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[[quoteright:312:http://static.tvtropes.org/pmwiki/pub/images/Spideyteam_8043.jpg]]
[[caption-width-right:312:Spider-Man and his Amazi-- er, Ultimate Friends [[labelnote:cast]][[ComicBook/WhiteTiger White]] [[ActionGirl Tiger]], [[ComicBook/LukeCageHeroForHire Power]] [[TheBigGuy Man]], [[ComicBook/{{Nova}} No]][[DeadpanSnarker va]], [[ComicBook/ImmortalIronFist Iron]] [[TheStoic Fist]][[/labelnote]]]]

->'''Loki:''' TheTrickster tricked... by a MORTAL!?\\
'''Thor:''' He is no mere mortal. He is the Man of Spiders!\\
'''Spider-Man:''' Close enough.

'''''Ultimate Spider-Man''''' is an American animated series based on the superhero character published by Creator/MarvelComics. Creator/PaulDini (of Franchise/{{DCAU}} fame), Creator/BrianMichaelBendis and ManOfActionStudios (of ''Franchise/{{Ben 10}}'' and ''WesternAnimation/GeneratorRex'' fame) are involved in the making of the show, which premiered April 1, 2012 as part of DisneyXD's WesternAnimation/MarvelUniverse block. The executive producers consist of Creator/JephLoeb and Creator/StanLee, and is the replacement series to ''WesternAnimation/TheSpectacularSpiderMan'', which was cancelled when Sony lost the TV rights to Spider-Man ([[Film/TheAmazingSpiderMan movies]], on the other hand...).

Peter Parker has been Spider-Man for one year when ComicBook/{{SHIELD}} sits up and takes notice. NickFury invites him to be professionally trained in superheroics, alongside other young heroes: [[ComicBook/ImmortalIronFist Iron Fist]], [[LukeCageHeroForHire Power Man]], ComicBook/{{Nova}}, and ComicBook/WhiteTiger. With SHIELD's experience and resources backing him, Peter might just become the ''Ultimate'' Spider-Man!

Not related to the ''ComicBook/UltimateSpiderMan'' comic book, outside of the usual incorporation of UltimateMarvel elements. Although confusingly enough, it has [[RecursiveAdaptation its own comic book tie-in]].

The third season has started under the new sub-title: ''Web Warriors''.

There's a [[Recap/UltimateSpiderMan recap]] page in progress.

[[http://link.brightcove.com/services/player/bcpid104506705001?bckey=AQ~~,AAAACMzGMJk~,RYQzCEk5IfImJPT60R4loYl0D0FfRz_D&bctid=1511682766001 Here's a trailer]]
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!!''Ultimate Spider-Man'' provide examples of the following tropes:
* AbortedArc: When the Lizard first appeared, serums for vulture and scorpion mutations were seen as well. When the Scorpion finally appeared on the show, it was as as BadassNormal and later with a suit of PoweredArmor. At no point did he ingest or get his powers from the serum.
** However we did get the Vulture!!
* ActionGirl: White Tiger
* ActuallyADoombot: In "Doomed", Spider-Man and the team fight and capture who they think is Dr. Doom, only to realize too late that it was really a Doombot that Doom let get captured so it could destroy the helicarrier.
* AdaptationalBadass: There are some good cases:
** Beetle is portrayed as a DangerouslyGenreSavvy ProfessionalKiller who can deal with all of Spider-Man's team of his own.
** Amazingly, Sandman, an already powerful villain from Spider-Man's RoguesGallery, is portrayed as ''even more'' dangerous than he is in the comic.
** The Wrecking Crew, while not exactly more threatening than they were in the comic, are portrayed as MUCH smarter than their DumbMuscle comic counterparts, as they come up with an actual plan instead of just wrecking everything.
** Agent Coulson can fight on equal terms with the Beetle, using nothing more than {{Improvised Weapon}}s.
** Arcade is a goofy jokester in the comics, whose only real claim to fame is that he's supposedly an elite assassin who [[ThePiratesWhoDontDoAnything never actually manages to kill anyone]] (or at least not anybody that [[NominalImportance has a name]]). In the show, he's a teenage {{Technopath}} who hacks S.H.I.E.L.D. and almost starts WorldWar3 before narrowly being stopped.
* AdaptationalHeroism: Norman as Iron Patriot. In the comics, Iron Patriot was just Norman's attempt to appropriate symbolism from Comicbook/IronMan and the [[Comicbook/CivilWar then-deceased]] CaptainAmerica in order to rally the public behind his Comicbook/DarkReign. In the show, his HeelFaceTurn is genuine, and he seeks to use the Iron Patriot armor to atone for his past mistakes. [[spoiler: At least until Doc Ock forcibly turns him back into the Goblin]].
* AdaptationalWimp: Comicbook/{{Loki}} -This version of him, while still a genuine threat, is shown to not be a match for Thor, and actually ends up OutGambitted by Spider-Man. Even worst in ''Run Pig Run'', where [[PowerCreepPowerSeep Spidey actually defeats him in a hand-to-hand fight]].
** Averted in season three, where he easily manages to smack Spidey around. His body even withstood a massive electric shock, with him claiming that such a thing is the equivalent to a stubbed toe to Asgardians.
* ActuallyPrettyFunny: Electro finds Spidey's LightBulbJoke amusing, though the rest of the Sinister Six don't.
** John Jamerson actually laughs at Spidey's comment about coming to the Moon to get some [[{{Pun}} space]] from his dad.
* AdaptationDistillation: The symbiote's origins in the series are noticeably similar to that of the Ultimate version of Carnage; it's created from a stolen sample of Peter's blood.
* AdaptationNameChange: Michael Korvac is changed to an alien dictator simply known as "Korvac".
* AirVentPassageway: "For Your Eye Only." The Helicarrier has squeaky clean vents!
* AgeLift: Power Man and Iron Fist are depicted as teenagers rather than adults like their comic counterparts.
** Arcade is given this treatment in Season 2.
** Echo, Ka-Zar, and [[TheInhumans Triton]] as well in Season 3.
* AgonyOfTheFeet: Power Man gets a hot foot from a tiny Doombot.
** Spidey, trying to kick TheJuggernaut is ''not'' a good idea.
* AlliterativeName
** Peter Parker obviously, but also Ava Ayala (White Tiger).
** Subverted by Nova. Richard Rider's replacement, Sam Alexander, was created specifically for this show.
* AlmightyJanitor: Played with, lovingly. Stan the Man is not just a Janitor. He's armed with a special multi-weapon mop, and is a [=SHIELD=] agent.
* AlternateSelf: The premise of Season 3's subtitle, "Web Warriors", is that Peter is set to team up with [[spoiler: [[http://oyster.ignimgs.com/wordpress/stg.ign.com/2014/06/USM-WW-2.jpg alternate versions of Spider-Man]]: Iron Spider (wearing the ''Ends of the Earth'' suit), [[ConspicuousCGI Spider-Man 2099]], Spider-Man Noir, Miles Morales, Spider-Ham, and Spider-Girl - not May Parker but a {{Gender Flip}}ed version of Peter named Petra Parker)]].
* AmbiguousSituation: At the end of "Me Time" Spider-Man, having just saved Doc Ock from underwater death, is falling deeper into the ocean, drowning, while Octopus drifts towards the surface, seemingly unconscious. Spidey blacks out then wakes up safe with SHIELD The circumstances of his rescue aren't shown and Ock is nowhere to be seen, so there is the possibility that Doc Ock saved his life.
* AmusingInjuries: Due to the nature of the show, ventures into this territory from time to time with Spidey being the main recipient.
* AnimalThemedSuperbeing: Spider-Man, White Tiger, the Beetle, and most of the Spider-Man villains introduced in season 2.
* AnimationBump: The fight-scenes are wonderfully crisp and fluid, with smooth animation and lots of attention to detail. It's best seen with the intricate ways Venom or Doctor Octopus move their pseudopodia/limbs.
** In season three, Captain America, Iron Man, Thor, Hulk and Hawkeye have new character models, ones which more closely resemble their appearances in ''WesternAnimation/AvengersAssemble''.
* {{Animesque}}: With Man Of Action as one of the producers and Creator/DongWooAnimation and Creator/MoiAnimation[[note]]owned by StudioGallop and {{Madhouse}}, respectively[[/note]] animating. This is pretty much a given.
* AppliedPhlebotinum: This is the Franchise/MarvelUniverse, ''animated'', so, yeah.
* ArsonMurderAndJaywalking: When Spidey and Power Man invade Scorpio's base, Spidey comments on some of the evil stuff Scorpio's scientists are working on. They involve future tech, doomsday weapons, and [[DigitalPiracyIsEvil pirating the latest hit movies]].
* ArtShift: The art shifts all over the place.
** There's "doodling on the notebook" style for when Peter is reviewing his earlier fights and giving himself bad grades.
** There's [[SuperDeformed chibi style]], for various {{Imagine Spot}}s, SHIELD graphics, or Spidey's inner voices.
* ArtEvolution: The character designs for season two have become a little more streamlined and less rounded than in the first season. Somewhat reminiscent to what happened for ''WesternAnimation/BatmanTheAnimatedSeries'' when it underwent a TimeSkip.
* AscendedFanboy: Based on what was revealed for the 5th episode, Spider-Man is a massive fanboy of Iron Man and in return, Tony makes him his own Iron Spider armor. Also, White Tiger is a SHIELD fangirl and geeks out every time they are in the Helicarrier. Agent Coulson, true to the movies, is a rabid Captain America fanboy.
* AssholeVictim: Spider-Man is tempted to think of Flash this way whenever he's attacked but resists the urge.
* AuthorAvatar: Stan Lee appears as the janitor (see also MythologyGag).
* AwesomeByAnalysis: Taskmaster
* BadassBoast:
-->'''Blade''': There are worse threats out there tonight then [[OurVampiresAreDifferent these things]].
-->'''Spider-Man''': Like what?
-->'''Blade''': Me!
* BadassBystander: Mary Jane Watson kicks a plate of slippery, messy cafeteria food under Thundra's foot to help Spidey win the battle of Midtown High School.
** Aunt May blasts Beetle with a jet engine.
** [[spoiler:Stan Lee]] initially seems to be one, but [[SubvertedTrope turns out to be]] [[spoiler:one of the founders of SHIELD and thus a RetiredBadass instead]].
* BadassInDistress: In "Me Time" Doc Ock manages to capture Spidey for a bit. Also plays into the episode's Aesop, in that Spidey likely would have never been captured in the first place if he hadn't insisted on having some time to himself.
* BaitTheDog: Goblin ruins what could have been a [[HeartwarmingMoment heartwarming moment]] [[spoiler: by dropping his son to his possible death right after telling him how [[SoProudOfYou proud]] he was of him.]]
* BaldBlackLeaderGuy: Nick Fury!
* BalefulPolymorph: Thor is turned into a [[spoiler:frog]] for most of "Field Trip". Despite this he's still pretty badass.
** "Run Pig Run" has Peter turned into [[spoiler: the talking pig Spider-HAM]] as well.
* BashBrothers: Power Man and Iron Fist, they are usually seen fighting side by side. Which is, of course, a ShoutOut to their comic series, appropriately named ''[[ExactlyWhatItSaysOnTheTin Power Man and Iron Fist]]''.
* BeachEpisode: "Snow Day."
* BeCarefulWhatYouWishFor: For Spidey's lack of respectability due to Jonah's bad press, Nick Fury, Coulson, Thor and his team of heroes are more than ready to do all they can do save him when he gets turned into a talking pig. Showing he was a lot more desirable than thought, ironically, by Loki.
* BerserkButton: PlayedForLaughs -- Spidey ''really'' doesn't like being called a bug or insect. Spiders [[InsistentTerminology are arachnids]]!
* BigBad: Norman Osborn is shaping up to be this.
* BigDamnHeroes
** Power Man, White Tiger, Iron Fist, and Nova pull one in episode 2.
** The four do it again in "Beetle Mania", after Spidey takes a beating from Beetle.
* BlahBlahBlah: How Spider-Man tends to hear Nick Fury once he's gone into lecture mode.
* BookEnds: Though not the end of the show, it was the end of a StoryArc of sorts: During the end of the episode "Carnage", Harry gives Peter a ride in his limo right when it was raining outside mirroring the day they met. This is the point when Peter and Harry being to reconcile their friendship as well.
* BorrowedCatchphrase: Comes up around the most notorious catchphrases.
-->'''Spider-Man''' ''([[FreakyFridayFlip in the Hulk's body]])'': All you did was make me angry. And you don't wanna make me angry. ''You wouldn't like me when I'm angry''.
-->'''The Thing''': ''Niiiice''.
-->'''Spider-Man''': Thanks, man.
* BrainBleach: Requested by Peter at the end of Episode 6.
* BrickJoke: In "[[ComicBook/DamageControl Damage]]", J. Jonah Jameson announces he's keeping an eye on Spider-Man's cleaning job, and shortly afterwards, he appears on the TV screen in Times Square. He wonders who's recording him, but then he sees a camera truck with a camera man perched on top who yells "Yo, Spidey!" At the end of the episode, [[spoiler:the team take down the Wrecking Crew in the same area with minimal collateral damage and the help of Mac. Spidey wishes Nick Fury could have seen it, but then Mac points at the large screen showing everything was televised. He's confused, but then he sees the camera truck from earlier in the episode with the cameraman yelling: "Yo, Spidey!"]]
* BringHimToMe: Norman believes that Spider-Man can be used to create a new generation of spider-enhanced super soldiers and is not above hiring super villains to capture him ''as of episode '''one'''.'' He seems to respect Spiderman's balance of strength, speed and agility and how he can combine them with his smarts to take on threats that are on paper way more powerful than him.
* BringIt: In his first appearance in Season Two the Beetle at the climax of their fight [[spoiler: inside the incomplete helicarrier, the Beetle has Spider-Man dead-to-rights with his ArmCannon. Spidey knows it too but instead of firing]] he deactivates his gun and makes the classic hand-gesture. He's gonna beat Spidey the old-fashioned way.
* BrokenAesop: One of the main morals of the show is that Peter needs to know and become friends with his teammates. One problem is that several episodes have gone by that make no use of the teammates, instead focusing on Spider-Man solo. The other problem, though, is that these people know more about him than he knows about ''them'', keep finding some way to insert themselves into his life, and [[DisproportionateRetribution tending to attack him in the end of the episode for doing something minor]].
** The "Electro" episode tries giving an aesop about technology making you too much dependent. That coming from a show that made Spidey go from a guy with relatively simple web-shooters to using high tech gadgets for the sake of merchandise. Spidey doesn't even uses his ordinary web-shooters in the episode. (Although this is used to highlight the Aesop; Spidey no longer ''has'' his regular web-shooters because the high-tech ones were so cool, and this was a mistake. But still...)
* BrokenGlassPenalty: The plot of "Not A Toy" is kicked off by Spidey losing Captain America's shield while playing with it. He ends up going after it, only for it to ''end up in the Latverian embassy where DoctorDoom just happens to be.'' After a failed attempt of asking for it back (in which Doom responded with a missile), Spidey then teams up with Captain America to get the shield back.
* BruceWayneHeldHostage: Spidey gets grabbed as Peter, turned into this continuity's Carnage, and sent to attack...Spider-Man. Doesn't get much more held hostage than that.
* TheBrute: Thundra is a rare female example. She's the muscle of the Frightful Four.
* BucketHelmet: Worn by Peter Parker in a secret recording in his bathroom when he was mocking Nova. This is a direct reference to the original Nova of the comics, Richard Rider, and his semi-affectionate nickname "Bucket-Head" given to Rider by his teammates in the New Warriors.
* ButtMonkey: The team doesn't seem to care much if anything happens to New Jersey.
** The Trapster totally fills this role.
* TheCameo
** [[spoiler:The [[WesternAnimation/TheSuperHeroSquadShow Super Hero Squad]] and Spider-Ham]] in "Flight of the Iron Spider".
** ComicBook/HowardTheDuck makes a cameo in "Awesome", also making this his first appearance in animation.
* CanonImmigrant
** The new White Tiger, Ava Ayala, was created for the show and currently appears in ''ComicBook/AvengersAcademy''.
** The new Nova, Sam Alexander, was also created for the show and was introduced in the comics during the prelude to the ''ComicBook/AvengersVsXMen'' CrisisCrossover.
** Coulson, a SHIELD agent undercover as the principal of Spidey's school, is an immigrant from the Franchise/MarvelCinematicUniverse. And then made the transition to the main Marvel Universe.
* CassandraTruth: Fury and the rest of the team blow Spidey's concerns off about Black Suit Spidey being Venom returned. Spidey takes off to prove himself right -- and he is.
** This also appears in the second half of "Blade and the Howling Commandos" where checking on his Aunt May, Peter appears at the house in costume. She immediately recognizes him, but since it's Halloween thinks he's going to a party. She even says that it's a [[YourCostumeNeedsWork lame Spider-Man costume]] and he should get his money back.
* CatGirl: White Tiger/Ava Ayala.
* CerebusSyndrome: The finale of Season 1 is considerably darker than the rest of the series.
** CerebusRollercoaster: While it is LighterAndSofter and DenserAndWackier than the usual Spidey fare, it's main arc plot is much darker than the comedic episodes. Season 2 seems to be going for a more mature arc plot too, while still maintaining humour.
* CharacterFilibuster: Literally every time J. Jonah Jameson is on screen he's going on about how bad Spider-Man is.
* TheChessmaster: By manipulating the laws about the Asgardian Boar Hunt, Loki seems to get a chance at revenge when [[spoiler: he disguises himself as a hot-dog vendor to give a hungry Peter a free hot-dog that turns him into a talking pig.]]
* ChildhoodFriendRomance: Peter and Mary Jane. At the moment they're in the JustFriends stage though.
* ChirpingCrickets
** Spider-Man makes a joke about his new SHIELD webshooters that falls flat.
** There is also an occasion in "Back in Black" where a joke falls flat the same way.
* TheChosenMany: Nova. It hasn't come up yet, but the original comics version of the character is part of a "Nova Corps."
* ClapYourHandsIfYouBelieve: In "Strange", Spidey confesses a complete lack of belief in magic. ("My 'non-sense' is tingling.") By the end of the episode, he has come to realize that ''magic'' is real but ''nightmares'' are not, which gives him enough power to defeat [[Comicbook/DoctorStrange Nightmare]].
* ClothingDamage
** PlayedForLaughs, as the tentacle-bot pinches Spidey's ass. He slaps it away and wins the battle, only to find out the hard way that the crowd is taking pictures of the hole in his Spidey-suit... which also reveals ''he goes commando'' underneath.
** After Iron Fist is freed from being stuck to a wall by Venom, most of his clothes vanish along with the symbiote's webbing.
** In "Back in Black" Spidey recalls how inconvenient his Spidey suit can be in comparison to [[spoiler:Harry Osborn's Venom-slick-it-on, slick-it-off Spidey suit]], including the time it ripped in the back and revealed his [[GoofyPrintUnderwear red polka dotted underwear]]... which might explain why he was going commando in the second episode.
** "Kraven The Hunter" give us a variation of what happened to Spidey in "Venom" only to Nova. Since they're chasing Ava he ties a pizza box to keep hidden that he too goes commando under his costume.
* ColdOpen
* CombatTentacles: The Venom Symbiote's main form of attack, in addition to whatever abilities its host has.
** Doctor Octopus as well, obviously. In fact his primary limbs appear to be non-functional.
** Carnage uses them, too, through they're more like tendrils in his case.
* ComesGreatResponsibility: {{Lampshade}}d by Peter when trying to explain [[spoiler:to Harry Osborn why using the Venom symbiote to be Spider-Man in a black suit just to feed his ego is a ''very bad idea''.]]
** Norman has his own version. "With great power, comes great reward."
** As does Iron Fist [[spoiler:when posing as Spidey]]. "With great power, comes inner peace!"
** Also used against Deadpool [[spoiler:in the form of a sucker punch]].
* TheComicallySerious: Nick Fury, several times.
* CompositeCharacter: Electro is a "multiple versions of the same character" type. He changes from the 616 version to the Ultimate Universe version when he gets supercharged.
** The show's version of Scorpion is a of mix of Scorpion and the Iron Fist villain Davos. And with a little bit of [[MortalKombat another]] Scorpion thrown in.
** The show's version of Korvac is a mix of Michael Korvac and {{Thanos}} (especially the [[MarvelCinematicUniverse MCU]] version). His name and appearance come from Korvac, while his role as a galactic tyrant come and the leader of the Chitauri come from Thanos.
** Max Fury/Scorpio, Nick's evil brother, is a cross between Jake Fury/Scorpio, Nick's evil brother in the comics, and Max Fury, Nick's evil robot duplicate in ''Secret Avengers''.
** Flash Thompson briefly tries to fight crime as the Comicbook/ScarletSpider before becoming [[spoiler: Agent Venom]].
* ConvectionSchmonvection: Oddly enough both averted and played straight in "The Parent Trap": the lava heats metal enough to hurt Spider-Man and it burns his web when it is close to it, but it has no effect on Luke; while you can argue his skin is protecting him,there is no reason why his clothes, hair and sunglasses are not burning.
* ConspicuousTrenchcoat: ''Juggernaut'', of all people, pulls this off for awhile.
* ContrivedCoincidence: The episode "Not a Toy", when Spider-Man accidentally tosses ComicBook/{{Captain America}}'s shield out of the helicarrier. It lands in the Latverian Embassy ''while SelfDemonstrating/DoctorDoom is standing in the specific room it flies into''. Spider-Man even [[LampshadeHanging lampshades]] how only [[CosmicPlaything he]] could get that result.
** Not to mention, it manages to bounce off of Iron Man, mid-air, and also strikes Trapster in his backpack before landing in the embassy. Talk about unlucky.
* CoolBike: The Spider-Cycle. It fires webs that it can drive on, and can drive on any surface Spidey can wallcrawl on.
* [[CoolOldGuy Cool Old Lady]]: Aunt May
* CorruptCorporateExecutive: As in any Spider-Man show, NormanOsborn.
* CostumeCopycat: When Deadpool shows up, he notes the simularities between his and Spidey's costumes, and takes it as a sign that Spidey is a huge fan of his. Spider-Man, of course, has never heard of him. (For the record, the comics did eventually reveal as a gag that Deadpool's costume is one rejected by Spider-Man.)
* CoveredInGunge
** Spider-Man's first training session with SHIELD results in him getting slimed.
** Peter's sneezes in "Back in Black" produce a frightening amount of green discharge.
** Both [[spoiler: Coulson]] and [[spoiler: Juggernaut]] are covered in grey goo after the Awesome Android spits them out, in the latter's case helps hide his [[NakedPeopleAreFunny lack of clothes]].
* CrackOhMyBack: In "Stan By Me" Spidey imagines Stan the Janitor as an action hero, except for this trope getting in the way.
* {{Crawl}}: There's one running on the DBC news broadcasts, which contains a number of {{Mythology Gag}}s, such as, "SquirrelGirl launches new perfume line."
* CrossoverPunchline: The Living Laser is beaten [[spoiler:by being sent to dimension of ''WesternAnimation/TheSuperHeroSquadShow'']].
* CurbStompBattle: Anytime Ock versus Goblin happens, it results in Goblin kicking Ock's ass with Ock unable to fight back.
* CurseCutShort: Spider-Man webs Thundra's mouth shut just as she is about to sling a vulgar insult at him. He explains that he gagged her to prevent her from cursing in front of "[[LeaningOnTheFourthWall the kiddies]]".
* ADayInTheLimelight: "Kraven The Hunter" delves into White Tiger's backstory and "Journey of the Iron Fist" explain Iron Fist's origins. "Guardians of the Galaxy" give some insight on Nova's past and "Parent Trap" reveals Power Man's orogin.
* DaChief: Nick Fury. Like most versions of him, he's the "Top Cop".
* DarkerAndEdgier: Season two is considerably darker, with less humorous moments and more drama-centric episodes.
* DeadpanSnarker
** White Tiger
** Nova as well:
--->''(after Spidey lets the Venom Symbiote possess him to stop it from hurting anyone else)''\\
'''Nova:''' Ah, I wish we hadn't just had a special moment where you'd sacrificed yourself and junk. ''(proceeds to blast Venom)''
* DefrostingIceQueen: Ava, for most of season 1 she's an uptight jerkass to Peter, until comes the "Kraven the Hunter" episode where she warms up to Peter since they can both relate to the loss of a loved one.
* DenserAndWackier: Even aside from Peter's FourthWall {{Imagine Spot}}s, the show's tone is much more comical than your usual Spider-Man fare.
* TheDeterminator: Peter states when MJ sets her mind to something, nothing can change it. He seems to believe if she wanted to, she could get Galactus to stop eating planets.
* DiedInYourArmsTonight: Dr. Octavius dies in Norman Osborn's arms, but obviously, he's not really dead.
* DieHardOnAnX: Die Hard On A SHIELD Helicarrier. Spidey even yells "yippie-ki-yay" at one point.
* DirtyOldMan: Wolverine (when in Peter's body) makes a pass at Mary Jane, [[LikeBrotherAndSister who is thoroughly disgusted]]. Considering he's something like 120 and she's a lass of 16, quite understandable. Trapster [[JailbaitWait tries it]] as well.
* DisappearedDad: Norman Osborn is the "neglectfully absent/physically present" variation.
* DistressedDamsel: Subverted bigtime! Aunt May alternates between scolding and sweet talking the Beetle until he's distracted enough for her to run off, then [[spoiler: pulls a [[Franchise/{{Alien}} Ripley]] on him with a jet engine]] then bats her eyes at Coulson and Spider-Man like she was helpless all along.
** Mary Jane also has no problems with kicking a guy right in the sourdough area when he tries to take her hostage. Especially if its the [[ButtMonkey Trapster]].
* DontTryThisAtHome:
-->'''Spidey:''' ''(addressing the audience)'' Yes, I am riding the Spider-Cycle in a subway. No, I am not allowed to do this. And neither are you.
* DoNotDoThisCoolThing: The apparent moral of "Ultimate Deadpool": just because someone seems cool, doesn't mean they're not an irresponsible, amoral psychopath; so choose your role models carefully.
* DoomedByCanon: Dr. Connors [[spoiler:gets his right arm crushed]] in the Season 1 finale. [[SarcasmMode Gee, whatever will happen to him next season?]]
* DopeSlap: Venom decides hit Spider-Man and tells him to shut up shortly after when he tires of Spidey's babbling in "Carnage."
* TheDragon: Doc Ock, to Norman Osborn.
** DragonWithAnAgenda
* DramaticSpotlight: Peter gets one after a comment from Sam upsets Harry and Peter can't explain why he's hanging with Sam and the other new kids.
* DudeWheresMyRespect: He saves the city on a regular basis, has to balance his home life, crime fighting, time with non hero friends and shield training and has repeatedly shown himself to be the most able member of the team. The thanks he gets? Repeatedly slandered by Jameson, turned on by the people he protects the second a reward is involved. Called unreliable by his normal friends, taken advantage of by his hero friends, forced to study or train when the rest of his team gets to have fun and tormented unfairly and called out on when he rightfully decides to do something for himself.
* EmbarrassingOldPhoto: Peter's past "Picture Day" photos are a few
** Present-day embarrassing photos include pics of Spidey going commando under his costume, and Spider-Ham's time during the Asgardian Boar Hunt (which had everyone else laughing).
* EnergyBeings
** Living Laser, who is made of living photonic energy.
** Also the Hulk villain Zzzax in the episode "Exclusive".
* EpicHail: In "The Sinister Six" Spidey needs to contact his team. What does he do? Jumps on a Daily Bugle Helicopter and records himself stating he needs help. Of course, JJJ doesn't like this.
* EvenEvilHasStandards: Norman is genuinely distraught when he learns that the Frightful Four is attacking his son's school. Though he's mainly concerned with Harry's safety, making it more an EvenEvilHasLovedOnes case.
** Loki might not spit in another's hot dog, but with things so close, he won't let a time limit deny him (or he won't try to)
* EvilCripple: Doc Ock. Because of an accident, he lost the use of his limbs. He uses his metal arms to work, fight and move around. He's still menacing and looks rather creepy.
* EvilerThanThou: Goblin is this to Ock, especially when [[spoiler: Ock is stupid enough to turn Norman back into the Goblin again.]] Best summarized by this piece of dialogue:
-->'''Goblin:''' All this time, you've had it all wrong, Octavius. I've always been your master.
* EvilRedHead: Thundra of the Frightful Four.
* ExactlyWhatIAimedAt: Spider Man states this when fighting the Beetle and smashed him with the couch he was aiming at.
* ExactlyWhatItSaysOnTheTin: the season 2 episodes; no, seriously, ''all'' of them so far are named after the villains or new characters showing up in them: "The Lizard", "Electro", "The Rhino", "Kraven the Hunter", "Hawkeye", "The Sinister Six"... you can hardly get more obvious than that.
* ExactWords: Fury did promise Spidey that the surveillance tapes of him would be erased in 24hrs. He never did say he won't show them to the team before that.
* ExhaustedEyeBags: Peter suffers these as a result of being sick and not getting enough rest due to wall-crawling heroics.
* ExpectingSomeoneTaller: One of the Zodiac {{Mook}}'s EnemyChatter is this about Spider-Man.
* ExpressiveMask: The Spidey mask is very expressive, though Peter [[LampshadeHanging Lampshades]] that ''you can't see'' all his expressions. Same goes for White Tiger.
* ExtraExtraReadAllAboutIt: A paperboy was shouting that in "Spidah Man" and Spidey found himself surprised there were still people doing that.
* FalseReassurance: Nick Fury has cameras spying on the young heroes and their families to keep them safe. In one episode, Nick told Spidey all embarassing images of him would be erased in [[ExactWords 24 hours]]. ''23 hours and 23 minutes'' later, he had finished showing said images to the other young heroes and then he deleted them.
* FamilyFriendlyFirearms: "Pew pew guns" and Spider-Man's Web Cannon 3000, which is so friendly that Spidey, who DoesntLikeGuns, will use it.
* {{Fanservice}}: For the female viewers! Iron Fist, once freed from Venom and webbing, is stripped down to his matching banana hammock.
** Plus, the whole team in bathing suits in "Snow Day".
** Given their age, these moments of fanservice can easily shade into FanDisservice to older viewers.
** Coulson also ends up in various degrees of undress surprisingly often. [[NakedPeopleAreFunny It's played for laughs]] but [[HotTeacher he doesn't look half-bad.]]
* FirstKiss: Peter and MJ had [[http://www.comicvine.com/mary-jane/29-13380/all-images/108-209288/screen_shot_2012_04_02_at_6/105-2272557/ theirs with each other]] when they were 12 years old, apparently.
* FiveBadBand: The Sinister Six.
** TheLeader: Doctor Octopus
** TheDragon: Kraven The Hunter
** TheBrute: Rhino
** EvilGenius: Beetle
** DarkChick: Electro
** SixthRanger[=/=]SixthRangerTraitor: The Lizard/Doctor Connors
* FiveManBand: It's still early, but the teen heroes seem to fall into these roles.
** TheHero -- Spider-Man
** TheLancer -- Nova, White Tiger
** TheBigGuy[=/=]TheHeart -- Power Man (via WordOfGod)
** TheSmartGuy -- Iron Fist (in a philosophical sense), Spider-Man (science)
** TheChick -- White Tiger
* {{Flashback}}: A couple, on Peter's part, relating to Uncle Ben, Aunt May, and his growing up with Mary Jane.
** Later, Peter flashes back to how he became Spider-man, but since everybody is sick to death of Spidey's origin story, his chibi avatar rushes through it.
* FoodFight: Peter starts one against the Frightful Four to give him the chance to get away.
* FourthWall: Peter abuses the hell out of it, talking directly to the viewer. Basically, it's his trademark inner monologue visualized!
-->'''Spider-Man:''' Language, Thundy. [[LampshadeHanging Kids are watching]].
** Then there's {{Deadpool}}, who does it more than Peter, even breaking into Spidey's fourth wall breaking. Of course, it's Deadpool.
* {{Foreshadowing}}: In the Lizard episode, Doc Connors shows Spidey tubes of glowing animal DNA, one is labelled with a lizard, the other two with a ''Scorpion'' and a ''Vulture''. [[spoiler: The vulture isn't too clear, but it's emphasised by the ImagineSpot two seconds later featuring an evil petting zoo]].
* ForgottenAesop: More than a few episodes centre aound Spidey and one or more of his teammates learning that they need to put aside their differences and work as a team. Expect to see them be right back to bitching at each other next week.
** Same thing apply to Spidey; no matter how many times he learns about responsibilitiy and humility, he keep forgetting it again so he can get humiliated to learn it over and over again.
** Less forgotten than a Deconstruction of both aesops: becoming a team is more than a matter of just realizing that you should be a team, it takes a lot of work, training, and gradual personality and relationship development. Adding to the difficulty, the main cast are all teenagers, and thus prone to distraction, moods, and bouts of selfishness. This kind of deconstruction is actually what the Ultimates universe was mostly intended to do.
* FreakyFridayFlip:
** Wolverine and Spider-Man have one in an episode (appropriately titled "Freaky"), a plot taken directly from the ''ComicBook/UltimateSpiderMan'' comic.
** Later the incident is repeated with Spider-Man and [[ComicBook/IncredibleHulk The Hulk]].
** And [[spoiler: Loki]] in the first episode of the third season.
* FunnyBackgroundEvent: After Agent Coulson invites Aunt May on a date, Peter starts talking about it. In the background you can see Coulson's shadow jumping around in the principal's office, and then you can hear something crash.
* GeniusLoci: The heroes vacation on a classified island and meet Sandy, a CreepyChild who looks a lot like [[spoiler: Sandman]], and later his older brother ''[[spoiler: Flint]]''. Eventually the ''entire island'' turns against the heroes. [[spoiler: Or at least its soil: Sandman]] - we find pictographs on the mysterious ruins that hadn't been there a minute before that depict his old-school origin, ''completely unchanged'' - has assimilated every single bit of soil until the place was an extension of himself. Near the end, it's [[spoiler: a race against time because a little dirt had clung to one of their costumes, allowing Sandman to come home with them. They had to keep him from the mainland]] because if ''any part of him'' had touched the ground on the mainland, he could have assimilated it all. ''All.'' As in, "North America, you were nice while you lasted."
* GenreBlindness: Doc Ock is hit with this hard. Despite observing Spider-Man's movements for months, he falls for every single on of his tricks.
* GettingCrapPastTheRadar:
** In "I Am Spider-Man" Trapster asks Mary Jane suggestively when she graduates.
** In "Ultimate Deadpool" Deadpool laughs at the mention of Booby Trap. [[SubvertedTrope He was laughing at the "traps" part, though.]]
*** It may be an even greater example of this trope, though, when you take into account the fact that "trap" is a term used on the internet for... [[WholesomeCrossdresser something else.]]
** When Spidey makes fun of IronMan having an old armor with a nose.
-->'''Iron Man:''' I was in an anatomic phase. You should see the one with-
-->'''Spidey:''' Another time! Or, never.
** In "Venom", Flash can be seen drinking water out of something that appears to be a [[http://en.wikipedia.org/wiki/Bidet bidet.]] Bidets are typically used to wash the under-areas of the body.
** Flint "Sandman" Marko is called "beach" several times in "Sandman Returns"--an insult that sounds suspiciously like "bitch", esp. with Batros' comically-overblown French accent.
** [[spoiler:Goblin]] uttering the word "hell" in the season two finale.
** "I don't think [[DoctorDoom he's]] a real 'turn your head and cough' doctor."
** In "Me Time", Norman reminds Octavius that without the tentacles he wouldn't be able to wipe his own [[LastSecondWordSwap mouth]].
* GoingNative: The exact words used to describe Agent Coulson, who seems more concerned about the school budget and meatloaf than keeping an eye on the teen heroes.
** PapaWolf: Yet when the students of the high school the teen heroes are going to are endangered because of the Asgardian Boar Hunt being brought to the school, he's not going to let them get hurt.
** LetsGetDangerous: He also hides an arsenal in the principal's office to show he's serious.
* GoodAngelBadAngel: Spidey gets [[http://26.media.tumblr.com/tumblr_m1tq9tODhL1qa7gyjo1_500.gif chibi good and evil Spideys]] helping him think through whether or not he wants to work with Iron Fist, Power Man, White Tiger and Nova. Unfortunately, the angels' dialogue ''very'' quickly devolves into a grudge match, which gets quite rough if Peter's reactions are any indication. And they ''agree'' on letting Taskmaster do what he wants to Flash Thompson, forcing Spidey to web them both out of the shot after saying, "Only Flash could get these two to agree on something."
** Later Bad Angel is replaced with Hulk Angel, when Peter has to decide between being honest and looking out for a friend.
* GoryDiscretionShot: "Freaky" deals with Wolverine, and so has a few "we are experiencing technical difficulties" screens to keep the less kid-friendly aspects of Wolverine's character from going onscreen. I.E., Peter accidentally stabbing himself with Logan's claws, Logan beating the tar out of Flash, etc.
* GottaGetYourHeadTogether: The entire cafeteria's reaction to Klaw's sonic attack.
* GravityMaster: The Wizard has this ability thanks to his tech.
* GroinAttack: Used by Mary Jane on Trapster when he attempts to use her as a hostage. Peter even lampshades it.
* [[GuessWhoImMarrying Guess Who I'm Dating?]]: Aunt May and Agent Coulson? HELP!
* HalfArcSeason: With all the one-shot stories, but also with the interconnected stories mixed in as well, it looks like the first season is shaping up to be this.
* HeroesWantRedheads
** Subverted. Peter and Mary Jane in this series have been childhood friends. Although this is keeping in with the comics, before Peter and MJ got a RelationshipUpgrade.
--->'''Peter:''' At 12, we decided to ''"get serious"''.\\
''(they kiss, and immediately go "ewww!")''
** Wolverine, whilst in Peter's body, attempts to make a move on MJ, stating that he's always had a thing for redheads. Due to her and Peter deciding to be JustFriends, MJ is understandably put off by this.
* HeterosexualLifePartners: Power Man and Iron Fist.
* {{Hologram}}: Fury appears to Spider-Man as one after his training session on the Helicarrier.
* HonorBeforeReason: The Hunters Loki uses for "Run Pig Run" enjoy a good hunt, but when time's up, they won't kill someone who's won because he outlasted the clock.
* HotBlooded: Nova is rather quick to act without thinking.
* HotScoop: In this adaptation Mary Jane is an aspiring journalism student and thinks she can get a job at Daily Bugle Communications, run by J. Jonah Jameson.
* HowDoIShotWeb:
** A very literal example. When Iron Fist has to wear Spidey's costume to protect Peter's secret identity, he has trouble figuring out the web shooters.
** Done hilariously in every FreakyFridayFlip episode.
* HulkSpeak: [[ComicBook/IncredibleHulk The Hulk]], naturally.
* HumbleGoal: Spider-Man would surely like a world with world peace, without criminals, without weird villains, without school, without J.J.Jameson defamations, without Nova being a jerk... but, as that won't happen anytime soon, he can settle for a brand-new rocket pack, or perhaps a Spider-mobile.
* HuntingTheMostDangerousGame: When Loki turns Spidey into Spider-Ham in "Run Pig Run," he's made the porcine Wall Crawler into the prey for an "Asgardian Boar Hunt." Fortunately, Thor, Coulson, Fury and "the team" are with Spidey.
** Kraven the Hunter is confirmed to appear in season 2. Anyone even vaguely familiar with the character should expect this. [[spoiler:Surprisingly enough, his prey isn't Spidey. It's White Tiger.]]
* HurricaneOfPuns:
** After Loki turns Spidey into Spider-Ham (nicknamed thus by Thor of all people) in "Run Pig Run", the pig puns range from "Pig man on campus" from Nova to "Porker" (Parker) thanks to Coulson. Even Nick Fury gets one in. Peter, notably tries to not make one, and when he does, it's accompanied by [[BreakingTheFourthWall breaking the fourth wall]] to [[LampshadeHanging lampshade]] it.
** Spidey and Deadpool have a {{Pun}} BattleInTheCenterOfTheMind within an ImagineSpot via [[FourthWallObserver Fourth Wall Observation]]. ([[NinjaPirateZombieRobot Phew.]])
* IKnowYouAreInThereSomewhereFight: White Tiger and Iron Fist to the Venom-possessed Spider-Man.
** Peter does this several times to Venom-posessed Harry. Harry does it to his goblin-enhanced father.
** Yet again to Goblin-fied Tiger, Fist, Nova, and PM by Spidey and once more when they're hypnotised by Dracula.
* IShallTauntYou: Spidey's preferred method of banter, with a sizeable dollop of DeadpanSnarker added.
* IdeaBulb
** Played with. The lightbulb is over Peter's head, and a little chibi imaginary Spidey plugs it into Peter's ear to power it from his thoughts as he realizes something.
** The lightbulb flashes over Peter's head only to be replaced by another of the more ecologically improved lightbulbs. Peter even comments on this directly to the audience.
* IdeaDing: Mary Jane saves Peter's day by coming up with the idea of a study date for Harry to get used to the idea of Peter's "new friends": Danny, Ava, Luke, and Sam.
* IdiosyncraticWipes: Lots of speed swoosh, and trains passing by.
* IdiotBall
** Spidey's team as a whole has already seen Venom in action, been possessed (each member except White Tiger) by him and all of them are perfectly aware he is a shapeshifting symbiotic organism whose appearance changes according to his host. Yet, when a "mysterious" black Spider-Man shows up, not only is Peter the ''only'' one to recognize the symbiote, but when he points out the similarity, they dismiss it without any doubt, arguing that "Venom was huge, this is just a normal guy in a suit." Made even worse by the fact that Octavius, on the other hand, immediately recognizes his work.
** Doctor Octopus actually managed to capture Spidey in "Me Time", but he chooses ''not'' to remove his mask or webshooters, and places him in restraints he easily breaks out of.
** Spidey himself loses his otherwise high intelligence and even his ''spider-sense'' whenever the script decides it'd be funny (and can be easily attributed to him being a very high-strung teenager).
** The Team didn't seem to think a LARGE GAPING HOLE into an EMPTY BANK VAULT was suspicious.
** Nova is nowhere near the - well, [[IncrediblyLamePun brightest]] of the bunch, but even he grips the ball tight, when he thinks that a beach is labeled "Classy Fied" instead of "Classified."
* IgnoringBySinging: Peter does this when Coulson talks about finding Aunt May attractive.
* ImagineSpot: Lots and lots of them, including one where Spidey imagines how him trying to show up in costume and hide his true identity from Mary Jane. He also imitates the Christian Bale Batman voice.
-->'''Mary Jane:''' [[ClarkKenting Peter, what are you doing in that ridiculous costume?]]
* ImperialStormtrooperMarksmanshipAcademy: Zodiac soldiers seem to have taken a few courses there. They actually manage to hit each other ''way'' more often than they do Spidey or Fury.
* InMemoriam: "Out of ComicBook/DamageControl" is dedicated to DwayneMcDuffie, the man responsible for creating ComicBook/DamageControl, and the CEO of Damage Control in the show is modeled after him.
** More recently, "GuardiansOfTheGalaxy" is dedicated to MichaelClarkeDuncan, who voiced Groot in that episode.
* InNameOnly: Despite having the same characters, taking place in a similar setting and having a few of its design choices, the show has nothing to do with the comic of the same name, instead coming off as a strange hybrid of ''WesternAnimation/TeenTitans'' and ''WesternAnimation/SpiderManAndHisAmazingFriends''.
* IncrediblyLamePun: Spidey flung a few at Doc Ock, but he warns the audience that the Trapster makes cringingly bad ones based around his glue schtick.
-->'''Spider-Man:''' ''(running out of webbing as he falls from the Helicarrier)'' Okay, now I'm scared ''thwippless!''
* IndyPloy: Kind of Deadpool's thing.
-->'''Deadpool''': [[LargeHam I have a plan!]]
-->'''Spider-Man''': Plan?
-->'''Deadpool''': '''Improvisation!''' (''hits eject button on jet'')
* InkSuitActor
** Agent Coulson is both voiced by and designed to look like the actor that plays him in the Franchise/MarvelCinematicUniverse, Clark Gregg.
** Stan Lee as the school janitor also counts.
** Peter Parker without his costume is designed after his VA, Drake Bell.
* InsistentTerminology: Anytime someone calls Spidey a bug, he always insists that they are arachnids.
* InstitutionalApparel: The black-and-white stripes variety appears as Spidey describes the Trapster's time in jail.
* IntrepidReporter: In "Exclusive", MJ doesn't let a rampaging Hulk [[spoiler:or an invisible energy being]] stop her from getting her interview with Spider-Man.
** In "Stan By Me" MJ refuses to go for help when it's obvious there's a dangerous creature loose in Midtown High who's cut the power off. She wants her story.
* IronicEcho: In "Back in Black" Spidey starts the episode of sick, and eventually White Tiger warns him not to get her sick... [[HilarityEnsues guess what happens at the end of the episode.]]
* JerkassHasAPoint: This is definitely Jameson case. While he is always shown to rant about how dangerous Spider-Man is and is portrayed as a loudmouth [[{{Jerkass}} jerk]] for doing so, he is not entirely wrong. Spidey in this show is much more reckless and has caused problems, or made them worse, time from time. For example: the episode "Awesome" has Spidey stealing one of S.H.I.E.L.D inventions without knowing what it is. The invention turns out to be Awesome Android, who proceeds to wreck the city or when Spidey decided to go along with a plan to capture Doctor Doom, who turns out to be a doombot and almost destroyed Helicarrier and the entire New York, simply out of petty grudge against Nova. Sure, Spidey does try to be a better hero and feels acknowledges his mistakes and Jameson didn't knew that Spidey caused incidents with Doom and Awesome Android, but it is quite understandable why would Jameson be suspicious of Spider-Man.
* JerkJock / TheBully: Flash Thompson
* JerkWithAHeartOfGold: J. Jonah Jameson. He compliments MJ on her video report for the Bugle's contest, even though the video was very Pro-Spidey and he even gives her a new camera. We repeat, this is JJJ we're talking about.
* JetPack: Early in the series, we see Spidey fantasizing about flying with a jetpack. In "Me Time", Spider-Man discovers that SHIELD has given one to Nova -- who doesn't need one because he can fly.
* KnightOfCerebus
** Venom, after the relatively lighthearted first half of the episode he appears in, barring the parts with Octavius, the second half is accompanied by less {{Imagine Spot}}s and jokes.
** Dr. Octopus also, as he's never played for comedy in all his scenes, [[spoiler:or unless he's fighting Spider-Man.]]
** In general, most of the main villains of the series (Norman Osborn, Doctor Doom, Loki, Nightmare) are played dead serious.
** [[spoiler: The Green Goblin]] really makes his mark as a KnightOfCerebus. For once, Spidey doesn't snark at all while fighting him.
** The Rhino/ [[spoiler: Alex]] can be seen as this, at least in his debut episode. [[spoiler: Alex, like Peter was bullied by Flash Thompson. ''Unlike'' Peter, however, Alex's status as victim of bullying is ''not'' played for laughs and issue of bullying is treated seriously. Not to mention that Flash, who was quite an asshole towards Alex and Peter throughout the series, is horrified that his harrassment led Alex to become Rhino. The same episode also reveals that Flash only has car station as a home and that his family has no money]]
* LargeHam
** DoctorDoom, naturally.
** Thor also counts, especially because he's voiced by TravisWillingham.
** Doctor Strange.
** Goblin, to the point where a majority of his dialogue is stock villain wordage and phrases.
* {{Laser Sight}}s: The [=SHIELD=] helicarrier has dozens, all pointed at Spidey the first time he comes calling.
* LeaningOnTheFourthWall
** PaintingTheMedium: When Spidey narrates introducing a new character, they get a title screen that they usually knock around. Occasionally, a really powerful attack generates a textual sound effect as well.
** Deadpool, natch. He even breaks the fourth wall while Spidey's doing it!
* LegacyCharacter: It's mentioned that the White Tiger mantle is one that is passed down in Ava Ayala's family. "Kraven the Hunter" reveals that her father was the original White Tiger. [[spoiler:He passed it to Ava before dying from injuries sustained battling Kraven.]]
* LetsYouAndHimFight: Subverted with Hulk in "Exclusive", where Hulk ignores Spidey in favor of focusing on fighting Zzzax. Hulk even tells Spidey he doesn't want to fight "Bug Man".
* LighterAndSofter: Compared to the three previous animated incarnations of Spider-Man. This series has yet to have anything ''too'' dark. So far, two of the [[KnightOfCerebus Knights of Cerebus]] (who coincidentally are the only truly active Spider-Man rogues thus far) have added a touch of darkness whenever they come in, but their appearances have been limited due to the constant one-shot adventures.
* LightBulbJoke: Spider-Man makes such a joke in "The Sinister Six".
-->'''Spider-Man:''' How many Sinister Sixters does it take to change a lightbulb? Answer: Six! Four to hold down Electro. One to screw the lightbulb into his mouth.
-->'''[[ComicallyMissingThePoint Electro:]]''' ''(to the rest of the Sinister Six)'' Heh, you guys want to see that? It actually does work! ''(the other villains glare at him)'' ...Maybe later.
* LoopholeAbuse: As the son of Odin, Thor can't call off the Asgardian Boar Hunt without going against his father's law. Officially anyway. The laws never said anything about him stalling the hunters before sunset.
* LosingTheTeamSpirit: While the rest of Spider-Man's team were initially happy when Spider-Man is recruited by the Avengers, its clear that it takes a toll on them. When Spidey encounters them again while they were chasing Batroc the Leaper, Nova and White Tiger are resentful of him for stopping Batroc for him, and Iron Fist makes it clear that things have not been the same without him.
* LukeIAmYourFather: Parodied. When Luke Cage is looking for his parents, Spidey is concerned they might be villains--so his ImagineSpot turns to DoctorDoom reciting this line to Cage, who gives a BigNo. Spidey then turns to the audience and says they were probably thinking the exact same thing.
** Which is HilariousInHindsight given BOTH Marvel and Lucasfilm are both owned by Disney as of 2013.
* MacGuffin: Deadpool's episode is about retrieving a flashdrive of heroes' secret identities stolen from SHIELD...by...[[LampshadeHanging Agent [=MacGuffin=]]]. ([[InvokedTrope Invoked]] -- The plot point ''was'' introduced by [[NoFourthWall Deadpool]].)
* MacrossMissileMassacre: So the Beetle is cornered by Spidey's team, what is his response? To reveal that his armor carries an unholy number of missile launchers, which triggers a MassOhCrap expression from the heroes.
* MagicalSecurityCam: This trope is very noticeable in Doctor Octopus's lab, where most of the footage of Spider-Man is recycled footage from previous episodes.
* MagicPants: Alex's clothes seem to change with him when he goes to and from Rhino form. The animators seem to choose angles that will specifically keep the audience from seeing how.
* MakeMeWannaShout: Klaw from the Frightful Four!
* MaleGaze: Although it's justified, and averted as well. White Tiger wears a skin-tight suit and is... Developed as most females in their late teens would be. Her proclivities towards acrobatics only help this trope. But, given how her male colleagues also wear skin-tight outfits, their [[IncrediblyLamePun assets]] also get some nice screentime.
* MalevolentMaskedMen: Zodiac soldiers all wear animal masks (lion, bull and ram to be specific).
* TheManInTheMirrorTalksBack: On one side of the mirror, Peter. In the reflection, Spidey, alternately berating him for being a loser, and encouraging him to take Fury up on his offer to be trained by SHIELD.
* MarqueeAlterEgo: The heroes tend to stand around in costume with their masks up or off, just as in the movies -- presumably so it won't be so jarring to fans when watching the movies.
* MartialPacifist: Iron Fist, who is generally spouting philosophical advice, advises the symbiote to back up, lest he forget he's a pacifist.
* MerchandiseDriven: With all the toys they're giving Spider-Man this is obvious. Why else would someone who can web-swing need a motorcycle (though the show does make [[http://www.youtube.com/watch?v=K9jHp1FoWiQ a decent stab at justifying this one]]) or a suit that enables him to fly?
* MetaOrigin: Like the [[WesternAnimation/SpiderManTheAnimatedSeries 90's Spider-Man show]], many of Spidey's foes have their origins tied to another character for the sake of stronger continuity. Venom, Carnage, the Lizard, and the Rhino all owe their origins to Doc Ock's experimentation, while Deadpool and Awesome Android are both tied to S.H.I.E.L.D. in some manner.
* MidSeasonTwist: In "Back in Black", the 8th episode, we find out that in this show, Venom is [[spoiler:Harry Osborn]] and Dr. Octavius is hiding this fact from Norman Osborn, and [[DragonWithAnAgenda thus clearly has his own plans for him.]]
* MorallyAmbiguousDoctorate: Doctor Doom, Doctor Octopus -- although in the latter's case, he was a real doctor before the lab accident that left him in his current state.
* MoralityPet: Harry to Norman Osborn. While a he's CorruptCorporateExecutive and he kinda wishes he was more like Peter, he does seem to care for his son's well being.
** Horribly twisted when [[spoiler: Norman finds out that Harry is Venom. His response is to tell Harry how proud he is of what he's become.]]
* MoreDakka: Norman blasts [[spoiler:a copy of]] Iron Man with a huge gatling gun. Spider-Man then wonders if this is the side of Henry's dad he was hinting at complete with a goofy shot involving blasting a pickle jar.
* MotiveDecay: Rhino, when first introduced, was an AntiVillain with a sympathetic motivation who seemed willing to get help for his condition. This is completely dropped in ''The Sinister Six'', where he now only cares about getting more serum from Doctor Octopus.
* MrImagination: Spidey. Not that Spider-Man's ever been particularly unimaginative, but it's usually spent on [[YouFightLikeACow insulting his opponents or making jokes.]]
* MsFanservice: Ava Ayala/White Tiger.
* MundaneMadeAwesome: "Not a Toy" is basically "Kid throws ball/frisbee into neighbor's house and needs to get it back", except the kid is Spidey, the Frisbee is Captain America's shield and the House is the Latverian Embassy and the Neighbor is Doctor Doom.
* MuggingTheMonster: MJ frees herself from Trapsters clutches, and lays a GroinAttack on him.
* MuggleBestFriend: Harry Osborn and Mary Jane Watson for Peter.
* MythologyGag
** In a couple shots of the trailer, the "Iron Spider" costume can be shown in all its red and gold Stark-designed glory.
** Wolverine and Spider-Man have a FreakyFridayFlip which was a story in ''ComicBook/UltimateSpiderMan''. The episode was also written by Creator/BrianMichaelBendis.
** Stan Lee is the janitor of Peter's school. He also name drops Irving Forbush, and after telling Peter that no one, not even he, could do anything alone he gives a point greeting to [[spoiler: a fellow SHIELD agent]] named [[SteveDitko Steve]].
*** He also has a box labeled [[http://en.wikipedia.org/wiki/Stan%27s_Soapbox "Stan's Soapbox"]].
** This exchange:
--->'''Spider-Man:''' Your friendly neighborhood Spider-Man reporting for duty!\\
'''Nick Fury:''' Welcome to S.H.I.E.L.D., Spider-Man. ''[[ComicBook/XMen Hope you survive the experience.]]''
*** [[HarsherInHindsight Considering Peter's current state in the Ultimate line...]]
** Spidey is still a ''terrible'' driver, but [[LampshadeHanging Lampshaded]] by Peter pointing out that in New York, driving is hardly necessary for getting from place to place, especially since he can ''thwipp thwipp''.
** The first episode even has a reference to the first ''Film/IronMan'' movie (specficially, the scene where Tony tries to learn how to fly in his lab).
** Spider-Man sees a version of his Iron Spider armor, and comments it's been done.
** By the time of his first appearance, Sandman has gone insane and split into several aspects of his personality - one of which is his inner child - an altered reference to one of the more important storylines featuring the character in "Peter Parker: Spider Man."
** One of the S.H.I.E.L.D. agents can be seen wearing a pair of webbed glider wings that look exactly like the ones made famous by ComicBook/SpiderWoman.
** ComicBook/CaptainAmerica and Spider-Man teaming up to fight SelfDemonstrating/DoctorDoom going through his castle. [[http://en.wikipedia.org/wiki/Spider-Man_and_Captain_America_in_Doctor_Doom%27s_Revenge Heard of that before?]]
** White Tiger initially introduces Power Man as Luke Cage before he corrects her. In the modern comics, Luke no longer wears a costume or uses an alias while fighting crime.
** When Spider-Man first meets Curt Connors at SHIELD, the doctor has his right arm hidden up his sleeve, making it appear as though he's missing it. Most incarnations of Dr. Connors [[spoiler:a.k.a. The Lizard]] are in fact amputees, having lost their arm during military service.
** The show's version of Dr. Octopus as handicapped and reliant on his mechanical arms may be a referance to the Marvel Noir universe's Dr. Octopus or to the mainstream Doc Ock, [[spoiler:who was wearing a cybernetic life-support system due to being crippled and dying from internal injuries sustained in his fights with Spider-Man.]]
** Likewise, Venom's origin seems to parallel the backstory of ''ComicBook/MarvelAdventures'' version of the villain, replacing the Tinkerer with Otto Octavius as its creator.
** Venom's first host was Flash Thompson, who happens to be Venom's current host in the comics.
** A Stark tech invention "scatters molecules across multiple dimensions" -- including the one in which Peter Porker, the Amazing Spider-Ham exists. But the one that turns out to be important is the verse in which ''WesternAnimation/TheSuperHeroSquadShow'' takes place.
*** This happens with Spider-Ham again when Loki [[spoiler: turns Peter into his porcine counterpart.]]
** When watching the Hulk fight the energy villain Zzzax, MJ describes him as "Incredible".
** The device Harry has to contain the symbiote is similar to the device used by Spider-Man in ''WesternAnimation/SpiderManUnlimited'' to hold his new costume.
** In the episode "Back in Black", Doop (of {{X-Force}}, later X-Statix) cameos as Venom's sidekick in Peter's fantasy sequence.
** Peter has a hard time telling where the source of an attack is coming from when warned by his spider-sense, which is also how it worked in the ''ComicBook/UltimateSpiderMan'' comics as well. (The mainstream 616-verse Spidey can use his to pinpoint the source.)
** In the episode "Beetle Mania", the team's ImagineSpot of them [[CurbStompBattle Curb-Stomping]] the Beetle showcases his Mark I, II, and III armours from the comics.
*** Spider-Man imagines a Spider-Buggy this alludes to the Spider-Mobile in the mainstream 616-verse.
** When Coulson looks at the list of Flash's understudies [[Theatre/SpiderManTurnOffTheDark in the horrible Spider-Man musical he and Mary Jane wrote]], Peter is the last on the list. The name immediate above his? [[AffirmativeActionLegacy Miles Morales]], the current comic book version of [[ComicBook/UltimateSpiderMan Ultimate Spider-Man]].
** When meeting Coulson's team of young heroes, CaptainAmerica remarks that there may be a few future Avengers in their line-up. In the comics, Spider-Man, Iron Fist, and Luke Cage all ended up joining the Comicbook/NewAvengers.
*** And in the ComicBook/MarvelAdventures universe, Nova (albeit a different one) is also a member. Both Novas in the mainstream universe are also members of the Avengers (Richard was one of the original SecretAvengers and Sam was recruited to the Avengers by Thor after ''ComicBook/AvengersVsXMen'').
*** While she wasn't part of the Avengers when the episode was written, White Tiger has since joined the Mighty Avengers during the ''[[MarvelNOW Marvel NOW]]!'' relaunch, making the joke a case of HilariousInHindsight.
** After [[spoiler: the Green Goblin destroys the Helicarrier, Ava, Sam, Luke, and Danny end up living at Peter's house]], just like Gwen Stacy, [[ComicBook/FantasticFour Johnny Storm]], and [[ComicBook/XMen Bobby Drake]] did in the ''ComicBook/UltimateSpiderMan'' comics.
** When Spider-Man first meets Doc Ock face-to-face, he jokes that he needs a haircut. He offers to take care of it if he'll give a bowl and some scissors. Doctor Octopus is, of course, known in the comics for his bowl haircut (which he likes just fine, thank you very much).
** One episode has Spider-Man referring to Power Man's battle with the Rhino as a "Comicbook/ContestOfChampions."
** Aunt May beat Peter in a video game where she plays the Hulk vs The Thing, which happened on previous Marvel shows.
** When Kraven [[spoiler:wears the White Tigers' amulet]], he transforms into a humanoid tiger, much like in ''WesternAnimation/TheSpectacularSpiderMan'' where he became a humanoid lion.
** A cabdriver refers to {{Hawkeye}} as Spider-Man's "[[WesternAnimation/SpiderManAndHisAmazingFriends amazing friend]]".
** Hawkeye's Avengers ID card is a slightly modified version of the cards seen in ''WesternAnimation/AvengersEarthsMightiestHeroes''.
** Some of Spider-Man's {{Imagine Spot}}s depict the various villains in their [[TheSilverAgeOfComicBooks Silver Age]] or [[TheBronzeAgeOfComicBooks Bronze Age]] appearances, most egregiously in "Beetle Mania" and "The Lizard."
** The Spider-Cave in Boston contained the Spider-Copter, which was an actual toy made at one point years ago. The Spider-Mobile was also seen in the Cave.
** In ''Carnage'', Peter is transformed into Carnage when the Green Goblin injects him with a sample of the Venom symbiote. This parallels how he became Carnage in the ''VideoGame/UltimateSpiderMan'' video game.
*** One of the Goblin's backup gliders in his hideout resembles his classic flat-faced Goblin Glider from the 1970's.
** Nick Fury's biography "Eye on the Prize" contains a review by Thor, reading "I like this book! Another!".
** CanonForeigner Salem's Witch is based off longtime Marvel heroine ScarletWitch.
** Deadpool defeats Taskmaster with the power of dance, just like he did when the two first fought in the comics.
*** Likewise, Spider-Man defeats Tasky the same way Daredevil did in the comics.
** Deadpool's imagination chibi was actually lifted from the comics of his MarvelNOW series. While that was most likely inspired from this show in the first place.
** The Chitauri look a lot like their [[Film/TheAvengers film version]]
** The Guardians of the Galaxy episode was a loose adaptation of the first 5 issues of ''Nova'' volume 5.
** The Rhino looks like ''[[VideoGame/TheAmazingSpiderMan The Amazing Spider-Man]]'' video game version of the Rhino.
** In "Game Over", Spider-Man says he hopes Arcade is hiding out someplace fun like an amusement park. In the original comics, Arcade used to trap his victims in a twisted amusement park called Murderworld.
** In the same episode, the BadFuture level in Arcade's game is inspired by ''DaysOfFuturePast''. There's even an HomageShot to the infamous cover of ''X-Men'' #142, which shows Wolverine being vaporized by a Sentinel.
** In "Blade", Spider-Man asks which team of heroes Fury has sent to assist him. After mentioning the Avengers and the Comicbook/FantasticFour, he asks if his new teammates will be the PowerPack.
** Scorpion's new PoweredArmor from "Return of the Sinister Six" resembles his usual armor from the comics.
** In "Avenging Spider-Man", when [[spoiler:Loki puts his mind in Spidey's body]], Doc Ock is very impressed and says [[Comicbook/SuperiorSpiderMan he'll have to make a note of that]].
** At the start of "Agent Venom", Scorpion has been Venomised. Mac Gargan, the comic book Scorpion, was the third Venom for a while in the comics. The rest of the episode is about setting up a version of the fourth and current Venom in the comics, Flash Thompson as the heroic "Agent Venom".
** At the end of the same episode, Spidey says S.H.I.E.L.D. should "take [[Comicbook/AvengersTheInitiative the initiative]]" in training new teenage heroes (to ''stop'' Taskmaster doing so), and refers to said heroes as "Comicbook/NewWarriors"
* NakedPeopleAreFunny: Anyone who gets eaten by the Awesome Android loses their clothes once they are "expelled."
* TheNameIsBondJamesBond: Courtesy of Spidey's smart-aleck attitude.
-->'''Nova:''' The name is Nova, creep!\\
'''Spider-Man:''' Nova Creep. Catchy. ''(makes "loser" gesture with thumb and forefinger)''
* NeverAcceptedInHisHometown: This comes up in "Spidah-Man!", when thanks to a ten million dollar bounty causes ''everyone'' in New York to turn into a UngratefulBastard.
** This is lampshaded by Batroc the Leaper in "The Incredible Spider-Hulk"/
-->'''Batroc:''' "''I'm'' the one who robbed the bank, yet ''you're'' the one they all hate.
* NeverMessWithGranny: Aunt May has [[TookALevelInBadass Taken a Level in Badass]]. She is a tech at work, does yoga, and bowls; not your typical frail and helpless doting old lady. She even beats her nephew in a superhero fighting game.
* NeverSayDie: Danced around in some cases, averted in others as Spidey ruminates on dying within moments of joining SHIELD.
** "Kraven the Hunter" is almost reminiscent of ''{{WesternAnimation/Spider-Man The Animated Series}} in how obvious this is. [[spoiler:Aya's father was killed by Kraven]], and yet the only time, despite discussing it very often, anyone says anything along the lines of die or kill is in a throwaway joke.
--> '''Peter''': I bet you guys would kill in Vegas.
** Deadpool lampshades the heck out of this, when he has to use a HurricaneOfEuphemisms instead of "kill" due to a verbal tic (his favorite being "[[UnusualEuphemism unalive]]")... and then Spidey says "Wait, you mean KILL them?!"
** Norman Osborn says "I have you now� Die, Peter Parker! Die!" in the opening to ''Second Chance Hero''� he's talking about [[{{Pun}} game dice]].
* NiceJobBreakingItHero
** The team manages to lead a whole cadre of Doombots right onto the SHIELD Heli-carrier.
** Sam Alexander does some damage to Harry and Peter's relationship with a thoughtless comment about Harry's wealth.
** And again in "Snow Day", he causes Sandman to escape by picking his island prison as a place for vacations;
** An episode has Spider-Man accidentally giving ComicBook/CaptainAmerica's shield to SelfDemonstrating/DoctorDoom.
* NotListeningToMeAreYou: Harry while his father stares at a Spider-Man newscast.
-->'''Harry:''' ...and I thought I'd move to the sewers and train albino alligators for the circus. ''({{beat}})'' [[SarcasmMode ...Father of the year.]]
* NotSoAboveItAll: Hey, look! Nick Fury and Iron Man! What do you think they may be talking about? Top-level national security issues, perhaps? Not exactly... Stark is detailing the women that he took to his bed.
* NotSoDifferent: Spidey says this about him and Hulk, since people also call Hulk a menace even though he's trying to do the right thing.
* NotSoStoic: [[spoiler:Doctor Octopus ''loses it'' in "Why I Hate Gym", where, after being told that Spider-Man isn't at a High School, he starts ''destroying his own lab in rage''. He spends "Me Time" in a more or less continuous state of UnstoppableRage.]]
* NotThatKindOfDoctor: [[LampshadeHanging Lampshaded]] when the team meets Dr. Doom.
* OhCrap: Spidey, after having been captured by Doctor Octopus, is rather distraught when Fury manages to track him down and tells him that he's deep under the East River. Even ''Fury'' seemed surprised.
** The expression on the team's faces when the Beetle reveals his armor carries more missiles than some ''warships'' counts also. Cue Nova yelling that five against one wasn't enough to beat him.
** Spidey does this when Nick Fury knows his secret identity.
** Loki goes from gloating to this in "Itsy Bitsy Spider-Man" [[spoiler: after he captures Nord Stone in mid air and he belatedly realizes what that means for him.]]
* OneSteveLimit: {{SpiderMan}} a.k.a. Peter Parker and The Trapster a.k.a. [[FailOSuckyname Paste-Pot Pete]] or Peter Petruski. They got around it by never having The Trapster called by any of his other names.
* TheOnlyOneAllowedToDefeatYou: [[spoiler:Taskmaster lies to Doctor Octopus about Spider-Man's connection to the school so he can have another crack at the wall crawler.]]
* OutOfCharacterMoment: In "Back in Black", Jonah J. Jameson suddenly starts supporting Black Spider-Man for no apparent reason when he shows up, despite the character being well-known to hate ''all'' costumed heroes.
** He does it again in "I Am Spider-Man" where he ''praises the musical version of Spider-Man.'' Now he's just coming off as a major hypocrite.
* PardonMyKlingon / UnusualEuphemism: Spidey resorts to one when a sizable chunk of the Osborn penthouse falls toward Harry and [=MJ=]
-->'''Spider-Man:''' Awww, ''schnitzel''.
* {{Patricide}}: Harry as Venom, attempts to do this in "Carnage" only to be talked out of it by Peter.
* PetTheDog: Norman Osborn actually seems kind of angry that the Frightful Four attacked the school, showing what looks to be legitimate concern for his son.
** In a similar vein, at the end of "Carnage", the Goblin is about to make his escape with a kidnapped Harry in tow ([[CrowningMomentOfAwesome Harry as Venom having kicked the Goblin's ass]] before [[HeroicWillpower overpowering the symbiote and reigning it in]]). Suddenly, he stops short, pulls Harry close to his eerily serious face, says his father would be proud, [[BaitTheDog and drops him.]]
* PhraseCatcher: "Thwipp Thwipp!" Said to Spider-Man and Peter Parker.
* PlayingPossum: Spidey does this in his second battle against the Frightful Four.
* PowerCopying: Taskmaster
* PowerGlows: Nova/Sam, at least when he is in flight and Iron Fist's hands glows when he is using his chi.
* PoweredArmor: DoctorDoom and ComicBook/IronMan. Also, Spider-Man in the Iron Spider armor Iron Man gave him.
* PromptingNudge: In the second episode, Luke Cage nudges Sam Alexander so he can introduce himself.
* PsychologicalTormentZone: Nightmare catches the whole world in one so he can feed off the energy of their bad dreams. Comicbook/DoctorStrange, Iron Fist, and Spidey are briefly caught up in it too but manage to get free.
* PullARabbitOutOfMyHat: The closing gag of "Strange". Poor Nova...
* PunchClockVillain: The Asgardian Hunters weren't too bad when they heard the horn and saw sunset at "Run Pig Run": those were the signs the Asgardian Boar Hunt was over--and Peter, magicked into Spider-Ham thanks to Loki, didn't need to worry about becoming their dinner.
* RaceLift:
** Scorpio is black like his older brother, Nick Fury. While Fury was always black in the [[UltimateMarvel Ultimate comics]], his brother had never been shown in them.
** The Scorpion in the original comics was a white guy named Mac Gargan. In the TV show, Scorpion is instead from K'un L'un, the Tibetan city where Iron Fist received his training.
** Arcade, who is a redheaded white guy in the comics, is an Asian teenager from the fictitious country of Madripoor in the show.
* RecordNeedleScratch: The whole party at Harry's stops this way when Sam says, "Tell me you rented a lion!"
* RelaxOVision: Employed several times in the episode "Freaky," including instances of "Wolverine" stabbing himself with his claws, and "Peter" giving Flash Thompson a well-deserved pummeling. [[http://25.media.tumblr.com/tumblr_m6wpsmVT0w1qh8rq6o1_500.jpg]]
* {{Retirony}}: Parodied. A Doombot in "Doomed!" says "three days 'til retirement" after he's slashed by White Tiger.
* {{Revenge}}: Played for laughs. Marvel released a trailer for a later episode in which Loki comes to New York in order to exact his revenge on Spidey for defeating him. He tricks Spidey into eating an enchanted hot dog that turns him into a pig -- otherwise known as the Spectacular Spider-Ham.
** Played for drama with Aya intent on [[spoiler:avenging her father's murder at Kraven's hands.]]
* TheRival: Nova and Spider-Man constantly bicker over who will lead the team, even though Spidey has more experience (a whole year).
* RoguesGalleryTransplant: Curiously, as of the first dozen episodes or so, the series seems to be mostly avoiding classic Spider-Man antagonists with the exception of Venom (minus Eddie Brock) and Doctor Octopus. Spider-Man has taken on the Frightful Four (Wizard, Trapster, Thundra and Klaw), Doctor Doom, Living Laser, Batroc the Leaper, Taskmaster, Zzzax, Loki, Mesmero, Sabertooth , The Wrecking Crew and Whirlwind for example.
** In turn, Spidey villains like Kraven the Hunter and Scorpion are made into archenemies of White Tiger and Iron Fist, respectively.
* RoleReprisal: The voice of J. Jonah Jameson is done by none other than J. K. Simmons, who previously played J. Jonah Jameson throughout the Spider-Man Movie Trilogy directed by Sam Raimi.
* RookieRedRanger: [[PlayingWithATrope Toyed with.]] Spidey is the newest member of SHIELD and lacks the others' discipline, but he's been a hero longer and has first-hand experience in how to act when fighting threats.
* RuleOfCool: The Spider-Cycle. Though Spidey didn't like it at first.
* RunningGag:
** Spidey runs out of webbing at the ''worst'' possible moment.
** J. Jonah Jameson tirading on jumbotrons in the background of any episode. Said jumbotron is usually damaged or completely destroyed by the end of whatever fight occurs.
** RuleOfThree with the "Flag on the joke!" Chibi Spidey Referee bit in "Me Time".
** "Flash! You'd better run, this is gonna get messy!" is said by Spidey, and the next scene has Flash breaking out in a run (GenreSavvy Spidey seems to know wherever Spidey goes, Flash probably got there first).
** Spiders aren't bugs! They're arachnids!
* SaveTheVillain: In "Me Time".
* SayingSoundEffectsOutLoud: "Thwipp Thwipp!"
** [[http://www.youtube.com/watch?v=KqcMrukEt_M "Pew-Pew guns! Oh, I love Pew-Pew guns!"]]
* ScrewThisImOuttaHere: After New York turns on him for a reward, and being forced to study while his team gets to have fun with the message of "Team leaders don't get to have fun." ringing in his ear. Spidey decides to move his heroing to Boston where he will be respected.
* SealedEvilInACan: Doctor Strange traps Nightmare in box with an EldritchAbomination in it.
* SecretIdentity: Peter, Danny, Luke, Ava, and Sam.
** Peter even endures being StuffedIntoALocker by Flash Thompson on a regular basis to help preserve his.
** [[LampshadeHanging Lampshaded]] ''again'' by Spidey, as [=MJ=] offers to tell his side of the story against Jameson's "menace!" tirades. (See ImagineSpot).
** And yet again as Peter ponders Harry revealing to him that he's the new "Black Suit Spider-Man"... and why it's a terrible idea to reveal his true identity.
* ShipTease: Peter and Ava in "Kraven the Hunter" , especially the hug near the end. Maybe even as far back as ''I Hate Gym'' when she admitted his improvising worked and even admitted she had fun using his web-shooters when they were tag-teaming Taskmaster.
* ShockAndAwe
** Spidey has ''electro-webbing'' that, when grounded against metal, forms a high voltage circuit that effectively fries foes. Unfortunately, Spidey himself is part of the circuit and gets the shock as well.
** White Tiger later gains electric claws.
* ShoutOut
** In the ColdOpen for "Venom" we get a very ''WesternAnimation/LooneyTunes''-esque recapping of Spidey's adventures with the robots of the Marvel Universe.
** In "Iron Spider," the dance Spidey does with the two-legged mecha in Iron Man's lab recalls the Cat's dance with the Blue Midget lander in ''Series/{{RedDwarf}}''
** Peter tells Osborn that maybe Spider-Man sits close to him in Spanish class. Cue to Spidey singing "Donde esta la biblioteca" from ''Series/{{Community}}''.
** In "For Your Eye Only", there is a ''Film/JamesBond'' riff involving Spidey in a tuxedo on a snowboard.
*** Fury's magic number is "007" and the "Doctor Octopussy" title card at the end of the episode.
** Spider-Man falls into the trash compactor of the SHIELD Helicarrier.
--->'''Spider-Man:''' [[Film/ANewHope What a wonderful smell I've discovered!]]
** And Spider-Man mutters sarcastically to himself in the air vents, la ''Film/DieHard''
** The use of the scare cord during "Snow Day" seemed [[Series/{{Lost}} awfully familiar...]]
** In "Spidah-Man" , the city of Boston provides Spidey with a gadget-filled cave, [[TheJeeves an English butler]], a [[ThemeMobile Spider-Mobile]], and even an eager KidSidekick. [[Franchise/{{Batman}} Three guesses as to who these Shout Outs are aimed at]].
** ''The itsy-Bitsy Spider-Man'' has J Jonah Jameson airing an interview in response to accusations of the Bugle not being [[FoxNews Fair and Balanced]] about Spider-Man.
** In Guardians of the Galaxy, Spider-Man quotes Daffy Duck's Robin Hood short as Rocket Raccoon tries to evade enemy lasers.
*** The same episode has a cutaway gag parodying the training sequence from ''TheEmpireStrikesBack'', with Nova and Rocket Raccoon standing in for Luke Skywalker and Yoda.
** In "Game Over" Spidey, Cap and Wolverine face off against [[MirrorMatch LMD Doppelgangers]] of themselves, when they are about to square off the "Versus" image is ''a lot'' like CapcomVersusWhatever, the doubles are even a lighter shade of PaletteSwap.
*** The VS screen returns in "Avenging Spider-Man," this time with Spidey actually using moves lifted straight from MarvelVsCapcom.
** From "Ultimate Deadpool":
-->'''Deadpool''': [[YouCantHandleTheParody You]] [[Film/AFewGoodMen can't handle the truth]]!
** In "Awesome" Spidey steals the Awesome Android from a SHIELD lab to pass off as his science fair invention. Among the items he passed on stealing are the Ultimate Nullifier ("too tiny"), the Cosmic Cube ("too bright"), and Howard the Duck ("too weird!").
** From "Avenging Spider-Man":
-->'''Spider-Man''': You treat all your new members like this?
-->'''Tony''': [[WesternAnimation/PhineasAndFerb Yes. Yes we do]].
** The ''T. rex'' in ''Savage Spider-Man'' has the iconic roars from ''Film/JurassicPark''.
* SickEpisode: "Back in Black". Somehow Spidey also manages to fight off Venom and Dragon Man while sick.
** There's also an episode whereupon Spidey is trying to care for an injured Aunt May and a sick Hulk at the same time.
* SmugSnake: The Wizard, he's cocky and arrogant in both fights against Spidey, but he loses his cool when Spidey turns the table on the Frightful Four, especially in the second fight, where his team loses the numbers advantage.
* SnarkToSnarkCombat: Spider-Man and Hawkeye's episode together is nothing but this trope.
* SoreLoser: Upon losing a game of virtual chess against Spider-Man, Nick Fury responds by placing a miniature explosive on the game board. Then casually walks out of the room as it explodes in Spidey's face.
* SplitScreen: OnceAnEpisode or more.
* {{Squee}}: Spidey's reaction to seeing Iron Man show up after taking out the Living Laser. Chibi Iron Man Cupids float around Spidey's head, complete with HeartSymbol.
* TheStarscream: Doctor Octopus to Norman Osborn.
* StateSec: ComicBook/{{SHIELD}}. Officially it is an intelligence agency but it has it's own private army, navy and air force that operates outside the regular military's chain of command. It also controls several teams of superheroes and has multiple R&D labs working on various projects.
* StealthHiBye: Fury makes his entrance in the first episode. Bonus points for using the Helicarrier as a distraction.
* StickySituation: Pretty much the Trapster's shtick.
* StockParody: "For Your Eyes Only" utilizes a lot of ''James Bond'' references. Despite the episode really being DieHardOnAnX. However, it ''did'' have more of Nick Fury in action than any other episode to date.
* StockScream: "Itsy-Bitsy Spider-man" has one of S.H.I.E.L.D's agents pull this when thrown by the Destroyer.
* StubbornMule: J. Jonah Jameson. He sees evidences from his own camera crew that Spider-Man not only saved the day and protected everyone that was broadcasted to everyone in the city, he still refuses to believe that Spider-Man is a good guy, and even states that he believes Spider-Man set all of this up.
* StuffedIntoALocker: By Flash Thompson. But Peter takes any chance he can get to turn the tables and stick Flash in the locker.
* SuperStrength: Luke Cage (His name is ''Power'' Man, duh), Nova and Spider-Man all exhibit good examples of this. Nova was strong enough to prevent a hellicarrier from falling out the sky. Spider-Man himself seems somewhat stronger than in his previous animated incarnation. So far, he has caught a falling helicopter out the sky, thrown multiple cars with ease, and even kicked Sabretooth so hard that he sent the villain flying into a bus 50 feet away, which flipped over due to the impact.
* SurvivalMantra:
--> '''Spider-Man:''' I won't screw this up. I won't screw this up!
* TalkingYourWayOut: Spider-Man explains to his teammates that Mary-Jane can't be stopped once she puts her mind to something, with various examples throughout their shared childhood. The last example has Galactus about to devour earth, only to be stopped by Mary-Jane explaining to him that the Earth's populace would pose a lot of health problems. [[spoiler:He than says it didn't happen, but it could have.]]
* TakeThat: The episode "Back in Black" features one in regards to Peter's public unmasking as Spider-Man during ''ComicBook/CivilWar'', immediately pointing out why such a thing is a ''bad idea''.
* TheBait: [[spoiler: Norman Osborn]] tricks Spidey into becoming this, so [[spoiler: Osborn]] can take down the Frightful Four. Spidey's not too happy when he figures out that he's been used as bait.
* [[TheMasqueradeWillKillYourDatingLife The Masquerade Will Ruin Your Friendship]]: Peter's constant ditching of Harry along with his inability to tell Harry the truth puts a considerable strain on their friendship.
* ThemeTuneCameo: "Why I Hate Gym" has an ImagineSpot of Peter using his Spidey powers in Gym class and wowing everybody. Its background music is the ''Ultimate Spider-Man'' ThemeTune.
* ThisIsGonnaSuck: Spidey's notion before using his electro-webs for the first time -- on a tentacle-bot, while lying on electrified subway train tracks. As the subway is approaching.
-->'''Spidey:''' This will be pain.
** And again in The Beetle.
---> '''Spidey:''' This is going to hurt.
* TigerVersusDragon: White Tiger and Iron Fist, who has a dragon motif. White Tiger is a SpicyLatina ByTheBookCop, a total {{Tsundere}} who often stresses over following the rules and gets easily aggravated. Iron Fist is a [[TheStoic Stoic]] NiceGuy who never loses his cool and always just goes with the flow. However, they are both by far the most disciplined and responsible members of their team. It's never stated in the show, but in the comics, White Tiger's tiger amulet that gives her her powers is actually from K'un-L'un, where Iron Fist trained and gained his abilities.
* TimedMission: "Run Pig Run" is one: the hunters have until sundown to kill a transformed Spider-Man (who's now Spider-HAM) or everyone else to keep Peter alive.
* TitleDrop: "The Ultimate Spider-Man" is tossed around to refer to Spidey's hypothetical SHIELD-improved self. Text actually appears around him when Fury says it!
* ToBeContinued: Spidey himself says this word for word at the end of episode 1. Considering that it's a 2-parter, it makes sense.
* TooDumbToLive: In episode 3, Spidey and his team decide to disobey Fury and attempt to capture a powerful villain to show they are good. The target they choose? ''DoctorDoom''. And as if that wasn't enough, they go to attack him in the middle of Lavteria, without provocation. Needless to say, Doom quickly comes up with a {{plan}} to take advantage of the situation.
* TrackingDevice: Used by the Trapster on Spidey in the first episode to track him to his school. Spidey finds the bug in the armpit of his costume, and [[{{Flashback}} flashes back]] to how it must've gotten there.
* TrapMaster: Hmmm maybe [[CaptainObvious the guy with the same name]].
* {{Troll}}
** Loki turning Spidey into a pig, setting a hunting party on him and then constantly dicking around with him as he attempts to escape - usually showing up briefly to troll him, then popping away.
* {{Troperiffic}}: The trope count went over ''seventy-five'' tropes represented before the second episode was finished. And there is no doubt the creative team is having a ball cramming as many tropes into the show as they can possibly get away with.
* TrueCompanions: Cemented in the season finale. Peter admits his friends are like his family, and by the end of the episode [[spoiler: the team are living together]].
* TruthInTelevision: In "[[ComicBook/DamageControl Damage]]" the fact that [[spoiler:the cameraman remained despite the danger reflects real world cameramen who continue filming no matter what.]]
* ATwinkleInTheSky: Peter has an ImagineSpot of slingshotting Flash Thompson until he ends up one of these.
* TwinkleSmile: Nova has one in Episode 2.
* UnexpectedCharacter: [[Franchise/MarvelCinematicUniverse Agent Coulson]] is under cover as the Principal of Spidey's school.
** Well, more like "Unexpected mention of a character", but it still comes out of left field. In the [[GuardiansoftheGalaxy Guardians of the Galaxy]] episode, Star-Lord lists of random heroes on Earth that Korvac sees as a potential threat. Raise you hand if you knew one of the heroes he was gonna list off was '''[[http://en.wikipedia.org/wiki/Devil_Dinosaur DEVIL DINOSAUR]]'''.
* UnusuallyUninterestingSight: Someone driving a motorcycle up a building at a 90 degree angle? Doesn't bat an eye.
* VerySpecialEpisode: With "Rhino", about bullying.
* ViewersAreMorons[=/=]ViewersAreGoldfish: One of the primary criticisms of the show is that Peter's {{Imagine Spot}}s sometimes do exposition that's already been explained, or in worse cases, explaining things that people will probably already have noticed five seconds ago (an example of this is when Peter [[spoiler:finds out Harry is the new black Spider-Man, and after Harry hisses]], Peter promptly points it out to the audience). Though some of the cut-aways aren't intended to be informative, they're more the narration of an insecure teenager seeking validation. Peter Parker is regularly bullied over the science thing, so he's defensive about it.
* VillainEpisode: "Me Time" for Doctor Octopus.
* VillainTakesAnInterest: As in several other continuities, Norman Osborn takes a definite interest in both Peter and Spider-Man, sending the not-so-subtle message that he prefers Peter over his own son Harry.
* VoicesAreMental: Surprisingly averted. Spider-Man and Wolverine's body swap actually has them keep their body's [=VA=]s. This stays the case in "The Incredible Spider-Hulk".
* VomitDiscretionShot: As a result of The Hulk's SickEpisode where Spider-Man has to take care of him.
* WakeUpGoToSchoolSaveTheWorld: Peter, but also the other heroes, after Nick Fury gets the idea to send them to school with Peter.
* WalkingArmory: Spider-Man tries to do this in "For Your Eyes Only", but couldn't walk.
** The Beetle however, plays it straight.
* WarriorPoet: Iron Fist
* WeAreExperiencingTechnicalDifficulties: A RunningGag throughout "Freaky".
* WeCanRuleTogether: Taskmaster offers Spidey the chance to work with him over being brought to his employer because [[spoiler:he says that he also worked on a team lead by Fury before Fury double-crossed him.]] Spider-Man's subsequent ImagineSpot is of him in an apron and cleaning Taskmaster's lair as Taskmaster lazes about on the couch in a pair of boxers.
* WellDoneSonGuy: Harry Osborn, as in most Spidey-continuities.
* WhamEpisode: The two part season finale. After a whole season of dancing around it, [[spoiler: NormanOsborn finally becomes the Green Goblin as a result of a fusion of both Spider-Man's blood and the Venom compound. At first driven crazy, he regains his sanity, and seeks to revert his son to Venom. While he fails, a ton of shakeups to the Status Quo happen. Dr. Octopus leaves his services forever, the SHIELD Helicarrier is destroyed (for now), Harry loses the Venom symbiote which Norman takes a sample of, Dr. Connors gets one of his arms crushed, Harry hears of how the Green Goblin came from Spider-man and vows revenge, Spider-Man realizes just how important having a team is, and finally, the rest of the SHIELD team moves in with Peter. Whew.]]
** "The Sinister Six" to a lesser extent. The Sinister Six is created, which test Peter's strength as a leader. In the end, the team does manage to work together and Spidey gets some CharacterDevelopment. However, the real WHAM is that, although Spider-Man and his team bring in five of the six, [[spoiler: Curt Connors fully becomes The Lizard and runs away, leaving Peter feeling helpless after he tried to save him]].
** In the vein of the "The Sinister Six", "Stan By Me" is another whammer in the Lizard arc. Can be summed up by a sole line by Spidey: [[spoiler: "Oh, no. The Lizard part of his brain changed it to drive out Connors? And I just helped!]] [[labelnote: *]] The Lizard was building a machine that Spidey thought that the Connors part was building in order to drive out the Lizard, so Spidey and company subdue the Lizard and use the machine on him.[[/labelnote]]
* WhamLine: In the episode "Stan By Me", Spider-Man finds out that the Lizard is building a machine which Spidey believes that the Connors part of the Lizard built in order to drive out the Lizard. So, Spidey and company subdue the Lizard and use the machine on him. However...
---> [[spoiler: '''Spider-Man''': Why isn't it working?]]
---> [[spoiler: '''Lizard''': Working good. Erase Connors. Connors no more. Lizard forever!]]
* WhatMeasureIsANonHuman: Peter takes no issue with Star-Lord and the Guardians slaughtering a bunch of Chituari or leaving Korvac to die in his exploding ship.
** However in "Blade", he gives the [[Comicbook/{{Blade}} title character]] a WhatTheHellHero speech after seeing him kill a horde of vampires. Blade then explains that the vampires were humanoid drones conjured from shadows, meaning they were never alive to begin with.
* WhatTheHellHero: Spider-Man tells Squirrel Girl off after she stops the Juggernaut...and levels what looks like a city block in the process, as well as completely fails to restrain him.
* WheelOfDecisions: Peter's imagination gives him:
** Wheel of Excuses for what to tell his {{Muggle}} friends when duty as Spidey calls.
** Wheel of Explanations shows up when Peter struggles to explain to Harry Osborn that his father Norman is "an evil mastermind", "his mind go crazy bye bye" and "a liar liar pants on fire". He ends up jumbling together the explanations he got from his head.
** Wheel of Bad News for when he needs to tell Harry that [[spoiler: Green Goblin has showed up in town and may be coming after Harry.]]
** Wheel of Responses for when Venom is back in town, and Fury believes that Spidey knows more than he's letting on.
* WhyWeCantHaveNiceThings: Spidey admonishes Loki for breaking the doors to Odin's chamber.
* WildTeenParty: Harry throws one after feeling ignored by his father. It gets interrupted by the arrival of the Venom symbiote.
* YouAndWhatArmy: When Squirrel Girl confronts the Juggernaut and tells him that she's gonna stop him, he asks this question. Only to find out that she ''does'' have an army...of squirrels.
* YourWorstNightmare: "Strange", featuring (appropriately) Nightmare, lets us see the worst fears of the main cast. White Tiger fears unexpected final exams and failing class; Power Man fears being too weak to save innocents or his teammates; Iron Fist fears losing his Iron Fist power because he subconsciously believes he is unworthy; Nova fears... bunnies? Naturally, Spidey [[PullARabbitOutOfMyHat takes advantage of this last one]].
** Spider-Man is immune to this spell because his worst fear is [[spoiler: refusing to take responsibility for his powers and allowing Uncle Ben to die. He lives with his worst nightmare daily, and accepts the responsibility of Uncle Ben's death, so all manifesting it does is allow Peter to have a friendly chat with his beloved uncle.]]
* YouWontFeelAThing: In "The Iron Octopus":
-->'''Doc Ock:''' This won't hurt...for long.
** And again in "Ultimate", courtesy of [[spoiler: A Goblin-fied Nova]].
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