeHanging using several arguments fans used to bash his hairstyle.]]
* FanDisservice: Most of the villains have fought Peter in the nude (see below). Considering the fact that most of them are middle-aged men, this is some intense FanDisservice. Not so much when Carnage was depowered in the middle of a fight and revealed to be a [[spoiler:[[FanService naked Gwen Stacy]].]] YMMV on Kraven, Norman Osborn, and Flint, who actually look attractive. The old Vulture-looking Blackie Drago, the full-body scarred Electro and Doc Ock on the other hand....
* FanService: Mary Jane wants Peter to come with her to the beach for a double date with Liz and Johnny, but Peter isn't really interested. All Mary Jane has to do is say the word "bikini" and Peter instantly changes his mind.
** And for the readers during the Clone Saga storyline after both Mary Jane and Gwen Stacy turn into monstrous forms their clothing is ripped apart, leaving them completely naked when they revert back to their regular forms.
** Liz Allen
* FantasticRacism
** Liz hates mutants, apparently because her uncle was a mutant and he died. [[spoiler:Of course, she later finds out that she's a mutant herself, and that her "Uncle Frank" was really her father. The reader learns that "Uncle Frank" is actually The Blob]].
** The mutants suffer this, especially after ''{{Ultimatum}}''. By the time ''Ultimate Comics'' picks up, mutants have effectively been forced to go into hiding, and Kitty is only allowed to continue attending Midtown High if she doesn't use her powers.
* FigureItOutYourself: Kong does this within the first 14 issues, in regards to Peter being Spider-Man. It's worth noting that he's the ''only'' person to figure out that Peter's Spider-Man, even though their entire class saw Peter get bitten by a spider they had just been told was part of an Oscorp experiment roughly a week before Spider-Man showed up.
* FiveBadBand: The Ultimate Six though never named in-story.
** TheBigBad: Norman Osborn.
** TheDragon: Electro, in terms of power and personality.
** [[EvilGenius The Evil Genius]]: Doctor Octopus, who is TheDragon to Norman in terms of rank.
** TheBrute: Sandman, who has almost no lines and mostly attacks stuff. Shares this with Electro.
** TheDarkChick: Kraven the Hunter, the weakest and most emotional of the group who only wants to kill Spider-Man.
** TeamPet: [[spoiler:Spider-Man... for about two pages.]]
** SixthRanger: The Vulture joins the group for "The Death of Spider-Man".
* FreakLabAccident: One occurred in the first arc, when Norman tested the Oz serum on himself -- caught in the explosion was Otto Octavius [[spoiler:and [[ChekhovsGun Harry Osborn]]]].
* FreakOut: [[spoiler:Kitty]] goes into a pretty epic one in chapter 10 of ''Ultimate Comics''. [[spoiler:Unable to tolerate the hatred and intolerance she gets for being a mutant any longer, she absolutely blows her stack, lashing out violently at her friends for not fighting to defend her and even going so far as to declare "Magneto was RIGHT!"]]
* FreakyFridayFlip: Wolverine and Spidey. Apparently, Jean got so fed up with Wolvie hitting on her that she sent his brain to the place he least wanted to be. His brain picked Peter.
* FreudianExcuse: Jonah's reasons for hating Spider-Man are much more believable, [[{{Tearjerker}} and much more tragic]], in this version. However Bendis has stated that he doesn't see Jonah as someone who "hates" Spider-Man, rather he simply uses him and his inherent publicity to sell papers.
* FromBadToWorse
** Describes Peter's life pretty well, lampshaded during ''Ultimatum'':
-->'''Peter:''' Well there's bad and there's bad... and I thought today was about as bad as bad could get... Then ''this'' happens. ''This'' is so me it's not even funny... [[spoiler:I survived a hurricane, I survived the destruction of New York City, I survived the general crazy that is my life as Spider-Man... I turn around and here's '''''the Hulk.''''' The whole Hulk. Right in my face.]]
** And after [[spoiler:the Hulk, he finds that an army of mystical beasties escaped Dr. Strange. Yeah, ''Ultimatum'' was not kind to anyone. Ironically, ''Spider-Man'' was the only series that didn't rack up a casualty list in the event.]]
** Also the whole "Ultimate Chameleon" arc.
** The series take on the Clone Saga felt like it had the unspoken goal of seeing just how much they could torture Peter. Mid-way through, while running from Nick Fury, he wonders why he doesn't lapse into a coma or something from the shock of it all happening in one night.
* FullFrontalAssault: Usually accidental or out of necessity. Examples include Sandman, who cannot turn his clothes into sand, Electro and Hobgoblin, who burn through their clothes, and the Green Goblin, who gets big enough to destroy his.
* FunnyBackgroundEvent: During Peter and Kitty's argument over the phone in the first issue of Ultimate Clone Saga, there's a panel where something (possibly intended to be someone on a lawn chair, although it's very indistinct) is floating outside Kitty's window on big orange balloons.
* GeneticEngineeringIsTheNewNuke: Nick Fury pretty much outright says this during the Death of a Goblin arc. This goes to the point that we discover that there's an entire section of S.H.I.E.L.D prison dedicated to containing "illegal genetic tampering", something which Spidey himself is considered (although, because he's a good guy, Fury plans to instead initiate him into the Ultimates when he comes of age, as opposed to arresting him). Another storyline had Dr. Conners drunkenly muse to Peter as to whether or not it's coincidence that so many people have screwed with their genetics and wound up evil from it. Several characters also muse that maybe the sudden influx of super-powered insanity is a sign that something big is coming, like a harbinger of the apocalypse. It's first mentioned by Kong, who uses ''Ghostbusters'' as part of the analogy. Peter later quotes this.
* GenreSavvy: both Directors of S.H.I.E.L.D when it comes to the villains' death. Nick Fury's 'no body, no death' belief is famous enough, but Carol Danvers topped him by [[spoiler:apparently having Norman Osborn's body monitored]], just in case. And when [[spoiler:he woke up]], they immediately [[spoiler:locked him up again]].
* GlowingEyesOfDoom: Norman Osborn, during his transformation.
* GrandmaWhatMassiveHotnessYouHave: Aunt May, in the Bagley era. In some issues, she appears to be the mid-fifties to early-sixties woman that she's supposed to be. In others, she's got ''slight'' age-lines around the corners of her mouth and is otherwise [[MostCommonSuperpower drawn like pretty much every woman in a superhero comic]].
* HappierHomeMovie: The "Venom" arc starts with Peter finding and watching some old home movies, filmed before the deaths of his parents and Uncle Ben.
* HeelFaceDoorSlam: How did [[spoiler:Doc Ock]] really think Osborn was going to react when he said they shouldn't go after Peter?
* [[spoiler:TheHeroDies: Peter got a brief reprieve from being killed off in {{Ultimatum}}, but as they say, you can't outrun fate.]]
* HeroInsurance: Yeah, Spidey doesn't have this. [[spoiler:This is the main reason why Danvers, the new head of SHIELD, has TheUltimates train Peter. So his future battles don't incite too much property damage.]]
* HeroicBSOD
* HeroicBystander: ''Hollywood'': A black stunt double in a Spider-Man costume brains Doc Ock with a camera.
-->'''Spidey:''' I thought I got revamped there for a second!
:: HilariousInHindsight, of course.
* HeroicSacrifice: [[spoiler:They didn't call the last storyline "The Death of Spider-Man" for nothing. Peter takes a bullet meant for Captain America, but forgoes treatment to save his friends and family from the attacking Sinister Six, finally succumbing to his wounds after putting down the Green Goblin.]]
* HeWhoMustNotBeSeen: The Big Man, Frederick Foswell, never shows his face in the comic. It's usually shown partially shaded by his hat. When the hat comes off, he's immediately given a mask and killed.
* HighSchoolAU: This version of Peter Parker has gone through most of the regular Spider-Man's RoguesGallery... And he's still in high school. Not just still in high school, but still a couple years from graduating. It works.
* HoistByHisOwnPetard: All over the place in issues #91-#94 when Spider-Man and the X-Men are kidnapped to be [[HuntingTheMostDangerousGame hunted down and killed on live television.]]
** The hunt itself, when Spider-Man and the X-Men prove capable of beating the hunters. The hunt is the point of the TV show, sure, but one imagines they could've still gotten decent ratings by skipping right to the execution with everyone still chained up.
** Spider-Man is included by accident, something Deadpool sees as a bonus. Spider-Man is also the only one who isn't fooled when Deadpool tries to impersonate Xavier to get the drop on the X-Men and promptly kicks him in the face.
** Xavier has a PowerNullifier strapped on and is strung up inside Mojo's compound so he can be ForcedToWatch the X-Men be killed before being lobotomized in what Mojo sees as poetic justice, instead of being thrown into the jungle with the X-Men where he would last approximately three seconds. This gives Xavier ample time to free himself of the PowerNullifier and MindRape Mojo so badly that it's given a GoryDiscretionShot.
* HopelessSuitor: Kitty Pryde in Ultimate Comics. Gwen Stacy [[spoiler:to both Peter and Mary Jane before she [Gwen] was killed]].
* AnIcePerson: Iceman, who becomes a {{Transplant}} character from ''Ultimate X-Men'' early in ''Ultimate Comics''.
* IneffectualSympatheticVillain: The Shocker, particularly after his big MotiveRant. To a lesser degree, the Hobgoblin (very sympathetic, but not really around enough for the perennial failure necessary to be this trope. Worth an honorable mention though).
* ItsAlwaysSpring: Except for when it is Fall. The characters are never shown on summer vacation. Because it's all set in about the same six months, yeah, Decompression at its finest. Bendis stated when the series hit 100 issues that his intention was for 100 issues to equal roughly one year.
* ItsNotYouItsMyEnemies
** Peter [[spoiler:breaks up with MJ after the Hobgoblin incident]] for this reason, exacerbated by the fact that [[spoiler:he's of the opinion that MJ is too reckless to stay out of trouble.]] To an extent he's right, but he eventually realizes that [[spoiler:she's in danger whether they're together or not after the Clone Saga]].
** Subverted, when he started dating Kitty and he tried to pull this on her -- she pointed out that it's not a problem with her as she's one of the X-Men, and she can turn intangible.
* {{Jerkass}}: Flash Thompson
* JerkWithAHeartOfGold: The Hulk. He may be "prone" to violent outbursts but he still [[http://i55.tinypic.com/28vvgyg.jpg has a soft side for kids]].
* KarmaHoudini: Played with in the case of Kingpin. He flees the country after Peter gets hold of a video showing him committing murder and sends it to the authorities. After ''Ultimatum'', however, the evidence is destroyed and Kingpin steps right back into his old position. [[spoiler:[[LaserGuidedKarma And then Mysterio throws him off a skyscraper to his death.]]]]
* KilledOffForReal
** [[spoiler:Justin Hammer, Kingpin and several other characters.]]
** [[spoiler: And now, [[TheHeroDies Peter]] himself]].
* LastMinuteHookup: [[spoiler:It looks like Kenny and Kitty are together again, after he defended her.]] Averted, [[spoiler:with issue #155 revealing that Kenny wussed out pretty quickly]].
* LikeBrotherAndSister: Gwen told MJ that she and Peter were like this [[spoiler:immediately before she was killed off. But then, in the months after the Ultimatum Wave, when MJ broke up with Peter again for some reason, she apparently changed her mind.]]
* LoveDodecahedron: To the extent this becomes a full-blown one depends entirely on one fact: Does an [[spoiler:OppositeSexClone with all Peter's memories]] count as "him" for the purpose of scoring? If yes, that takes Peter's serious, persistent love interests almost to [[Manga/RanmaOneHalf Ranma's]] levels. And one more girl has indeed showed up : Lana Baumgartner, [[spoiler:a.k.a. the Bombshell daughter]], new transfer student. Time will tell if she will really be a part of the equation, but things are off to a good sta--[[KilledOffForReal Ohhhh... Never mind...]]
* MaleGaze: Peter is standing in a lift next to Elektra and can't stop staring at her but glances away every time she looks at him.
-->'''Spider-Man:''' What was your name again?\\
'''Elektra:''' [[MyEyesAreUpHere Stop staring at them.]]\\
'''Spider-Man:''' What? No. What? I was--\\
'''Elektra:''' ''(smirks, gives an {{aside glance}})''
* MadeOfIron: Moon Knight. The man gets [[spoiler:stabbed, exploded and shot in the head on panel]] and every time, he ''will not go down.''
* MamaBear: Aunt May
* {{Meganekko}}: Mary Jane in Ultimate Comics.
* {{Mentors}}: After issue #150 of Ultimate Comics, TheUltimates.
** CynicalMentor: Captain America
** BigBrotherMentor[=/=]CoolTeacher: Iron Man
* MoodWhiplash: Issue 9-10 of Ultimate Comics.
* MythologyGag: Richard Parker is drawn to resemble Peter from the mainstream universe.
* NeverFoundTheBody: Nick Fury tells Peter that this is one of the very few rules of the superhuman life after [[spoiler:Venom]] disappears. Unsurprisingly, he's right.
* NeverMessWithGranny: May has a "chat" with Jameson, resulting his response to Peter being "You can have your job back, and please never make me talk to your aunt again." Subverted on attempting to threaten off Eddie with a hand cannon, who overpowered her. Then played straight during [[spoiler:"The Death of Spider-Man"]] when she ''[[spoiler:[[CrowningMomentOfAwesome shoots Electro three times through the back, causing him to explode and take out Sandman, Vulture and Kraven!]]]]''
* NewTransferStudent
** Gwen. The {{Transplant}}ed characters also transferred, but we met them before they did.
** Also, [[spoiler:Lori/Lana the Bombshell daughter.]]
* NoMrBondIExpectYouToDine
** The Kingpin does this when Spider-man swings by his building for no reason while contemplating his life. Electra shows up and invites him in... where Kingpin offers him pizza.
** Of course, this could just be Kingpin returning the favor from an earlier story arc when Spider-Man shows up sitting across Kingpin at a fancy restaurant to talk. He ends the conversation by webbing Fisk's feet to the floor under the tablecloth.
* [[NoDialogueEpisode No Dialogue Issue]]: USM #133, which [[spoiler:dealt with Shadowcat and Spider-Woman's attempts to find Peter in the aftermath of ''{{Ultimatum}}'']].
* NotSoHarmlessVillain: The Shocker, normally Peter's own personal ButtMonkey, gets a bit of his own back and shows he's not just an IneffectualSympatheticVillain. He also gets quite a good MotiveRant in while he's at it.
* OfficialCouple: Peter and MJ. Doesn't matter how many times they break up, this is telegraphed almost from the very beginning.
* [[OneHitKill One Hit KO]]
** Spider-Man's first fight with Kraven.
** In ''[[TonightSomeoneDies The Death of Spider-Man]]'', the Human Torch does this. ''[[CrowningMomentOfAwesome To the Green Goblin]]''.
* OnlyPointTwoPercentDifferent: There's an [[ArtisticLicenseBiology inaccurate]] example when Spidey encounters the new Scorpion...[[CloningBlues who looks just like him]]. He brings Scorpion to the Fantastic Four, and Reed finds that Scorpion's DNA is 94% similar to Spidey's. For comparison, that's how much humans and ''chimpanzees'' have in common DNA-wise. However, he might be ignoring homo sapiens standard DNA, and only counting DNA that could be expected to vary from individual to individual.
* OnlySixFaces: Usually averted, but not always.
** Bagley's rendition of [[ComicBook/FantasticFour Sue Storm]] during the Ultimate Clone Saga looked ''identical'' to Gwen Stacy (particularly noticable as [[spoiler:Gwen herself came back from the dead in that very arc]]).
** Even more noticeable was the way Immonen drew Jessica Drew WAY too close to Kitty Pryde -- just look at the scene where Jessica glomps Kitty when they meet at the end of ''Ultimatum''. If it wasn't for their costumes they'd be identical. [[spoiler:(Ironic, as [[OppositeSexClone Jessica's face is supposed to be almost identical to Peter's]].)]]
** It isn't restricted solely to the girls either -- during the beach scene in chapter 118 it's almost impossible to tell Johnny and Bobby apart (Immonen again). Fortunately this was rectified when they switched to Lafuente, who draws Bobby COMPLETELY differently.
** The creepy eyeless girl in Moon Knight's visions looks an awful lot like Mary Jane.
* OppositeSexClone: [[spoiler:Jessica Drew]]
* OutOfFocus: In spite of being a rather memorable player in Spidey's Rogues Gallery in the main canon, Sandman only appears in two story arcs of the Ultimate Books and barely has any lines. It's implied that the reason he doesn't talk much is due to some form of brain damage from his transformation.
** Likewise, the Lizard is one of Spider-Man's classic villains, but he only appears once in Ultimate Marvel Team-Up, and his only two appearances in the main Ultimate Spider-Man title were a flashback and nightmare sequence.
* OurVampiresAreDifferent: Averted when Morbius made his debut -- unlike the classic incarnation, Morbius really is a traditional vampire in the Ultimate Universe. Oh and he's [[spoiler: {{Dracula}}'s son.]]
* PersonOfMassDestruction: What [[PsychoSerum OZ]] does... even the smartest people in the Ultimate Universe can't seem to figure out [[NewPowersAsThePlotDemands what it can do, let alone cure it.]] Originally developed as a way to create a SuperSoldier, here are a few examples of what it has done in the series so far:
** Gave Peter Parker his spider powers when a [[AppliedPhlebotinum modified spider bit him.]]
** Mutated Norman Osborn into the [[BigBad Green Goblin]]. He himself has evolved throughout the series, starting as a [[TheIncredibleHulk Hulk-lite]] who could [[PlayingWithFire throw fireballs]], becoming aware of himself ''at a molecular level'' and [[WalkingWasteland displaying serious pyrokinetic abilities]] (destroying [[TheUltimates The Triskelion]] during his escape), and eventually coming back from the dead after getting his head blown clean off.
** Created Doctor Octopus, who has hyper-sensitive vision (and [[EyeScream serious scarring]] to go with it), could initially control his Tentacle Harness telepathically, and [[TheReveal was eventually revealed to be much more powerful than that...]] [[ExtraOreDinary being able to control metal with his thoughts.]]
** Turned [[WithGreatPowerComesGreatInsanity Harry Osborn]] into the Hobgoblin, whose [[PlayingWithFire aura was so hot he could melt bullets before they hit him]]. Not nearly as powerful as Norman, [[spoiler: who beat him to death on a S.H.I.E.L.D. Helicarrier]], presumably because he was only tainted with the drug.
** Transformed [[spoiler: Mary Jane Watson]] into the Demogoblin, who rampaged out of control for a while before seeing Peter snapped her out of it and she transformed back. [[spoiler: Mary-Jane]] was supposedly cured. For now.
* PoliceAreUseless: Played with and [[LampshadeHanging lampshaded]] heavily, especially in the final quarter of the the series.
* PoorCommunicationKills: During the first encounter between Peter and Jessica Drew, Peter is already angry, stressed and confused and Jessica just makes cryptic, confusing, provocative and generally useless comments. Then when Peter attacks her (quite justifiably under the circumstances) she accidentally knocks him out and leaves him buried under a pile of rubble. Somewhat justified; Jessica herself was pretty confused, given that she had come into existence not long before and still was struggling with the fact that she was a girl and ''not'' Peter himself.
* PsychoSerum: OZ, Norman Osborn's chemical cocktail [[NewPowersAsThePlotDemands seems to be able to do anything.]] Only those who absorbed the stuff through another medium (the modified spider that bit Peter, the explosion that turned Otto Octavius into Doc Ock) seem to escape the insanity that it inflicts. [[spoiler: Except Mary Jane... for now.]]
* PunctuatedForEmphasis: Some quotes in the series have examples of this trope.
* PutOnABus
** Liz was put on a bus to [[spoiler: [[UltimateXMen the X-Men]]]].
** In ''Ultimate Comics'', [[spoiler:Kong and Kitty]] were put on a bus, but then [[spoiler:Kitty]] [[TheBusCameBack got a return trip]] whilst [[spoiler:Kong]] got one to Wisconsin.
* QuirkyMinibossSquad: The Enforcers usually seem to fill this role.
* RaceLift: Aside from characters such as Nick Fury, who are mainly tied to other titles, notable Race Lifts include Ox of the Enforcers, etc.
* RealLifeWritesThePlot: Somewhat and rather humorously for the Hollywood arc. Which is set during the during the filming of ''Spider-Man 2'' and even uses the people who worked on the movie (Tobey Maguire, Sam Raimi). The real-life equivalent of which had came out not too long ago that year. Say the least, the real Spider-Man isn't pleased when he finds out. Although he's mostly annoyed that he can't get royalties from the movie, at least not without telling them his real-life identity.
* RedEyesTakeWarning: [[spoiler:Venom]] following the ''Symbiote War'' arc.
* RedemptionEqualsDeath: [[spoiler:Otto Octavius]]
** [[spoiler: Peter Parker, Spider-Man]] thinks this applies to him as well.
* {{Retcon}}: When the Blade encounter from the ''Ultimate Spider-Man Super Special'' one-shot got revisited in the "Morbius" arc, Blade was clean-shaven, wearing a [[{{Blade}} movie-inspired outfit]], and said his name. In the original special, Blade had a beard, an outfit that was a cross between the movie and original comics outfits, and never told Spidey his name when he threatened him.
* RunningGag: Pretty much any time we see the inside of a police station, there's a girl (sometimes two) in a wacky superhero costume being taken away, usually shouting some kind of revolutionary slogan. These are regularly {{Shout Out}}s to big events outside the Ultimate Universe, like a 616-Scarlet Witch screaming "I'm not crazy! I'm not crazy!" at the time of House of M, or a big lady with a Flash costume screaming "I was reborn! Rebirthed!" for the Flash Rebirth story at DC.
** Another one features a man in what seems to be a raccoon costume yelling "I was just guarding her!! That's all I was doing!!".
*** Happened again, but with a person in a Nova costume babbling on about a Cosmic Cube.
* SadistTeacher: Captain America, in his first lesson to Peter, decided to give Peter TheReasonYouSuckSpeech at a graveyard because he thinks Peter doesn't appreciate life and thinks Peter is too reckless. [[spoiler:He is proven wrong.]]
* ScienceIsBad: Played with; in keeping with [[ComesGreatResponsibility the central theme of Spider-Man]], it is shown that it is very easy and very bad to be irresponsible with science.
* SecretIdentityApathy: Deadpool doesn't want to unmask Spider-Man when he's kidnapped the young hero, since he respects masks.
* SecretKeeper: Loads of them, from the obvious (MJ, Aunt May, Gwen Stacy) to other superheroes (Bobby Drake, Johnny Storm, Kitty Pride) to some surprising curveballs (Kenny and [[spoiler: J Jonah Jameson]] of all people).
* SendInTheClones: The Clone Saga, 'natch. Which thankfully was handled much better here then the original series. For one thing, rather than running for several years, it was tied up in less than 10 issues. And for another, they make it pretty clear who the clones are.
* ShipperOnDeck: (The original) Gwen Stacy for Peter and MJ.
* ShoutOut
** Creator/SamuelLJackson is Nick Fury. No, seriously, Creator/SamuelLJackson is Nick Fury.
** One volume of the comic is called "[[WesternAnimation/SpiderManAndHisAmazingFriends And His Amazing Friends]]" and prominently features Spider-Man, Iceman, and [[spoiler:Liz Allen]] as Firestar.
** When the army tries to arrest the Hulk, Spider-Man warns them that they won't like him when he's angry.
** In an early comic, MJ has an Series/{{Angel}} poster. Which one is the fan, the artist or the writer? We have no clue.
** On the first page of issue 2, Peter's history teacher recites a nearly word-for-word rendition of the Ben Stein scene in ''Film/FerrisBuellersDayOff''.
** In issue 3 when Peter gets his super hero name from the wrestling announcer after winning the title he calls him "The Amazing Spider-Man" and "The Spectacular Spider-Man".
** In issue 39, when Peter first meets Dr. Connors, the good doctor erroneously refers to Peter as "[[Film/{{Ghostbusters}} Ray Parker]]'s son."
** At one point, there's a scene in a police office where a woman, dressed as the 616 Scarlet Witch repeatedly yells [[ComicBook/HouseOfM "I'm not crazy! I'm not crazy!"]]
** In Issue 154, when told that thinking of anything could destroy the surrounding area, Spidey asks what happens if he thinks of the [[GhostBusters Stay Puft Marshmallow Man]].
** In the Parker basement, there is a sled named ''[[CitizenKane Rosebud]]''
* SmallStepsHero: Best shown during the ''{{Ultimatum}}'' arc. The rest of the heroes are chasing down Magneto and Doctor Doom. Spidey is saving people from drowning.
** You can see the sort of difference this made by the sheer number of people who show up for [[spoiler:his funeral.]] Including a small girl who gives Aunt May a hug because Spider-man saved her from a fire.
* SpiritualSuccessor: Overlaps with OlderThanTheyThink. Another attempt at retelling Spidey's earlier stories, a mini-series entitled ''Spider-Man: Chapter One'', had been released over two years before this series began. Written and drawn entirely by [[ComicBook/{{X-Men}} John Byrne]], it has since fallen ''hard'' into CanonDiscontinuity.
* StealthPun: There are plenty of them, but the absolute stealthiest and best is that, unlike in the 616 universe, Peter gets a job at the Bugle as a ''web'' designer.
* StockSuperheroDayJobs: {{Discussed|Trope}} in a conversation between Peter and [[spoiler:J. Jonah Jameson]] after he learns Peter's identity and [[spoiler:offers to pay Peter a token wage, but leave him free to operate as Spider-Man]]; Peter remarks that [[spoiler:whilst he won't accept Jameson's offer]], he needs a job that he can step away from at a moments notice so he can go be Spider-Man.
* SuperheroSchool: Peter has to go to this after he gets out of school. His teachers? Thor, CaptainAmerica, and ComicBook/IronMan.
** Averted when they actually sit down and try to teach him. Iron Man basically admits he has no lesson plan and his "Training" quickly just becomes him and Peter hanging out and talking about technology. Captain America (who actually suggested Peter be forced to give up being Spider-Man) only takes him out into a veteran cemetery and try to shame him into quitting.
* SuperSerum: Oz, Norman Osborn's attempt at creating a replacement for the long-lost SuperSoldier serum that created Captain America.
* SuperTeam: Did form an alliance with a few Super Heroes to take down Kingpin. They were called the Ultimate Knights. [[spoiler: It is subverted that this team was not really successful and only took down Kingpin due to sheer luck that Moon Knight survived his beatdown. ]]
** Daredevil was TheLeader
** Moon Knight was TheLancer
** Spider-man was TheHeart.
** Iron Fist, Shang-Chi, and Doctor Strange really did not have much of a role. [[spoiler: Iron Fist did, however, sell the group out.]]
* ThatCameOutWrong
** When Peter, Bobby and Johnny fought the Serpent Squad.
-->'''Spider-Man:''' Seriously, lizard girls? Serpent Crown? Now I gotta go home and wiki you. [--(That came out dirty.)--]
** There was also the time when Johnny said he'd just made out with a hot girl that Peter knew as Spider-Man, and Peter listed all of the girls he'd met as Spidey.
-->'''Peter:''' Those are all of the hot girls that I know.\\
''(Gwen punches Peter in the arm)''\\
'''Peter:''' That I'm not dating and in love with.
* TheReasonYouSuckSpeech
** Peter delivers a rather poignant one in issue #65, about why Flash is likely going to be a horrible person as an adult. Subverted, in that Flash ''doesn't actually hear it'' and it comes as a result of Kong trying to defend Flash's {{Jerkass}} tendancies again.
** Captain America delivers one to Peter in issue #156, calling him out for acting like an [[ShapedLikeItself immature teenager]] instead of a soldier and behaving irresponsibly. Whilst Cap has a point ''based on his own experiences with Peter'', Peter is also justifiably insulted and asks if Cap's now "going say something ''more'' insulting?" Of course, [[spoiler:Cap is proven ''horribly'' wrong throughout the remainder of the arc]].
** In issue #160, Peter delivers one to [[spoiler:Norman Osborn, [[PunctuatedPounding while beating him down.]]]]
-->'''Peter:''' [[spoiler:What's the plan, Osborn? I'm dying to know... what next? You kill me, then what next? Your son you killed won't ''magically'' come back to life! Your world as a captain of industry won't ''magically'' go back to the way it was! [[ArsonMurderAndJaywalking And your hair... won't magically come... into fashion.]]]]
*** --> [[spoiler: '''GreenGoblin''': [[ShutUpKirk But you will be dead.]]]]
* TheyWouldCutYouUp: Defied. Spidey initially assumes this is what Nick Fury is talking about when he says that he's not going to do anything to him while he's still a kid, telling him to enjoy his solo time before he's 18. Peter takes this as a warning that he'll be imprisoned or experimented on when he comes of age, and berates Fury for this. Fury cuts him off, saying what he ''actually'' meant is that when Parker turns 18, he's going to be allowed to officially ''join'' the Ultimates as a peer and work alongside the other established heroes.
* ThoseTwoGuys: In ''Ultimate Comics: Spider-Man'', Bobby and Johnny skirt this trope. They would very likely BE this trope if they weren't Iceman and the Human Torch. Even still, thanks to the fact they're trying to keep a secret identity, they don't get nearly as much panel time as Kitty, Gwen, or Mary Jane. In nine issues, they've helped with a grand total of one fight.
* TimeSkip: The recent six months transition from ''Ultimate Spider-Man'' to ''Ultimate Comics: Spider-Man''.
* TranquillizerDart: Played straight in the video game when Silver Sable tries to kidnap Peter Parker by knocking him out with a couple of tranquilizer darts... for a few minutes anyway. Then his enhanced metabolism kicks in allowing him to wake up earlier than he was supposed to and resist all subsequent shots. Cue boss battle where he has to fight off both Silver Sable and her mercenaries while trying not to succumb to the effects of the tranquilizers in his system.
* TrailersAlwaysSpoil
** As far back as the letters page of issue 50, [[WordOfGod Bendis]] stated that Gwen Stacy would become Carnage. However, he said it in a way that would [[SarcasticConfession make people think he was joking]].
** As noted on the page for "ComicBook/TheCloneSaga" in relation to his Ultimate Universe incarnation, the solicitation for #104 included its cover--revealing that the BigBad of the arc was Doctor Octopus.
* {{Transplant}}: Kitty Pryde from ''{{Ultimate X-Men}}''. After ''{{Ultimatum}}'' canceled everyone else's series, the Parkers also took in Iceman and Human Torch.
* TrialBalloonQuestion
* TonightSomeoneDies: "The Death of Spider-Man"
* TooDumbToLive: For a while, Mary Jane appeared as if she was desperatly trying to fall under this, as she completely ignored Peter's warnings to stay away from Harry Osborn and was ''stunned'' when Peter broke up with her after this led to her nearly being killed by the Hobgoblin shortly after [[spoiler:Gwen's death]].
* TriangRelations: '''Type Four''', with an added, extra suitor in Kitty Pryde, who would form a D to Peter's A. At certain points through the comic's run, the reciprocation Peter displays does switch based on events, but he's GenreSavvy or simply smart enough to realize a Type Seven would be a bad idea.
* TrueCompanions: By the start of ''[[TonightSomeoneDies The Death Of Spider-Man]], Peter has managed to get some consisting of Mary Jane, Gwen, Kitty, Johnny and Bobby.
* TwoWordsObviousTrope: In the first issue of the Clone Saga, after the ending of a phone fight over whether or not Peter was still in love with Mary Jane, Kitty mutters to herself "Two simple words -- '[[WritersCannotDoMath No, I'm not in love with her]].' That's all it would have taken."
* UltimateUniverse: [[CaptainObvious Well, duh]] -- [[ExactlyWhatItSaysOnTheTin it's in the title]]. Bonus points, however, for the series being the first entry in the [[TropeNamers trope-naming universe]].
* TheUglyGuysHotDaughter: Taken to its extreme, with [[spoiler:the Blob being revealed to be Liz's actual father]].
* [[UnrelatedBrothers Unrelated Cousins]]: After joining the cast and moving in with the Parkers, Johnny Storm and Bobby Drake assumed the identies of Peter's cousins Johnny and Bobby Parker, as the public knew Johnny and Bobby were the Human Torch and Iceman, and having the two of them live with Peter would raise questions about just ''why'' all these superheroes were hanging around and living with Peter Parker.
* UnwantedHarem: Played with quite a bit. At any given moment soon after Black Cat shows up, Ultimate Spidey has at least two love interests. The play comes from the fact that Peter generally resolves the issues quickly and decisively.
* VictoryByEndurance: This is how Norman Osborn [[spoiler:kills Peter Parker. After battling several other threats alongside The Ultimates (including taking a bullet for Captain America), Peter tries to hobble home and receive medical attention. But when he gets there, his loved ones are being harassed by the Green Goblin and several others from Spider-man's Rogues Gallery. Peter (and his family/allies) fight back valiantly, but Peter eventually succumbs to his injuries.]]
* TheVoiceless: Rhino never talks in his few appearances. He does speak in the game, though. Not that anyone can understand what he says...
* WallOfText: Some of the stories, especially the Annuals can be quite wordy.
* WasItAllALie: After turning into a mutant, Liz Allan was furious at her mother for keeping the truth about her father a secret. She doesn't want to have anything to do with her mother anymore.
* WhamEpisode
** USM #4, which ends on the death of Uncle Ben and likewise, USM #62, which [[spoiler:features Gwen Stacy's death]].
** USM #98-100, in the middle of the cliffhanger. #99 in particular had about five back-to-back cliffhangers, culminating in [[spoiler:the apparent return of Richard Parker.]]
** How Whammy was the Ultimate Clone Saga? [[spoiler:Peter meets a crazy supervillain with his face. MJ gets kidnapped by an insane, deformed clone of Peter. Peter meets a "Spider-Woman" who knocks him out. Peter finds Gwen Stacey apparently back from the dead. Aunt May finds out Peter's secret and hysterically tells him to get the hell out. Richard Parker walks in the front door, apparently having been alive all along. Nick Fury shows up with an army of Spider Slayers to arrest Peter. "Gwen" transforms into Carnage, the monster that ''killed'' her and attacks Fury. Aunt May has a heart attack. "Spider-Woman" rescues Peter from Nick Fury and reveals herself to be an OppositeSexClone of him. The deformed clone beats up another clone which has 6 arms and mutates MJ with OZ, causing her to turn into a horrific hairy monster when she gets angry or frightened. "Richard Parker" turns out to be an artificially aged clone of Peter with fake memories. It turns out the one behind it all was Doctor Octopus, who is now working for the CIA. And Doc Ock's power isn't control over his tentacles after all- it's absolute control over ''metal''.]] The [[HolyShitQuotient HSQ]] for this arc was ''through the roof.''
** ''Ultimate Origins'' reveals [[spoiler:that Richard and Mary Parker were killed by the Hulk during Banner's first transformation whilst Peter was a baby... and it was only the sight of Peter in his mother's arms that stops the Hulk from doing more damage]]. However, as it had previously been established that [[spoiler:Peter knew his parents and that they died in a plane crash with Eddie Brock's parents]], this means that [[spoiler:the Richard and Mary Parker that Peter knew ''aren't his real parents'']].
*** WordOfGod is that they survived.
** Issue #160. [[spoiler:Peter dies.]]
* WhatHappenedToTheMouse: It's never revealed what happened to the two detectives, Rodriguez and Mary Lambow, following ''Ultimatum''. Especially when Rodriguez pointing out Spider-Man interfering with police business and Mary hearing Spider-Woman calling May her aunt.
** It's never made clear what happened to Ben Reilly. The last we see of him is before Carnage gets loose, and nothing is mentioned of him afterward.
** Likewise with the Scorpion clone, although given he was last seen being handed over to S.H.I.E.L.D. scientists, he's most likely still in their custody, [[CardboardPrison somehow]].
* WhatTheHellHero: Peter and Aunt May get to simultaneously pull this on each other during the Clone Saga.
-->'''Peter:''' You knew [[spoiler:my dad was alive]] and you didn't tell me??!!\\
'''Aunt May:''' You're [[spoiler:'''Spider-Man''']] and you didn't tell me.\\
'''Peter:''' You knew [[spoiler:my dad was alive]] and '''you didn't tell me!!!'''
* WhipItGood: Montana
* WhoWouldWantToWatchUs: The ''Hollywood'' arc, tying in with ''Spider-Man 2'' (complete with Sam, Avi and Tobey). Peter goes to the set to give them a piece of his mind, only to learn that they don't have to pay him since he's a public entity and he refuses to reveal his identity; they even film him using his powers so they can work it into the film for nothing. When Doc Ock attacks the set, the ensuing fight ''also'' gets worked into the movie.
* WouldHitAGirl: Although rare, when Spidey gets into a fight with a female villain, he doesn't seem to have any reservations about hitting them. Then again these are women with super powers.
* YankTheDogsChain: Things are looking up in Peter's life. He's well liked by the general public for once and no longer viewed as a criminal. He's getting official superhero training to prepare him for a life of government sanctioned celebrity level superheroism. He's been guaranteed a high paying job at [[IronMan Stark Industries.]] JJ knows he's Spider-Man and not only gives him his old job back but also gives him a payraise, an infinite get-out-of-jail free card that let him ditch work to be Spider-Man, and free college tuition should he survive long enough to go to college. Peter even gets his old girlfriend back as a cherry on top. [[spoiler:Almost immediately after this turn of good luck he [[TakingTheBullet takes a bullet meant]] for CaptainAmerica and dies in a [[DyingMomentOfAwesome final battle with the Sinister Six]].]]
* YiddishAsASecondLanguage: Lampshaded.
-->'''Mary Jane:''' Where do you know Yiddish all of a sudden?\\
'''Peter:''' I picked it up.\\
'''Mary Jane:''' You should put it back.
* YouFightLikeACow
** It's a teenaged Spider-Man. ''Of course'' this trope applies.
** After the Human Torch and Iceman joined the cast, this trope applied to them as well.
* YouKilledMyFather: [[spoiler:Gwen]] believes this of Spider-Man for a long time, even when it was obviously not true.
* YourMom: Peter once used one of these when he was confronting a gang of street hoodlums, then immediately [[LampshadeHanging lampshaded]] the fact that humour of that kind was normally beneath him.
-->'''Thug One:''' What are you supposed to be?\\
'''Spider-Man:''' What?\\
'''Thug One:''' The hell is this?\\
'''Spider-Man:''' I'm Spider-Man. Read a paper.\\
'''Thug One:''' Where's your costume? [referencing how he only has a mask on, the rest of the suit having been destroyed the previous issue]\\
'''Spider-Man:''' Your mom's washing it for me.\\
'''Thug Two:''' '''''Ooooggh, ddaayyymmmnn!!'''''\\
'''Thug One:''' Oh, 'zat howit is? ''(attacks Spider-Man)''
[[/folder]]

[[folder:Volume 3]]
* AffirmativeActionLegacy: [[http://www.comicbookresources.com/?page=article&id=33673 The new Spider-Man is a half-Black/half Hispanic teen named Miles Morales.]]
* AllThereInTheManual: Even more so than in the previous era. Nearly every character that is not explicitly associated with Miles Morales has backstory in the previous volumes of ''Ultimate Spider-Man''. This means that at some minor parts readers may be a little lost if they haven't read anything from the Peter Parker era. It is not bad enough to totally leave you in the dark, but you will miss out on a lot of the back-story for established character relationships.
* AndNowForSomeoneCompletelyDifferent
* AlliterativeName: In true Spider-Man tradition, Miles Morales.
* UsefulNotes/AmericanEducationalSystem: It is poignant in this volume because Miles had to enter a lottery to go to a charter school. This is a very real practice in New York for talented inner city urban kids i.e. black, hispanic, or poor kids, each hoping they win the lottery or they most likely won't get anywhere in life despite how talented they may be. It is that sad.
* ArcNumber: The Spider that bit Miles was 42. The number that had Miles name on it in the lottery was 42. Likely a reference to Jackie Robinson who wore the number 42, or perhaps a less relevant reference to Franchise/TheHitchhikersGuideToTheGalaxy, well known for its arc number 42.
* BerserkButton: After Miles, Jessica confront the CEO of the Roxxon corporation he mentions [[spoiler: the death of Miles' mother]], and he loses it.
* BigDamnHeroes: Miles saved President Captain America's life during a battle with Hydra in the 17th issue. Luckily for him, it was caught on tape and the Daily Bugle aired it.
* BrandX: Viewtube! Though Youtube itself is also mentioned, interestingly.
* BreatherIssue: The entirety of Spider-Men would be this for Volume 3 as it removed from the core Miles Morales story line which has been nothing but SerialEscalation.
** Ultimate Spider-man #200
* BrokenPedestal: Miles' dad was very hesitant to talk about his and his brother's criminal past for this reason. While Miles is confused and disturbed by the the revelation, it isn't quite enough to come between them. Little does Miles know, however, the extent to which Jefferson's criminal instincts reach.
* CallBack: As with the first issue of the original ''Ultimate Spider-Man'' series, the first scene in this relaunched series features Norman Osborn relating the Greek myth of Arachne to an underling.
** Another one happens in issue #28 after the alliance of young heroes ([[spoiler:a proto-version of the up-coming All-New Ultimates]]) puts down Roxxon's "Brain-Trust," Spider-Woman remarks during her debriefing to S.H.I.E.L.D that "we have the beginning of something very special," which is a call back to the end of the Ultimate Clone Saga where Nick Fury says almost the exact same thing to Peter Parker after giving him his blessing to continue being Spider-Man. As a bonus Ultimate Spider-Woman was introduced in the Clone Saga.
* CanonForeigner: Miles does not have a counterpart in the regular Marvel Universe. [[spoiler: Although that can be questioned if the SequelHook at the end of ''ComicBook/SpiderMen'' is taken into account...]]
* CainAndAbel: The Prowler and Spider-Man, uncle and nephew, have this dynamic. Their first meeting in their costumes leads to a violent clash, and the Prowler soon blackmails Spider-Man into bending his moral code. Needless to say, the tension between the two quickly ascends to full-on estrangement, and ends in an all-out war between the two that ends with [[spoiler: the Prowler's violent death.]]
* ChangingOfTheGuard: The shift is awkward and jarring for many characters, but Miles is slowly earning his place as a hero and successor.
* CharacterDevelopment: Most of Miles' early development revolves around facing and overcoming his fears, including the fear of his own powers and what they mean for his life. Fear also motivates the Prowler, and as a result we see him degenerate from a doting uncle to a violent thug threatening to beat his nephew into cooperation.
** Later, as Miles starts to broaden his horizons from his rather sheltered boarding school, he decides to be more proactive in being a hero and joins the Ultimates.
** Jameson actually has a few words to say about this, being disgusted when other reporters haven't actually learned anything from the disasters New York and America have faced.
* CheapCostume: Miles starts off in a store-bought Halloween costume given to him by Ganke.
* CoversAlwaysLie: It's getting pretty egregious -- the first five issues showed Miles in an outfit he had yet to recieve, the sixth had an alternative cover that showed an unmasked Peter Parker being Spider-Man, and the eighth and ninth issue covers showed events that did not in any way occur within those issues, nor did they occur later on in the arc.
* CrossOver: Miles eventually meets the original Spider-Man in the ''ComicBook/SpiderMen'' crossover. This borders on HarsherInHindsight (and a little bit [[HilariousInHindsight hilarious]]), since Miles always wanted to meet Peter. He does, just not the one who he expected.
** Miles is set to cameo in a crossover with ''ComicBook/AllNewXMen''. Hope he survives the experience.
* DavidVersusGoliath: Most of the supervillains Miles fights have this dynamic with him, but the example that stands out is when Miles takes on ''Giant Woman''.
* DeadpanSnarker: Though Miles is in no way the supreme snarker that Peter Parker was, he is learning, and like Peter can be rather sarcastic in his inner monologues.
** In issue #07, he gets in a couple of [[YouFightLikeACow battle quips]] during his battle with Omega Red, even mentally scolding himself for how bad they are, and Omega Red actually takes one of the quips as a sign that it's the same Spider-Man:
-->'''Spider-Man:''' You're not going to believe this... I almost wore that exact same outfit today.\\
'''Omega Red:''' You used that line last time! I knew you weren't really dead!\\
'''Spider-Man:''' I did? ''(inner monologue)'' He did. Crazy.
** Definitely in the blood. After Miles [[HeroicBSOD mopes]] through dinner:
-->'''Rio:''' Hey... I love you.\\
'''Miles:''' Love you too, mom.\\
'''Jefferson:''' Congratulations, it's a teenager.
* DeathGlare: One of the residential staff in Miles' dorm gives Miles an insanely evil one for a non-villainous side-character (Miles had just sneaked around the RA and into his dorm without the RA noticing). It doesn't help that he's randomly got ''striking'' hazel eyes.
* DroppedABridgeOnHer: [[spoiler:Monica Chang, the former [[ComicBook/TheUltimates Black Widow]], gets killed by Norman Osborn without so much as a fight.]]
* EstablishingCharacterMoment
** Miles has just found out he's got spider powers. He's mortified that someone might find this out, partly because of the rampant anti-mutant hysteria proceeding Ultimatum (which at this point in the story line happened a short time ago), and partly because of his own father's strong dislike of mutants and super-powers in general. Then he and his friend Ganke happen across a burning building with people still trapped inside. Ganke tells Miles he should help.
-->'''Miles:''' People will see me.\\
'''Ganke:''' Who cares?\\
'''Miles:''' You're right.
** Cue Miles, who at this point hasn't even entertained the notion of being a Super-Hero, leaping without hesitation onto the burning building and saving the lives of two people and a dog. He does this in broad daylight in front of hundreds of witnesses, wearing nothing even resembling a mask, let alone a costume. This moment establishes that for all of Miles' reluctance, the moment he sees someone in trouble he ''will'' drop everything in order to help them.
* [[EvenEvilHasStandards Even The Bugle Has Standards]]: High standards at that. Jameson will not run a story outing Spider-Man's secret identity if there's really no other point, no impact or importance, to that story. It'd accomplish nothing except to seriously screw over Spider-Man.
* EvilUncle
* EvilVersusEvil: There is much more enmity between The Prowler and The Scorpion than between either and Spider-Man.
* FacePalm: Phil Urich does a ''double'' face palm when Betty Brant points out that the new Spider-Man is black, just before she posits that [[UnfortunateImplications he and the African-American Prowler must be related]].
* FamousLastWords: "[[NotSoDifferent How about that? Looks like we're the same, you and I.]]"
* FantasticRacism: Although ''every'' Marvel continuity contains at least some degree of prejudice towards Mutants, this 'verse being ''no'' exception, special mention has to go to the fact that Miles' '''Dad''' openly expresses his prejudice towards mutants. [[FridgeBrilliance Suddenly Miles' hesitance at openly using his powers make a lot of sense...]]
* FatBestFriend: Ganke
* FingerPokeOfDoom: Miles' Venom blast.
* GoodFeelsGood: Lana expresses that being a hero felt great and she didn't know what it was like due to her mother.
* HighAltitudeInterrogation: [[spoiler: Miles to Roxxon in issue #28. He just spilled everything while Miles sat there listening.]]
* [[ILetGwenStacyDie I Let Spider-Man Die]]: Part of the reason why Miles became Spider-Man is that he feels that his inaction when he received his powers caused Peter's death. Since he and Peter had near identical powers Miles felt that if they had ever met, Miles would been an asset to him by default and a potentially useful ally for Peter's final fight.
** In ''Cataclysm: Spider-Man #3'', Miles' father, after finding out his son's Spider-Man, snaps at him by saying that he [[spoiler: let his mother die]]. Miles just glares at him and tells him to don't start.
* HeroicBSOD: Miles has one once his uncle The Prowler begins blackmailing him.
-->'''Ganke:''' Oh my God, what time did you get ''in'' last night?\\
''(Miles walks away)''\\
'''Ganke:''' Dude?\\
''(Miles keeps walking)''\\
'''Ganke:''' Aw, dude.
** His father gets one as well, during the [[BatFamilyCrossover United we Stand]] crossover arc. He manages to get himself arrested by SHIELD agents keeping order, and HYDRA goons attack his paddywagon. They hand him a gun, after having shot the agents [[spoiler: And he promptly shoots all three of them]]. This comes back to haunt him.
** Miles at the end of the Venom Wars story arc
* IdiotBall / DistressBall: Got tossed around a bit in the 5th issue, when Electro awakes. Iron Man tried to take him head-on, but had... some logical weaknesses (as in not expecting Electro to be able to drain the power out of his armor). Hawkeye, likewise didn't have any plan B after "put an arrow into it" ([[AnnoyingArrows a distraction in the first place]]). Spider-Woman just pounces on him and gets electrocuted for her efforts[[note]]Note that, in the Ultimate Universe, Spider-Woman/Jessica Drew is a female clone of Peter from the clone saga. Since it's established she has his memories up to the point he was cloned, she should remember fighting Electro two or three times[[/note]]. Nick Fury and co. do get him pinned down, despite him being ImmuneToBullets. But the absolute Emperor of this trope has to be the hospital nurse who gave Electro 10ccs of anesthetic instead of 100ccs as prescribed.
* {{Invisibility}}: One of Miles' powers. Though if people focus their eyes, they apparently can just make him out.
* {{Irony}} / DramaticIrony: The Prowler, Spider-Man's uncle, learns that it is his fault that Miles was bitten by the super spider. The Prowler then manipulates Miles into working with him, justifying it with the idea that they have a "responsibility" towards each-other. Anyone who knows anything about Spider-Man's origins can see how this is going... places where it shouldn't be going.
* {{Jerkass}}: A recurring theme, it seems. They're everywhere; Uncle Aaron, Captain Quaid, Miles's dorm RC, Spider-Woman (though she has a reason), Captain America (who has a slightly worse reason), Betty Brant...
* LaserGuidedKarma: Betty Brant returns trying to make a quick buck by outing [[EpicFail Jefferson Morales as Spider-Man]]. She almost succeeds in getting a book deal. [[spoiler: Then Venom sneaks into her home and kills her.]]
* LegacyCharacter
* LetsYouAndHimFight: Miles accidentally starts a fight when he tries to get on board the helicarrier to ask if he can join the Ultimates. Unfortunately, America is in the middle of a war and in a state of extreme turmoil and the helicarrier was on high alert.
* MaleGaze: Miles, as a teenage boy who's hormones are just starting to rev up, muses to himself how he thinks fighting Giant Woman is hot. [[AndThatsTerrible And that this is wrong]]. When he knocks her out, the last panel is shown from [[BetweenMyLegs Between Her Breasts]] to Miles' face.
* MistakenForGay: Jefferson was relieved when he found out Miles had a girlfriend, namely because he thought Miles and Ganke were dating. Miles's own ''girlfriend'' even though Ganke liked Miles. Miles is not amused by any of this.
* MobWar: Kingpin's death and Mysterio's failure to pick up the slack has left New York open, and The Scorpion tries to fill the void.
* NeverTrustATrailer: The solicits get pretty egregious in the Spider-man No More Arc.
** Issue 24 mentions the Power Pack as if they are being formed within that issue. They don't become a formal team until issue 27.
** Issue 26 solicitation implies that the Ultimate Power Pack are already acquainted and already are on their way to take on Roxxon. They don't formally meet each other until issue 27.Also, it suggests that Miles Morales girlfriend has a secret of her own, but she does not even appear in this issue and most of it was backstory for Bombshell who is not Miles' girlfriend.
** Issue 27 solicitiation implies that the Ultimate Power Pack have already been formed, [[spoiler: Miles has found out that Roxxon is behind his mother's death]] and is seeking revenge, and are confronting Roxxon. This issue focuses on the battle between the Ultimate Power Pack and Taskmaster and they only just formed this issue.
** Issue 25 states that there are more young heroes debuting in the issue when there are no more new characters being introduced.
* NotSoDifferent: [[spoiler: The Prowler / Miles' uncle]] says this, as he lays dying. This sends Morales down a HeroicBSOD.
* OhCrap: Multiple characters when they see the new Spider-Man, and even more when some of them conclude he's the same as the old one. The Prowler has a magnificent one in issue #9 as he gradually learns just how powerful the Scorpion is.
** Miles' reaction when he realizes that not only is he being approached by a resurrected Green Goblin, he is being approached by a resurrected Freen Goblin and fighting him on the same exact setting that Peter did. He is fighting Green Goblin at the same exact place that Peter died trying.
* OutOfOrder: Issue 16.1 goes back a few issues to explore the aftermath of the Prowler's death. [[spoiler: It ended by reintroducing Venom into the plot.]]
* ParentalAbandonment: Tyrone and Tandy in an emotional and literal sense. Their parents gave up on them and let Roxxon have them, while Tandy went home to discover they were gone.
* PintsizedPowerhouse: Peter was small compared to his villains, Miles is this even moreso, justified because of the fact he's only 13.
* PokeThePoodle:
-->''(The Ringer captures Spider-Man in his rings)''\\
'''Spider-Man!''' ''(immobilized)'' [[OhCrap Ggnn!!]]\\
'''The Ringer: Come on!! Come on!'''\\
''(The Ringer sends out an explosive torrent of rings at Spider-Man)''\\
'''Spider-Man:''' I can't!\\
''(The Ringer's rings flail around and bounce harmlessly off Spider-Man)''\\
'''Spider-Man:''' I really can't!! Hello!!
* PreMortemOneLiner: Non-fatal example:
-->''(Spider-Man is immobilized)''\\
'''The Ringer:''' Everyone will respect me now.\\
'''Spider-Man:''' Not in that outfit.\\
''*SMACK*''
* PrettyBoy: Captain America under David Marquez's pen. His features are broader and sharper than are usual for the trope, and he frowns all the time, but he's also very smooth faced and young looking.
* PutOnABus
** Kitty Pride, Johnny Storm and Bobby Drake all left the title following "The Death of Spider-Man" and joined the new X-Men team.
** Aunt May and Gwen Stacy moved to France, to get away from the press hounding them in the final issue of ''Ultimate Fallout''. It was mentioned however that they would return to the book, which they do in issue 11.
** Mary Jane, has not been seen since the finale of ''Ultimate Fallout'', until the ''Spider-Men'' crossover. She shows up again during the Venom Wars arc.
** TheBusCameBack: It was a relatively short trip from France for May and Gwen Stacy, and Mary Jane joins them state-side.
* RefusalOfTheCall: Despite his best friend's encouragement, and unlike Peter, Miles is far from happy with getting powers. Due to the fact that he knows [[GenreSavvy that with great power comes giant killer robots, an arch enemy and if what happened to Peter is any indicator]], [[spoiler:death]] before he hits twenty...
** This is complicated by the fact that his SpiderSense seems to be in cahoots with The Call. This makes things even worse in Miles' case since, as we know, being Spider-Man means that [[TheCallKnowsWhereYouLive The Call has him on speed-dial]] already, so he's got a triple dose of destiny, responsibility, and his own powers trying to kick him into being Spider-Man.
* RevengeByProxy: This ''seems'' to be [[spoiler: Venom]]'s motivation.
* RightForTheWrongReasons: See FacePalm above. Betty Brant just assumes that the Prowler and Spider-Man are related because both are black.
* RoofHopping: How Miles initially gets around, as he does not have web shooters, at least until Aunt May gives him Peter's.
* RunningGag: The repeated "That costume is in really bad taste." comments during Miles' first appearance. Repeated to a very confused 616-Peter, in ''ComicBook/SpiderMen''.
* ShoutOut: There's a STRONG resemblance in Miles' first Spider suit and the look of the costume from ''Film/TheAmazingSpiderMan'' (other than the loose-fitting gloves and boots). His official costume resembles a reworked version of Alex Ross' unused design from the first ''Film/SpiderMan'' movie (which itself [[RetCanon was later brought into continuity]] in ''[[Comicbook/SuperiorSpiderMan Superior Spider-Man]]'').
** Gwen Stacy calling Captain America a jerk for forbidding Miles from being Spider-Man is a clear homage to a moment in the 616 verse where Kitty Pryde directed the same insult to Professor Xavier for kicking her out of the X-Men (though she was placed with the New Mutants) right at the start of ''Uncanny X-Men'' #168 (1983). Even their poses are the same.
* SuperpowerLottery: Miles has all the abilities that Peter had, plus a camouflage ability and a ''very'' [[StealthPun handy]] "Venom Strike", which is essentially a debilitating stun that works through touch on or through just about any material. In the first couple dozen issues, only [[PowerCopying Task]][[AdaptiveAbility master]] was shown to be able to resist it completely. It would probably be a lifesaver for any other version of Spider-man, but Miles is absolutely tiny at only 13 years old, so these new powers make up for his size and inexperience. There's also the fact that, according to the writer, his Spider-Sense is weaker then Peter's.
* SuperTeam: After his TenMinuteRetirement, Jessica enlists Miles to team up against Roxxon. After a series of events, they grab three more super powered teens who also have a vendetta against the corporation.
** TheLeader: Jessica Drew aka Spider-Woman. She formed the team and set their objective of taking down Roxxon.
** TheLancer: Miles Morales aka Spider-Man.
** TheBigGuy: Dagger and Bombshell, but to varying degrees. Dagger has shown to be more pugnacious and willing to fight while Bombshell is more reluctant.
** TheChick: Cloak might normally count as the BigGuy, being more powerful and effective in a fight, if he wasn't so mellow and didn't act as the mediator in the group.
* TakeThat: In issue #200, Bobby Drake's version of Peter Parker's future involves him [[WesternAnimation/UltimateSpiderMan joining a team of teenage superheroes (including Nova and White Tiger), and using a bunch of hi-tech vehicles provided by SHIELD.]] Mary Jane rolls her eyes and asks if he's done talking.
** Might actually count as SelfDeprecatingHumor, since Bendis actually works on the show.
* TakingUpTheMantle
* TaughtByExperience: Miles, through Ganke's suggestion, makes it his mission to study all of Pete's exploits, and as he's fighting [[spoiler: Venom]] he makes a mention to himself that fighting villains on his doorstep was how Peter died, and he should change tactics.
* TimeSkip: A year passes between issues 22 and 23, revealing that [[spoiler: Miles successfully quit being Spider-Man for the entire year--significantly longer than the time he actually spent being Spider-Man. Tandy Bowen, previously a side character in the first two volumes, was in a car accident that left her and the newly introduced Tyrone Johnson in a coma until 3 days before the issue, after being kidnapped by Roxxon and having their deaths faked. The experiments they underwent gave rise to Cloak and Dagger.]]
* TooSoon / WhatTheHellHero: Miles is hit with this ''in his first appearance'' as bystanders start calling him out for the bad taste in running around in a copy of Spider-Man's costume so soon after his death. Jessica Drew, Nick Fury, Tony Stark and Hawkeye giving him the exact same treatment. [[spoiler:However, after helping take down Electro, Drew and Fury give him his own custom suit, but Jessica warns him to take it seriously and honor Peter's memory before walking away.]]
* TwoferTokenMinority: Miles is half-Black[=/=]half-Hispanic.
* UnfortunateImplications:[[invoked]] After Giant Woman sees Miles unmasked and reports to Hydra rather vaguely that he wasn't what they would expect, Miles reflexively calls her out on racism. He then backtracks and wonders if maybe she was talking about the fact that he was 13 years old instead.
* TheUnmasking: [[spoiler: Miles unmasks himself to his father during ''Cataclysm: Ultimate Comics Spider-Man #2''.]]
* VillainTakesAnInterest: The Prowler (Aaron Davis, Miles' uncle) finds out who Spider-Man really is, and very quickly starts to train him in the name of [[{{Irony}} "responsibility"]]. However, it's pretty obvious from his blackmailing Miles into it and his having pissed off the very dangerous Scorpion, that the Prowler wants to use Spider-Man as a super-powered meat-shield.
* WhamEpisode: [[spoiler: Issue #22, when Rio is killed. The next issue takes place a year later, revealing that Miles legitimately quit being Spider-Man after that.]]
** [[spoiler: In Cataclysm: Ultimate Spider-Man #2, Miles unmasks to Jefferson.]]
** [[spoiler: In Miles Morales: The Ultimate Spider-man, it is revealed that Norman Osborn is still alive and who appears to be Peter Parker is back as well.]]
* WhamShot: The end of Ultimate Spider-Man #200 [[spoiler: As everyone leaves the gathering, a mysterious figure peeks from the bushes.]]
* WhamLine: Miles Morales: The Ultimate Spider-Man #1 - [[spoiler:"I was hoping to get some of my stuff back. It's more than time for the original Spider-Man to get back into the game."]]
* WhatCouldHaveBeen: Discussed in-universe. In Ultimate Spider-man 200, while commemorating the anniversary of Peter Parker, the participants talk about what Peter would have done if he were grown up. Mary Jane imagined that he could have been greater than Captain America and led the Ultimates. Aunt May imagined that he would infuse his science ability with his heroics and start a Spider-Man-esque Future Foundation. Gwen referenced personal discussions with Peter Parker, and stated that he wanted to be a reporter so that people with money could not escape wrong doings so he could use his heroics as Spider-Man to break the story. Kitty Pryde dismissed herself from discussing it, but her panel alluding to her imagination had her and Peter growing up together and being married. Miles cited that if he got his act together and met up with Peter sooner, he would be a partner if not a sidekick. Bobby Drake flat out used the Ultimate Spider-Man cartoon scenario as what Peter would have done.
* WhatTheHellHero: Gwen Stacy's epic '''"CAPTAIN AMERICA, YOU ARE A JERK!!"'''. It's especially funny because she's in a warehouse, so the windows behind her are broken and disused, and as a result [[RuleOfPerception it looks like]] she shouted so hard it shattered the windows.
** Miles gets shouted at by both Gwen Stacy and Ganke in #24 after he doesn't do anything in the Cloak and Dagger fight
* WhenAllYouHaveIsAHammer:
-->'''Spider-Man!''' Okay. Guy's crazy.\\
'''The Ringer: YOU WILL NOT TOUCH ME!'''\\
'''Spider-Man:''' All I need to do is smack the crazy ''off'' his face and this is-- uh-oh.
* YouCantFightFate: The editors mention numerous times on the letter pages that the appearance of [[AllWebbedUp Web-Shooters]] is predestined and unavoidable - and sure enough, thirteen issues in, Miles gets Peter's Web-Shooters, delivered by Aunt May herself.
[[/folder]]
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