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In General

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    Amazing Spider-Man 

Amazing Spider-Man/Peter Parker

Voiced By: Neil Patrick Harris (on the consoles), Josh Keaton (on the DS)

"Who am I to refuse a lovely lady? Lead on, MW."

"Mainstream" Spidey (or the closest character to it) and the one who makes the most use of his webbing - much of his fighting style consists of grabbing nearby objects with weblines and using them to pound on his enemies.


  • Combat Tentacles: In a departure from most depictions of Spider-Man, the Amazing version uses his webs as flails, usually by web-grabbing rocks and slinging them around.
  • Dishing Out Dirt: A lot of his more powerful moves involve rocks or boulders.
  • Improvised Weapon: He relies more on using objects scattered around the background for heavy attacks.
  • Lightning Bruiser: Compared to the other versions, his fighting style moves him all over the place, making him hard to hit, and his attacks incorporate webbing as a weapon to have a really long reach and hit large groups of enemies multiple times very quickly. There's a reason he doesn't have a Super-Meter like the other combat-heavy Spider-Men. He doesn't NEED it.
  • Morph Weapon: He can shape his webs into any form he wants them to take, mostly hammers and flails.
  • Unwitting Instigator of Doom: He started the whole adventure by breaking the tablet in the intro, enabling villains across the multiverse to obtain the fragments and gain power from them. A literal case of Nice Job Breaking It, Hero!.

    Noir Spider-Man 

Noir Spider-Man/Peter Parker

"Say your prayers, punks. Here comes the Spider-Man."

This version of Spider-Man prefers to work at night, where he can hide in the shadows and pick his enemies off at his leisure. He can't take quite as much punishment as the others (hence the stealth), but can still go one-on-one with fragment-powered supervillains.


  • Adaptational Wimp: In this incarnation, a majority of Noir's powers are given to him by Madame Web, whereas in the comics, Noir ALREADY has all of the same powers that Amazing Spiderman does.
  • And Now for Someone Completely Different: The other three Spidermen travel through bright and colorful worlds and all fight enemies with either brawling or acrobatic styles; they usually just charge right in with all guns blazing. Whereas Noir throws you a curveball by always running around at night, in a world that has very little color and is usually in black and white, and slowly defeating opponents via stealth and strategically planning out his attacks.
  • Awesome, yet Impractical: A lot of his takedowns are not silent at all, and take way too long. Close-range takedowns are even worse since you literally have no excuse except challenges to do them. Longer range ones are possibly subverted as you can drag enemies into the shadows before you knock them out, and then web zip somewhere else if someone hears you.
  • Blow You Away: His crowd control and uppercut moves have a wind theme for their names.
  • Dark Is Not Evil: Black all over, and sticks to the shadows to takedown foes stealthily and brutally. An idealist despite how dark his world is.
  • Always Night: All of Noir's levels take place at night. Understandable, as stealth is his modus operandi and his black costume helps hide him from all the mooks, and all the villains' operations take place at night.
  • Fights Like a Normal: The other Spider-Men have their durability, so they can just charge in and tank everything. Noir takes on people with guns as a a normal unarmed person would: by sneaking up and doing them in silently. Even in direct combat he barely relies on web powers. Probably because he just got them. Notably, he's the only Spider-Man with any sort of recognizable fighting style, specifically a combination of Good Old Fisticuffs and Chinese Martial arts. Really supports how some think Spidey relies too much on his Spider-Sense.
  • Glowing Eyes of Doom: Due to the art style of the game, Noir's goggles have a white glow.
  • Goggles Do Nothing: Subverted. They hide his eyes and face because they glow in the dark.
  • It's Personal: Notably, unlike the other Spider-Men who simply take the villains as they come, this Peter Parker has suffered much at their hands and HATES them with a passion. Seen especially with Vulture and Osborn.
  • Ninja Run: When he hides in the shadows, Noir runs like this. In the light, he runs normally.
  • Ordinary High-School Student: Saving up for college.
  • Stealth Expert: Practically walks past outposts filled with armed gangsters, leaving behind webbed up bodies.
  • Vertical Kidnapping: One of his favorite tactics.
  • Weak, but Skilled: Unlike the other Spider-Men who can easily tank gunshots and dodge them with ease, Noir has to rely on hiding. However, he's good at it, mastering his web and crawling powers instantly to stealth kill with ease. He even uses Chinese martial arts instead of mere acrobatics or webbing like the other Spider-Men.
  • You Killed My Uncle: He wants to take out Vulture personally for murdering and cannibalizing his uncle Ben.

     2099 Spider-Man 

2099 Spider-Man/Miguel O'Hara

Voiced By: Dan Gilvezan

"That's me, out to save the universe and look good while doing it!"

The only Spider-Man in the game who isn't an incarnation of Peter Parker. Has Bullet Time Powers and light-speed attacks.


  • Adaptation Personality Change: This Miguel is more fond of quipping and jokes than his comic counterpart, who is normally terse in costume and a smartass as Miguel.
  • Free-Fall Fight: One of his trademarks, falling through the high skies of Nuevo York while beating up bad guys and destroying jetbikes.
  • Future Slang: The multi-purpose "shock".
  • Bullet Time: His Accelerated Vision enables him to slow down his surroundings and make it easier to dodge stuff.
  • Lightning Bruiser: Combat speed wise, he isn't as fast as Amazing, but he's still the next fastest. So fast, in fact, that he leaves after-images behind when he attacks.
  • The Last of These Is Not Like the Others: The only non-Peter Parker Spider Man. Almost literal, as he's from the future and therefore the last.
  • She-Fu: Most visibly out of all the Spider-Men, his attacks are femininely acrobatic. All of his heavy attacks and his Spider Swipe and Spider Fang combos are all involve long strings of extended kicks, almost making him a Kick Chick.
  • Sir Swears-a-Lot: He frequently says "shock", which is used as an expletive in the 2099 continuity.
  • Troll: Once he realizes he can get under Doctor Octopus 2099's skin by reacting aloofly to her inventions, he really gets going.
    Meh
  • Was It Really Worth It?: His reaction to beating Scorpion has him clearly upset that he essentially beat up a mutated man who only wanted to be returned to normal.
    Madame Webb: Congratulations Spider Man, the day is yours!
    Spider Man: Yeah? Then why do I feel so bad about it?
  • Wolverine Claws: The claws on his costume aren't just design. He uses slash attacks a lot. They sadly don't have the poisonous Spider Venom.

    Ultimate Spider-Man 

Ultimate Spider-Man/Peter Parker

Voiced By: Josh Keaton

"See you later, older and less-cool versions of me."

The youngest of the four. Madame Web provides him with (a new version of?) the black suit, which she telepathically keeps in check so he doesn't go all Evil Costume Switch.


  • Butt-Monkey: Out of all the Spider-Men in the game, he gets the worst treatment.
  • Clothes Make The Spider Man: While he has his own powers, the black suit provides the basis for his fighting style in this game.
  • Combat Tentacles / Lovecraftian Superpower: He'd typically operate as Amazing Spider-Man-lite without the unique option of the symbiote using extensions of itself to help him fight.
  • Lightning Bruiser: Third fastest of all the Spider-Men, with his black suit powers and his rage mode making his own unique fighting style.
  • Oh, Crap!: As soon as he discovers that he's wearing the Black Suit again.
  • O.O.C. Is Serious Business: For the most part, he's as snarky as the other Spideys... then comes Carnage's level, which has him completely on edge and much more serious (though he still makes some jokes, such as referring to Carnage as "a monster made of malevolent spaghetti").
  • Ordinary High-School Student: Just like his comic book counterpart, he used to be this before being bitten by a genetically-altered spider.
  • Super Mode: The Rage Mode. Activate it, keep mashing light attack, and boom, the room is cleared.
  • Unstoppable Rage: An ability from the symbiote suit causes him to temporarily become more powerful as he gets angry.

Amazing Villains
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    Kraven the Hunter 

Kraven The Hunter/Sergei Kravinoff

Voiced By: Jim Cummings

  • Affably Evil: He's very polite and has a sense of honor, but will still add your head to his trophy case.
  • Ax-Crazy: He's obsessed with attacking and killing Spider-Man and doesn't go easy on him at all.
  • Badass Boast: Does this before each of his boss battles.
  • Bad Boss: He's not above killing his own henchmen to get to Spider-Man.
  • Beard of Evil: Like most incarnations of the character, he has facial hair.
  • Cold Sniper: At one point in his level, he uses a sniper rifle against Spidey.
  • Dual Wielding: Uses two kukris in close combat.
  • Egomaniac Hunter: He hunts Spider-Man solely for the sake of having an interesting target.
  • Glowing Eyes of Doom: When using the fragment, his eyes glow with power.
  • Hunting the Most Dangerous Game: He's obsessed with hunting Spider-Man, who is a human being with spider powers.
  • Husky Russkie: As usual, he's a Russian hunter who is strong and intimidating.
  • Kukris Are Kool: His main melee weapon is a pair of kukris.
  • Mundane Solution: When Spider-Man asks how Kraven got his hands on one of the Tablet fragments, he reveals that he simply bought it on the internet to Spidy's bafflement.
  • Super Speed: Gets superhuman speed from the fragment.
  • Villainous Breakdown: When Spider-Man beats him for the first time, he rages.

    Sandman 

Sandman/Flint Marko

Voiced By: Dimitri Diatchenko

  • Dishing Out Dirt: Taken Up to Eleven when the fragment gives him control of a mine in the middle of a desert.
  • Glowing Eyes of Doom: When using the tablet, his eyes glow with power.
  • Kill It with Water: All his boss fights have Spider-Man making him vulnerable to attack by hitting him with water.
  • Mook Maker: Sics Sand Golems on Spider-Man.
  • Multiple Head Case: In the final battle against him, he becomes three giant heads that argue with each other.
  • Talking to Themself: When the fragment's power messes up his mind, he starts becoming three heads that talk to one another.
  • With Great Power Comes Great Insanity: The Fragment allowed Sandman to control more sand and spread his consciousness out across it than he was ever capable of. But the act spread his mind too thin, causing him to lose touch with reality.

    The Juggernaut 

The Juggernaut/Cain Marko

Voiced By: Matt Willig

  • Dumb Muscle: His superhuman strength is evidently inversely proportionate to his intelligence, as he mistakes "coup de gras" for being a term referring to French cuisine.
  • Glowing Eyes of Doom: When using the fragment, his eyes glow with power.
  • The Juggernaut: Obviously. Once he starts moving, nothing can stop him. As Spidey demonstrates, this includes when he starts moving down.
  • Lightning Bruiser: He's as fast as he is strong.
  • Made of Iron: Due to the Crimson Gem of Cyttorak, he is very difficult to harm.
  • Mutually Exclusive Magic: The power of the Fragment clashes with the power of the Crimson Gem, rendering him vulnerable.
  • No Indoor Voice: He's constantly shouting.
  • Rogues-Gallery Transplant: Juggy's traditionally an X-Men villain. His appearance in the game is most likely a nod to his legendary first encounter with Spidey in Amazing #229 & #230.
  • Super Strength: Already possesses this, but the Fragment ramps it Up to Eleven at the cost of his Nigh-Invulnerability.

    Mysterio 

Mysterio/Quentin Beck

Voiced By: David Kaye

"This is what real power feels like!"

  • A God Am I: He turns into a powerful being after getting all the tablet fragments.
  • Big Bad: He's the main villain of the game.
  • Black Magic: One fragment of the tablet grants him powerful dark magic.
  • Evil Sounds Deep: His voice is deep and hammy.
  • Large Ham: Being hammy is a staple of the character and actor, considering David Kaye is voicing him with his Megatron voice.
  • Light Is Not Good: He uses the power of light against Noir Spidey in the first phase of his boss battle.
  • Master of Illusion: The fragments promote him to Reality Warper status.
  • Reality Warper: He gains the power to manipulate reality itself when he gets the complete tablet.
  • Villainous Breakdown: Goes from declaring himself a god to increasingly aggravated as you defeat him.

Noir Villains
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    Hammerhead 

Hammerhead/Joseph Lorenzini

Voiced By: John DiMaggio

"Hey spider, wanna go a few rounds?"

Joseph Lorenzini was born with a deformity: he had a flat, thick skull that set him apart from everyone else. He worked as a circus freak under the name "The Human Bulldozer", before being recruited by The Goblin as a lieutenant and loan shark in his criminal empire. In their first encounter, The Spider-Man stealthily took down his henchmen and fought Hammerhead while he used a giant machine gun. The Spider-Man had to wait for Hammerhead to stop firing before sneaking up behind him to defeat him. Eventually, Hammerhead decided to unleash the powers of the Tablet of Order and Chaos, and had giant guns fused to his arms.The Spider-Man then took him down by getting him to shoot at engines while attacking him from within a shroud of steam. Once Hammerhead was defeated, The Spider-Man retrieved the fragment and moved on.


  • Arm Cannon: After being empowered by the tablet fragment, his arms morph into advanced weaponry. The credits show him trying to recreate the effect by having his men tie several machine guns to his arms.
  • Ax-Crazy: He obsessively tries to kill Spider-Man Noir.
  • Badass in a Nice Suit: He wears a suit and proves to be a tough enemy.
  • Badass Normal: He proves to be a formidable opponent in spite of having no powers, until he uses the tablet.
  • Bad Boss: Frequently insults and berates his men, pistol whips one of them for not killing Spider-Man, and tells his men to their faces that he has no faith in them.
  • Brooklyn Rage: He's irate and speaks in a Brooklyn accent.
  • Body Horror: The fragment's power turns his tommy guns into BFGs and fuses them to his arms.
  • Canon Foreigner: He was created for the game and didn't exist in the original Noir continuity.
  • Combat Pragmatist: Gladly fights dirty to win.
  • Evil Laugh: Frequently laughs evilly during his boss fights.
  • Evil Sounds Deep: He's a villain with a deep voice.
  • Gatling Good: Hammerhead mounts himself on a Gatling Gun platform surrounded by spotlights for his first battle.
  • Guns Akimbo: He wields two machine guns.
  • I Surrender, Suckers: Headbutts Spider-Man after faking a surrender.
  • Red and Black and Evil All Over: He's a villain wearing red and black.
  • The Starscream: It's hinted that he planned to overthrow the Goblin during a conversation with one of his mooks, but he dives into this trope when the fragment gives him his power, declaring that he'll eliminate Osborn once he's done with Spider-Man Noir.
  • Use Your Head: He at one point knocks out Spider-Man Noir by headbutting him. If it's anything like his mainstream counterpart, there's a metal plate in it.
  • Volcanic Veins: Glowing orange veins run over his prominant brow when empowered.

    Vulture 

Vulture/Adrian Toomes

Voiced By: Steve Blum

"It's time for the Vulture to feast!"

    The Goblin 

The Goblin/Norman Osborn

Voiced by: Jim Cummings

I have this unfortunate tendency to... kill things when I'm bored.

  • Achilles' Heel: The glowing spot on his back proves to be his vulnerability.
  • Arc Villain: Of the Noir levels.
  • Ax-Crazy: He's dead set on killing Spider-Man Noir once they face each other.
  • Bad Boss: Like the other two, he's not above threatening his henchmen, and during his last boss fight, where mooks appear, he won't give them a sign he's about to attack and will usually hit some of them while attempting to attack Spider-Man Noir.
  • Cursed with Awesome: Those scales that made everyone think him a freak protected him from the spider bites in the original series, and the tablet increased their durability to the point of being Nigh Invulnerable. A justified example, as him being thought of as a freak was his Start of Darkness.
  • Evil Sounds Deep: He's a villain with a deep voice.
  • Guttural Growler: He has a deep, snarly voice.
  • Hulking Out: His fragment causes him to become an obscenely muscular monster.
  • Insufferable Genius: Seems to invoke this somewhat. He refers to the people Spider-Man Noir saves as, "blithering imbeciles," and can be heard explaining things to his men repeatedly and calls them idiots as well.
  • Loud of War: He can attack by roaring.
  • Make Me Wanna Shout: His roar is like a sonic screech.
  • Super Strength: His fragment gives him superhuman strength.
  • Surrounded by Idiots: Can be heard saying this word-for-word occasionally throughout his stage.
  • The Freak Show: Was a member of this in his earlier years.

2099 Villains

    Hobgoblin 

Hobgoblin

Voiced By: Steve Blum

"Call me the Hobgoblin! Every Spider-Man needs one."

  • Ambiguously Human: The game deliberately leaves unanswered just what this Hobgoblin is. He does possess a rational thinking mind, but we do not know if he is (or used to be) human or whether he is some lab-grown creature, or even if that is a costume he wears or if that is his actual body.
  • Ax-Crazy: He's insane and tries to kill Spider-Man 2099.
  • Bald of Evil: Assuming that's not a costume, he has no hair.
  • Canon Foreigner: There was no equivalent to the Hobgoblin in the 2099 comics.
  • Doppelgänger Attack: His fragment power enables him to attack Spider-Man 2099 with copies of himself.
  • Horned Humanoid: He's a humanoid being with horns.
  • Large Ham: He's prone to hammy lines throughout Spider-Man 2099's fights with him.
  • Laughing Mad: He's always laughing like a lunatic.
  • Legacy Character: He chooses to name himself Hobgoblin as a sort of tradition, noting that every Spider-Man needs one.
  • Mad Bomber: He loves blowing stuff up.
  • Mix-and-Match Man: Was hinted to be cloned from the DNA of the various Green Goblins and Hobgoblins, as his bio states their graves were robbed shortly before his creation.
  • Palette Swap: Well, he does look like Goblin 2099, the Green Goblin's Legacy Character, in Hobgoblin colors.
  • Reality Warper: The fragment allows him to summon a vision of hell filled with gargoyles.
  • Troll: When first confronted by the Public Eye, he loudly calls Spider-Man his partner-in-crime so they'll start attacking him too.
  • Winged Humanoid: He's a humanoid being with wings.

    Scorpion 

Scorpion/Kron Stone

Voiced By: John Kassir

"Will hurt others if followed!"

  • Acid Attack: He can shoot jets of Hollywood Acid from his tail.
  • Anti-Villain: While he wasn't a nice guy before he became Scorpion, it's made incredibly clear that he just wants to be human again, nothing else.
  • Beware My Stinger Tail: He has a tail he uses to sting.
  • Canon Immigrant: Given the 2099 universe is based on the classic version, the fact they opted to make Kron Stone Scorpion ala Timestorm: 2009-2099 rather than Venom as in the classic 2099 universe could count as importing an out-of-continuity character into canon. Lampshaded in the loading screen comments, which theorizes that they're either one-in-the-same or that "Kron Stone" is a common name in 2099.
  • Lightning Bruiser: He's larger than Miguel, but is incredibly agile, and is strong enough to tear apart three Public Eye drop ships with little effort.
  • Hollywood Acid: He can fire it out of his tail, and it's strong enough to eat through metal and reinforced glass with ease.
  • Hulk Speak: He speaks in incomplete sentences.
  • Mook Maker: His tablet fragment seems to have made him this, as Miguel notes that he couldn't to it before. He wastes no time sending his spawn as minions to battle Miguel.
  • Scary Scorpions: Both him and his spawn are vicious scorpion-like monsters.

    Dr. Octopus 

Dr. Octopus/Dr. Serena Patel

Voiced By: Tara Strong

"I could kill you or I could explain everything and then kill you. Nah, I think I'll just kill you."

  • Affirmative Action Legacy: A female successor to the male Doctor Octopus.
  • Arc Villain: Of the 2099 levels.
  • Ascended Fangirl: Serena's in-game bio states that she idolized Otto Octavius, hence why she emulates his appearance and tentacles.
  • Badass Bookworm: An intelligent villain who uses her intellect to fight Spider-Man 2099.
  • Bad Boss: Lampshaded as she states that she imprisoned her scientists for accusing her of megalomania.
  • Barrier Warrior: Uses force fields to shield herself during her fight.
  • Berserk Button: Miguel's "meh" at her invention, which is literally the only one of its kind, is what really starts getting her raging. Miguel continues this until her Villainous Breakdown.
  • Combat Tentacles: She uses her robotic tentacles to fight Spider-Man 2099.
  • Canon Foreigner: Like Hobgoblin, Doc Ock never had a Legacy Character in the 2099 universe. The 2014 series would introduce one, but that version is a male Atlantean.
  • Deadpan Snarker: She has a sardonic wit.
    Doctor Octopus: I'm Serena Patel, head of Alchemax's Shadow Division.
    Spider-Man: Never heard of it.
    Doctor Octopus: Yes. That's why it's called "Shadow Division?"
    Spider-Man: Ah, Touché.
  • Expy: Seems to be one of Carolyn Trainer, Otto Octavius's short-lived successor during The Clone Saga.
  • Legacy Character: Invoked; her bio states that she took the Doc Ock title because historical records indicated that the original was (is?) the one who finally put the web-slinger down.
  • Motherly Scientist: She cares for her experiments like a mother.
  • Plug 'n' Play Technology: Uses her tentacles to connect herself to giant mechanical arms and her energy reactor.
  • Snark-to-Snark Combat: Instead of just asking Spidey to shut up, THIS Doc Ock can actually keep up with him. Well, until her Villainous Breakdown anyway.
  • Steven Ulysses Perhero: Not as obvious as her predecessor, but "Serena" is a homonym of "cirrina", which is a sub-species of octopus.
  • Villainous Breakdown: Goes from megalomaniacal arrogance to homicidal rage as Miguel foils her plans.

Ultimate Villains

    Electro 

Electro/Max Dillon

Voiced By: Thomas F. Wilson

  • Barbie Doll Anatomy: As far as the viewers are concerned, he has no visible genitalia. Spidey apparently isn't so lucky, as his comments imply that he does have genitals even if the player can't see them. ("Oh, dude, pants! No one wants to see your junk!").
  • Bald of Evil: He's evil and bald.
  • Drunk with Power: Becomes addicted to the power his fragment gives him, to the point that he proudly proclaims to have "become a being of pure energy" ("with no pants!") before the final showdown.
  • Full-Frontal Assault: Spidey mocks him for fighting him naked at every opportunity.
    Electro: I'm becoming more than powerful! I'm becoming unstoppable!
    Spider-Man: But you're still not wearing any pants, so two steps forward, one step back.
  • Giant Hands of Doom: The final boss battle against him has him become gigantic and try to swat Spider-Man with his hands.
  • Large Ham: He's voiced by Thomas F. Wilson. You'd kind of expect him to be hammy.
  • Make My Monster Grow: After absorbing enough energy, Electro becomes a towering giant.
  • Mook Maker: Creates "little zappy things" to fight Spidey.
  • Psycho Electro: Has electrical powers and questionable sanity.
  • Shock and Awe: As usual for the character, he fights his enemies by electrocuting them.

    Deadpool 

Deadpool/Wadey Wilson

Voiced By: Nolan North

  • Badass Normal: Since my healing factor isn't brought up in this game, I actually do come off as, about as close to normal as somebody like me can get.
  • Breaking the Fourth Wall: My comments acknowledging that me and Spidey are in a video game based on comics is why I'm so damn lovable.
  • Came Back Wrong: My recovery from my fight with Spider-Man and the X-Men is implied to be the reason for my personality change. Good thing, too, 'cause I wasn't about to show up in this game the way I was.
  • Composite Character: I'm basically classic me in Ultimate me's costume.
  • Doppelgänger Attack: My fragment power enables me to make two copies of myself, which finally gave me an audience for my sweet jokes!
  • Expecting Someone Taller: I mean, come on, it's Spider-Man! He's supposed to be bigger than life, how was I supposed to know puberty hadn't kicked in yet? Ah, no problem. A little movie magic, and he looks almost as dashing as yours truly on tv.
  • Fiction 500: Oh boy did I ever have fun with being far wealthier than is possible in real life. I got myself not one, but two oil rigs that I filled with death traps, giant TV screens, dozens of video cameras, some of which doubled as machine guns and rocket launchers, and some flamethrowers. And let's not forget the bombs I set up to create a series of tidal waves! Would you believe I bought all this with merchandise revenue?
  • Fluffy the Terrible: One of my Giant Mooks is named Beauregard. No, I don't know why he's named that.
  • I Surrender, Suckers: I bait Spider-Man into fighting me by pretending to give up and handing him a fake tablet fragment.
  • Large Ham: Hey! I'm not me if I don't flaunt my awesomeness constantly. Besides, I was on live TV.
  • Medium Awareness: Just like the comic books, I knew I was in a video game. I asked Beenox to consider my Deadpool: Shattered Dimensions project, but it was a no-no, apparently.
    • Hell, that's how I lured Spidey into the level, displaying his beloved fragment on every TV screen in the US!
  • Moment Killer: I tend to ruin the mood with my statements. Kind of a bad habit of mine.
  • Motor Mouth: I can't stop talking excessively and rapidly. There's just so much to talk about in this setting!
  • Non Sequitur, *Thud*: "We'll be right back... after these messages." Was what I said when I was knocked out by Wally Webs. Pretty fitting, since my level was game show themed.
  • The Television Talks Back: My intro and level. Remember, I'm always available for black ops missions, assassinations and birthday parties!
  • Token Good Teammate: While I certainly ain't no hero, at least I ain't as evil as the rest of the bozos the webheads end up fighting. I even call myself an Anti-Hero when I'm introduced! Now that's some good marketing!

    Carnage 

Carnage

Voiced By: Fred Tatasciore

  • Ax-Crazy: Wouldn't be Carnage without the insane fixation on killing people.
  • Blood Lust: Has a strong association with blood.
  • Combat Tentacles: Fights with tentacles.
  • For Science!: S.H.I.E.L.D.'s justification for letting it anywhere near the fragment. It went about as well as you'd expect.
  • Knight of Cerebus: Carnage has what's probably the most downright terrifying level for Ultimate Spidey, has no humorous quirks like the other two Ultimate Spidey villains (Electro, at least, is an entertaining Large Ham and Deadpool's just plain hilarious), and is generally the only opponent Spider-Man has less funny comments toward.
  • Mook Maker: Spawns symbiote offspring in the latter half of its stage, and the infected corpses of all of the soldiers its killed make up the majority of the mooks of the stage.
  • Person of Mass Destruction: Getting its hands on the fragment was all it took to break loose, and by the time Spider-Man gets there the Triskelion is a flaming wreck and most of the staff have been turned into zombies. It gets to the point where an entire Helicarrier is brought down.
  • Samus Is a Girl: Believe it or not, but this Carnage is actually Gwen Stacy. Or at least, her clone.
  • The Unintelligible: It mainly "speaks" in roars and growls.
  • Wolverine Claws: Has retractable claws.
  • Zombie Apocalypse: What the fragment enables it to cause.

Other Characters

    Madame Web 

Madame Web/Cassandra Webb

Voiced By: Susanne Blakeslee

  • Big Good: She qualifies as the most important good character because she asked for the other Spider-Men's help after Amazing broke the tablet, and gives advice and helpful abilities to each of them.
  • The Comically Serious: Occasionally tries to give the Spider-Men her own puns. Her incredibly deadpan delivery sells them.
  • Deadpan Snarker: When you have four different Spider-Men and you have nothing to do but watch them and talk to them, Snark-to-Snark Combat is your only method of keeping your sanity.
  • Mission Control: She keeps in contact with the Spider-Men to guide them on their missions.

    Silver Sable 

Silver Sable/Silver Sablinova

Voiced By: Jennifer Hale

  • Bounty Hunter: She's trying to capture the Juggernaut. She sets her sights on Spider-Man as a secondary target.
  • The Gunslinger: A competent bounty huntress with guns.
  • The Unfought: You never fight her or see her outside of her helicopter, while her Wild Pack serve as the stage's Mooks.

    Spider-Ham 

Spider-Ham/Peter Porker

Voiced By: Kevin Umbricht

"Nuff said kids. Nuff said."

  • Brick Joke: Amazing Spidey notices him in the wall behind Madame Web that had images of various alternate universes and asks, "Is that a cartoon pig?" He then appears during a point in the credits, but he's too late to help.

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