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Here come the Spider-Men!

Stan Lee: A lesson to all you wannabe bad-guys out there - when destroying dimensions and defying do-gooders, watch out! Because you might unleash forces beyond your control - like the palpable power of four sensational Spider-Men!

Spider-Man: Shattered Dimensions is a video game made by Beenox and published by Activision in late 2010, and is based on the Marvel Comics character Spider-Man. In the game, a strange artifact called the Tablet of Order and Chaos is broken into 17 pieces scattered across the mainstream Marvel, Marvel Noir, Marvel 2099 and Ultimate Marvel universes, disrupting reality. The Spider-Men of those four universes must solve this problem by finding the pieces of the Tablet that have fallen in their home worlds into the hands of various supervillains who have received a power creep from the fragments' mystical nature. The four versions of Spider-Man are as follow:

And the villains they must battle are as follow:

The DS version has:

The game has a follow-up of sorts, with Spider-Man: Edge of Time. It is also noticeable for having been written by Dan Slott who would become a writer for Spider-Man comics a few months after the release of the game, and for being the inspiration for his comic book storyline Spider-Verse, which would make the concept of alternate universe and other spider themed heroes an important part of the character's mythology due to introduction of several new characters. Spider-Verse would be loosely adapted as Spider-Man: Into the Spider-Verse which inspired the plot of Spider-Man: No Way Home.

Has a Character Sheet under construction.


This game provides examples of:

  • Actor Allusion:
  • Adam Westing: Stan Lee narrating the game as Himself. He's basically made a second career for himself out of Adam Westing his corny, over the top personality whenever near a microphone.
  • Adapted Out: The entire Ultimate Universe side of the game is not present in the DS version.
  • A God Am I: Each and every villain fancies themselves a being of unlimited power.
    • Like Electro.
      Electro: I HAVE BECOME A BEING OF PURE ENERGY!
      Ultimate Spider-Man: WITHOUT PANTS!!
    • Or Mysterio, who says he'll have god-like power now that his illusions are real.
  • Alternate Continuity:
    • There's a lot of differences with the source materials the Spider Men are from, including a Broad Strokes approach taken, featuring a Timestorm-inspired Kron Stone as the Scorpion along with a traditional Miguel and still-living versions of the Noir Green Goblin and Vulture.
    • The DS version features Amazing!Spidey fighting Mysterio and breaking the Tablet and Madame Web calling for help across The Multiverse, but otherwise, there are quite a few difference, including the Ultimate Universe being absent, Josh Keaton voicing the Amazing Peter, Amazing!Peter dealing with Electro and Tinkerer, Spider-Man 2099 dealing Vulture 2099 and a still-living Silvermane, Noir!Peter dealing with Noir versions of Calypso and Boomerang, and Amazing!Peter fighting Mysterio alone.
  • Again with Feeling: When 616 Spider-Man is pursuing the Juggernaut, he finds that he's sharing the hunt with Silver Sable. After managing to distract Sable and her mercs, he's left alone with the Juggernaut and he remembers how badly outmatched he is.
    Spider-Man: Great, now it's just him and me!
    Juggernaut: YOU!
    Spider-Man:[dejectedly] Great, now it's just him and me...
  • Alternate Universe: Right there in the title. The whole premise is that alternative versions of Spidey collect fragments to save reality.
  • Amazing Technicolor Battlefield: Any level in 2099, as it makes vivid use of Tron Lines and Neon City.
  • Amplifier Artifact: The tablet fragments tend to amplify the powers of any previously superpowered wielders.
  • And Now for Someone Completely Different: Well, not completely different. Each of the Spider-Men are controlled with their own different methods:
    • Amazing Spidey has great crowd control thanks to his massive web weapons, but outside of that has the most straightforward levels in the game, lacking any of the gimmicks his counterparts have.
    • Spider-Man Noir's main sections are done via stealth, sneaking through areas and taking enemies down in the shadows.
    • Spidey 2099 is focused on speed, boasting an Accelerated Vision which boosts his movement and having unique diving sections.
    • Ultimate Spider-Man leans more towards a hack-and-slash style of gameplay, using the symbiote's large sweeping attacks and rage mode to clear large groups of enemies.
  • And Your Reward Is Clothes: All the Spider-Men have unlockable costumes.
  • Anti-Villain: Kron Stone, aka Scorpion 2099; while he was an unpleasant person before his transformation, he just wants to be human again.
  • Arbitrary Skepticism: Averted; In the sci-fi heavy setting of 2099, Doctor Octopus casts no dispersions that the fragment is mystical in nature and in fact takes pride in managing to learn enough about it to exploit it as a power source.
  • Arson, Murder, and Jaywalking: "Remember, viewers, I'm also available for Black Ops missions, assassinations and birthday parties!"
  • Artifact of Doom: The Tablet of Order and Chaos, at least when in pieces. The fragments whisper seductively to those who may yearn to possess its power, driving them to gather more pieces and more power. Doctor Octopus, as related by one of her peers, was stated to have undergone a drastic shift into megalomania when she acquired her fragment.
  • Art Shift: Each universe has its own art style. The Amazing Universe seems like a comic book brought to life, the Noir Universe is grainy like an old film and sort of has a Batman: Arkham Asylum style, the 2099 Universe looks futuristic and TRON-esque, and the Ultimate Universe has the same art style as the Ultimate Spider-Man video game.
  • Ascended Fanboy: Spider-Man 2099; expanded upon more in the DS version.
  • Attack Its Weak Point: During his boss fight, Sandman (Flint Marko) can be weakened by getting water splashed in his face. After that, you can just pummel the guy's face and he'll take damage as normal.
  • Auto-Save: The console and PC versions automatically save progress when Spider-Man passes a checkpoint, buys a new upgrade or finishes a level.
  • Ax-Crazy:
    • Goblin throws a Ferris Wheel at someone.
    • Kraven, while sniping at Spider-Man, can occasionally miss and shoot one of his own henchmen. That won't stop him from firing again.
    • Carnage. Zombie apocalypse, anyone?
    • Hobgoblin. Throws bombs at everything For the Evulz.
  • Badass Boast:
    • It's Spider-Man multiplied by four. It's to be expected.
    • Kraven has one before each of his boss fights.
  • Bad Boss: The Goblin qualifies, but that would be ignoring Hammerhead and the Vulture, the first explicitly stating he has no hope in his henchmen, the second threatening to eat them if they fail to kill Spider Man. Also, Doc Ock can qualify; the hostages you need to rescue in her level are employees whom she jailed for disagreeing with her about things.
  • Bald of Evil: Ultimate Electro and Noir Vulture.
  • Beard of Evil: Kraven.
  • Berserk Button: Never say "meh" when Doctor Octopus 2099 is talking about her machinery.
  • Beware My Stinger Tail: Scorpion.
  • Big Bad: Mysterio for the game as a whole, but also the Goblin and Doctor Octopus in their respective universes.
  • Bloodless Carnage: Carnage's stage, funnily enough. Justified because he sucked all the blood out of his victims.
  • Bond One-Liner: Noir Spidey's "Don't let the bed bugs bite".
  • Book Ends: The game begins and ends with the Amazing Spider Man.
  • Bottomless Pits: In the console and PC versions, there are bottomless pits, but only some of them traditionally lead to instant death. Others are deep enough to give the current Spider-Man a chance to "recover" by shooting a web to save himself from doom, simply by quickly pressing the "web move" button before it's too late.
  • Breaking the Fourth Wall:
    • "You can call me the Hobgoblin! Every Spider-Man needs one!" Then again, the 2099 characters are aware of the Amazing Spider-Man's legacy.
    • Deadpool is the master of this trope. At first, it can be explained by him running a Show Within a Show, except...
      • If you pause the game during either battle with Deadpool, he will start complaining to the player for about 10 minutes until he runs out of lines, after which he'll complain about the lack of pause screen dialogue the developers gave him.
      • When you collect Spider Emblems in his level, he says "Some people think you haven't completed the game until you've got all of them. Just sayin'."
      • His pseudo-horse-racing commentary when Spidey is racing the first tidal wave is in-universe, with horse names like Sudden Death and Rising Water. The second one, on the other hand, has Sweaty Controller and Gonna Fail This Level.
      • It's safe to say that Deadpool's stage completely lacks a Fourth Wall.
      • One of the loading screen trivia boxes has Deadpool take over, saying he killed the guy writing the trivia.
    • In the DS version, Amazing Spider-Man asks if anyone playing the game wonders how all the power-ups fit in his suit.
  • Brick Joke: Early on in the game, Spider-man from the Amazing-verse points to one of the images of the other Spider-men that Madame Web is showing to him, asking "Is that a... Cartoon Pig?" That same character appears in a Post-Credits cutscene, but he is too late to help in anything
  • Bring My Brown Pants: After outrunning the tidal waves in Deadpool's level, Ultimate Spidey remarks that he "just peed his costume a little bit."
  • Broad Strokes: The universes in this game don't seem to be exactly like the ones seen in the comics, particularly in Deadpool's characterization (the game actually explains this one as Deadpool coming back more insane than ever), the dubious identity of Carnage (at this point in the Ultimate timeline it would most likely be Gwen Stacy), as well as characters who died in the Noir Universe being completely fine. Deadpool even wonders where the game takes place in the Ultimate timeline.
  • Brown Bag Mask: Amazing's Bag Man costume.
  • Butt-Monkey:
    • Ultimate Spidey. His hazards are Electro (whose powers are his weakness), being fought by a nut that just refuses to shut up, and not just Carnage, but Slayer robots designed to destroy parasitic organisms... which includes the suit that he's wearing. Then he has to outrun tsunamis and collapsing heli-carriers. And Mysterio disses him on his height.
    • Noir manages to get himself caught in a trap in each of his levels. Especially notable in the Goblin's where he's blindsided by Norman multiple times throughout the level.
  • The Cameo:
    • The wall behind Madame Web displays many different iterations of Spider-Man that didn't make it into the game — amongst them, are Spider-Girl, Spider-Ham, The Black Spider-Girl from Old Man Logan and many Spideys from the various What If... issues Marvel have released over the years.
    • Some of the alternate costumes are alternate Spideys too — namely, Spider-Man 1602, Mangaverse Spider-Man and the Scarlet Spider.
    • Deadpool and Electro make cameo appearances in Carnage's stage, locked in a cell at the Triskellion.
  • Canon Foreigner:
    • Noir Hammerhead: the game developers thought he'd be a perfect fit for that universe, given his M.O. is emulating 1920s gangsters such as Al Capone. There was also no Hobgoblin equivalent in the Marvel 2099 universe; there was a character merely called Goblin, but he was an analogue to the Green Goblin (Miguel even tells Hobby that he's fought a Goblin before).
    • The DS sees Noir versions of Calypso and Boomerang and a 2099 version of Silvermane (though he's also a bit of a subversion as he turns out to be the original, still alive thanks to being a cyborg).
    • 2099 also sees a female version of Doctor Octopus. Which could mean she's partially inspired by Lady Ock (Doc Ock II in main continuity).
  • Canon Immigrant: Given the 2099 universe in the game is based on the traditional 2099 universe, the idea of Kron Stone being Scorpion from Timestorm 2009-2099 rather than Venom as in the classic 2099 universe could count as this. Lampshaded on a loading screen - It's suggested that they're either the same person, or Kron Stone is just a very common name in the year 2099.
  • Character Catchphrase:
  • Charge Attack: There's one for every Spider-Man.
  • Cheat Codes: Used to unlock special costumes awarded by pre-ordering the console/PC version of the game.
  • Checkpoint: Every level in the console and PC version has several checkpoints that will automatically save progress, and the game immediately rolls back to the last one passed in the event of a Game Over.
  • Cluster F-Bomb: In the future, the word shock replaces the f-word (just as it did in the comic).
  • Co-Dragons: Scorpion and Hobgoblin 2099 for Doctor Octopus 2099.
  • Combat Tentacles: Ultimate Spidey thanks to the symbiote suit, Doctor Octous 2099, and Carnage.
  • Comes Great Responsibility: With four different Spideys, one of them was bound to mention it. Ultimate Spidey lays it out for a SHIELD scientist while cleaning up the mess they made.
  • Composite Character: Ultimate Deadpool seems to work in a little more of his mainstream counterpart's characterization in the game than he does in the comics.
  • Continuity Nod: Ultimate Deadpool references the time when Ultimate Spider-Man switched minds with Wolverine.
    • He also makes reference to Ultimate Spidey's relationship with Kitty Pryde & the love triangle with Mary Jane. In the final boss fight of the level, he actually asks Spidey where he thinks the game fits into continuity.
      • He also references the fact that there is a female clone of Ultimate Spidey, and asks him how he feels about it.
    • Miguel mentions Flipside during Hobgoblin's stage.
  • Coup de Grâce Cutscene: Subverted at one point in Juggernaut's stage. Spidey even announces that he's gonna deliver the Coup de Grâce, only for Juggernaut to fling him, saying that he "hates French food."
  • Creative Closing Credits: The end credits show snapshots from each level, followed by humorous images of what happened to each villain after they were defeated. For example: Deadpool stranded on a deserted island, Juggernaut strung up like a buck for Silver Sable, and Doc Ock 2099 tending to her tiny Scorpion and Hobgoblin clones like a mother tending her babies.
  • Crosshair Aware: Played With in Kraven's stage. You see the crosshair 'cause you're looking through Kraven's eyes.
  • Cross Through: The Spider-Men don't interact with each other until the very end nor do elements of their worlds ever bleed into the others' (barring the Wolverine Publicity below) but the four share the same universe-spanning goal of collecting the Tablet fragments, effectively fitting this game as a Cross Through.
  • Crouching Moron, Hidden Badass: Deadpool, who is his usual 4th wall breaking self, but is still a dangerous for not to be taken lightly.
  • Cursed with Awesome: Noir. His abilities are referred to as the "Curse of Power".
  • Cyberpunk: 2099. Incredible technology, with Tron Lines, flying cars, holograms and what-not, controlled by a MegaCorp with an iron fist full of mad scientists.
  • Dangerous Phlebotinum Interaction: Juggernaut gets his hands on a fragment of the MacGuffin tablet which increases his already insane physical strength, but it cancels out his own invulnerability meaning Spidey can take him down.
  • Darker and Edgier:
    • Everything in Noir. Literaly darker, Noir barely makes any jokes, one of the enemies is a freaking cannibal, and the Mooks are actual people who are scared shitless of their bosses. On top of that, for Noir, It's Personal with every single one of those enemies and the atmosphere... Whistling and coughing have never sounded more ominous.
  • Deadpan Snarker:
    • Wouldn't be a Spider-Man game without one. This game brings four.
    • "Wait a minute, this quest involves jumping?"
    • Madame Web. Unsurprising considering that she has to communicate with the four Spideys.
    • Deadpool.
      Ultimate Spider-Man: Is this how my enemies feel when I won't stop talking?
  • Deliberately Monochrome: Noir's world, with little Splash of Color.
  • Deus ex Machina: Juggernaut is able to be defeated by Spider-Man because the power of the fragment clashed with his Crimson Gem's abilities.
  • Didn't Think This Through:
    • Spider-Man gets Silver Sable off of Juggernaut's tail by tossing off the tracker planted on his head so he can have a chance to get a fragment stuck in Juggy's boot. He realizes his error way too late when he's now all alone with him.
    • Sandman uses his fragment to grow more powerful and absorbs the sand with it, creating copies... which get separate personalities.
  • Divergent Character Evolution: Of a sort. Ultimate Spidey's backstory, costume and powers are very close to Amazing Spidey's, so the symbiote acts as a way to further distinguish his gameplay from his mainstream counterpart.
  • Does This Remind You of Anything?: "Thanks for the enhanced webbing; it normally just splatters everywhere."
  • Do Not Adjust Your Set: Done by Deadpool in his chapter.
  • Don't Explain the Joke:
    • Deadpool makes a pun and explains it himself:
      Deadpool: Hey Spidey! Can I call you Spidey? Thanks for being part of our "webisode". See, cause you shoot the web!
    • Spidey does this quite a bit in Electro's stage.
  • Doppelgänger Spin: Deadpool's fragment powers. Sandman can also do this during his fight, but the copies get their own consciousnesses due to the fragment's power.
  • Downloadable Content: The four Cosmic Spider-Man costumes.
  • Drunk with Power: Mysterio and Electro. See A God Am I.
  • Dynamic Loading: As you progress through a level, more of it will load in the background. The game may temporarily freeze with an emergency "loading" notice on the lower right corner of the screen in some areas.
  • Escort Mission: At times, you will need to protect civilians when they help you pursue the villains. If they die, it's Game Over and you're immediately booted back to the last checkpoint.
  • Exact Words: Spidey is ordered to give the last piece of the Tablet to Mysterio or let Madame Web die. Spidey complies... by smacking Mysterio with the fragment.
    Spider-Man: Don't say I never gave you anything.
  • Excuse Plot: The all-powerful tablet of Order and Chaos that no one has ever heard about breaks. Doing so can break dimensions- it ends up scattered over four of 'em, each with a Spider-Man.
  • Fan Boy: Deadpool's mooks are actually a bunch of Deadpool fanboys.
  • Film Noir: Spider-Man Noir all the way.
  • Final Boss, New Dimension: The fight with Mysterio seems to be in a space inbetween worlds.
  • Finish Him!: A non-lethal variety that can be executed when enemies are stunned or close to fainting.
  • Fluffy the Terrible:
    Deadpool: Go get him, Beauregard!
    Spidey: Beauregard?
    Beauregard: RARRRRRRRRRRRRRRRRRR!
  • Foe Romance Subtext: Played for laughs with 2099 and Doctor Octopus 2099:
    Doc Ock: Babbling jackanape! Must you ruin everything?
    Spidey 2099: She likes me. I can tell.
  • For Science!: The S.H.I.E.L.D. scientists' reasons for giving Carnage a piece of the Tablet of Order and Chaos leading to the zombification of several hundred S.H.I.E.L.D. agents. Spidey's not amused.
  • Foreshadowing: During the first fight with Deadpool, one of Spider-Man's quips is that he's "two clowns short of a circus". Guess what his fragment power is?
  • The Freakshow: Where the Noir villains originated from.
  • Freudian Excuse: The reason that the Noir bosses are villains was because they were all in a freak show.
  • Full-Frontal Assault: Electro. Dr Manhattan meets Ken.
  • Gender Flip: Doc Ock is a woman named Serena Patel this time.
  • Genre Savvy:
    Amazing Spider-Man: I've seen enough scary movies to know that this is the moment the monster jumps out at me. (Sandman's hand comes out of the ground) I knew it!
  • "Get Back Here!" Boss: Several of the stages are more along the lines of one big boss battle, with the bosses running away and spawning mooks for Spider-Man to get in between them once enough damage is done to them.
    • The diving segments of 2099's levels are a literal example, as most of them require you to catch up to the boss in free-fall to deal damage.
  • Giant Hands of Doom:
    • The boss battle with Electro.
    • One of the fights with Sandman.
  • Giant Wall of Watery Doom: The tsunamis that Deadpool makes Ultimate Spidey outrun.
  • Gosh Dang It to Heck!: Spidey Noir has some remarkably mild curses for a gritty 30's gun-toting (in the comics, anyway) vigilante.
  • Gotta Catch 'Em All:
    • The Spider-Men must find the various fragments of the Tablet of Order and Chaos.
    • Finding the various spider-emblems and hidden spiders on each level. They're optional achievements, but achievements are needed to unlock further abilities and benefits.
    • If you spend enough time looking for spider emblems on Ultimate Deadpool's stage, Deadpool will begin paraphrasing the famous Pokémon tagline.
  • Gun Fu: Deadpool. He even mentions this by name.
  • The Gunslinger: Silver Sable.
  • Have a Nice Death: While most of the first person brawler sections tend to have fairly generic loss states, doing nothing in Hobgoblin's will result in him reversing positions with 2099 and speeding towards the ground to shatter his back before taking off with a mocking remark.
    Hobgoblin 2099: What a pity. This toy is broken. Ta-ta, Spider!
  • Human Architecture Horror: The entire Carnage level. The alien symbiote with a taste for human blood was held by SHIELD until they noticed that it and the resident mystical artifact had an interesting reaction, and decided to keep testing. What they got was the entire Triskelion - SHIELD's headquarters - being covered with pulsating veins running through the walls and the doors, all made from the blood drained by nearly every single human present.
  • Humiliation Conga: More like Humiliation Conga Line. The ending credits show increasingly surreal punishments for each villain, like Sandman stuck in an hourglass, Doc Ock 2099 acting as a mother to her monsters, Carnage posing for pictures, and Goblin back in the circus. Deadpool arguably gets off the easiest; while he's stuck on a Farside Island complete with palm tree, it looks like he's caught a fish and we all know he has the little yellow boxes to keep him company.
    • And also, right after you defeat the Final Boss, you watch a defeated Mysterio being punched around by all four Spider-Men, with 2099 dealing the knockout punch.
  • Humongous Mecha: Tinkerer loves his robuts.
  • 100% Completion:
    • The console and PC versions defines this trope as the completion of the following tasks:
      • Complete all levels
      • Complete all 180 Web of Destiny challenges (each of the 12 middle levels has 15)
      • Earn all 3 platinum medals (for an overall platinum Spider Score) for all 13 levels beyond the tutorial, which can only be earned by playing the game on hard difficulty
      • Buy all character and combat upgrades, unlocking all bonus costumes in the process (except the ones unlocked via pre-order or Cheat Codes, which don't count towards completion)
    • Deadpool also mocks this trope in general in those versions:
      Deadpool: You know, some people feel like they haven't beaten the game until they've found every single available token.
  • Hunting the Most Dangerous Game: Kraven is obsessed with hunting down spiderman.
  • Hurricane of Puns: The entire dialogue in the game is riddled with puns.
  • Incredibly Obvious Bug: The device Silver Sable uses to track Juggernaut is a massive slab of electronics about the size of a hardback book slapped onto the back of his head.
  • I Surrender, Suckers:
    • Played straight with Noir Hammerhead, who grabs Spider Man and headbutts him after saying "I give! I give!", and even calls him a sucker.
  • I'm a Humanitarian:
    • Noir Vulture. In Noir Spidey's backstory, he killed and ate Uncle Ben
    • Arguably, Carnage. He doesn't really 'eat' his victims, but sucks out their blood.
  • Improbable Weapon User: Goblin can hurt Noir by yelling at him.
  • Incredibly Lame Pun:
    • Madame Web: (after beating Electro) "You certainly showed him what's watt!"
    • If you're gonna do electric puns, try to stay current.
    • Even more in the DS. Even Spider-Man admits the jokes are revolting.
    • When Sandman shows up:
      Amazing Spider-Man: Marko?... Marko?!
      Sandman (Flint Marko): Polo!
  • In Name Only: Not Shattered Dimensions itself; it's a faithful Spider-Man game, but fans of the Ultimate Spider-Man comics will notice Ultimate Deadpool is drastically different in this game, now being more like the original Deadpool in comparison to the already In Name Only Ultimate incarnation.
  • Interquel: The Ultimate section takes place before the Gwen Stacy clone was purged of Carnage, but not before it imitated her and was captured.
  • Intra-Franchise Crossover: The four Spideys come from different continuities.
  • Ironic Echo: After Amazing Spider-Man tricks Silver Sable into following Juggernaut's tracker halfway across the city.
    Spider-Man: Great! Now it's just him and me.
    Juggernaut: YOU!!!
    Spider-Man: (nervously) Great! Now it's just him and me.
  • Irony: The black suit given to Ultimate Spidey is made to aid him in his quest. It instead further complicates things; his first fight is against Electro, an opponent whose powers are established to be the suit's weakness, Deadpool, whose Medium Awareness gives him a blatant advantage in countering the suit, and in Carnage's stage, the slayer robots will attack him due to the suit being a symbiotic organism. (Although when Carnage starts his main boss fight, the suits will realise that the symbiote that is with Ultimate Spider Man is teamed up him this time.
  • Joisey: Where Hammerhead gets his fragment.
  • Just Between You and Me: Subverted by Doc Ock. "Hmm, I could kill you or I could explain everything and then kill you... Nah, I think I'll just kill you."
    • Played straight later in the level, though, when Miguel manages to get her to spill the beans on her whole plan simply by acting like he finds the whole thing terribly unimpressive, despite her best efforts to explain how complex and innovative her plan is.
  • Kill It with Fire: The fights with Carnage.
  • Knight of Cerebus: Carnage for the Ultimate levels. See Mood Whiplash.
  • Lame Pun Reaction: In the DS Version, Electro is forced to listen to Spider-Man's electric puns from the beginning to the end of their fight. Eventually, Electro begins pleading for Spider-Man to stop.
  • Large Ham: Deadpool, Mysterio, and Electro.
  • Leet Lingo: Electro.
  • Let's Fight Like Gentlemen: Subverted by Hammerhead. Reverted by Noir.
    • Kraven is fond of this. He even killed two of his henchmen for dueling Spider-Man 2 against 1.
  • Light Is Not Good: Mysterio, when he uses the power of light in the first phase of his boss battle.
  • Literally Shattered Lives: After you drain his health bar, Sandman gets reduced to little more than lifeless sand.
  • Logical Weakness: Water can make sand more like mud, making Sandman vulnerable.
  • Mad Bomber: Deadpool does this to pull off the aforementioned tidal wave.
  • Mêlée à Trois: Juggernaut vs. Silver Sable vs. Spider-Man; The Public Eye vs. Spider-Man vs. both Hobgoblin and Scorpion; S.H.I.E.L.D. Robots vs. Carnage vs. Spider-Man.
    • The Carnage level extends this into a Mêlée à Quatre when the zombies began attacking the mini-Carnages.
  • Mission Control: Madame Web, of course.
  • Moment Killer:
    Deadpool: And cut to commercial!
  • Mood Whiplash: The second Ultimate Spider-Man segment has Spidey fighting against the wisecracking Deadpool. The third segment involves Carnage breaking free of his cointainment, slaughtering several agents, and reanimating their corpses. Spider-Man's also more serious during this chapter (though he still throws out wisecracks, such as referring to Carnage as "a monster made of malevolent spaghetti") and even lets loose a couple swears. Justified, since this is Carnage we're talking about.
  • Mook Horror Show: Noir. He picks his enemies one by one from the shadows, and half of them are gone before they even realize. You can hear the mooks slowly freak out as they notice more of their numbers missing; to them, Spider-man is not a high-profile, flashy superhero, but a wraith.
    • Even more obvious in the Volture stage, where the mooks are freaked out because the Volture is freaked out by Spider-man.
      goon: Anything that scares [the Volture], scares me...
  • Motor Mouth: Deadpool just won't stop talking. Lampshaded by Ultimate Spider-Man:
    Spidey: Is there a mute button for him?
    Spidey: Is this what my enemies think of me?
  • Mythology Gag: Every version of Spidey present here is voiced by an actor that has done so for the character in the past. The same can be said for Deadpool, Hammerhead, Carnage, Silver Sable, Steve Blum as a Goblin (even if it was the Green Goblin before), and John Kassir as Deadpool's fanboys.
    • Members of the Enforcers are mentioned during Hammerhead's stage (e.g. one of the Mook conversations is about Fancy Dan, and another is about Snake Marston). The Enforcers were Hammerhead's direct subordinates in The Spectacular Spider-Man and the Noir versions worked for Osborn.They are also no strangers to working for Mob bosses.
    • When Electro sees Ultimate Spider-Man, he calls him Spectacular Spider-Shmuck. As mentioned above, Josh Keaton voiced Spidey in The Spectacular Spider-Man. And Electro is voiced by Thomas Wilson, who voiced Stan Carter on the same show.
    • In a somewhat dark example, Amazing noticeably becomes more compassionate and concerned when Kraven undergoes his Villainous Breakdown. He's probably remembering the last time Kraven went through one.
    • Ultimate Deadpool makes a lot of references to his mainstream counterpart.
    • During the final Hobgoblin battle, Hobby says "Welcome to my reality, Spider-Man! Hope you survive the experience!"-a reference to a semi Running Gag on X-Men comic covers when introducing a new character. ("Welcome to the X-Men (character X)! Hope you survive the experience!")
    • One of the achievements is called Minimized Carnage.
      • And one of the Ingame-Achievements (the ones needed to unlock new abilities) is called Maximum Carnage.
    • Deadpool's TV Show "Pain Factor" is a reference to the gauntlet he went through in Suicide Kings.
    • Ultimate Spider Man sometimes yells out Venom's classic line of "I'm gonna eat your brains!"
    • The quarry in Sandman's level is owned by Roxxon, the huge and often evil energy company that operates in the Marvel Universe.
    • Two posters for the freakshow in the carnival level stick out- one has a fat man that bears a striking resemblance to X-Men villain Blob, especially fitting since his origin was him as a sideshow freak, and another advertises a Fantastic Rubber Man.
    • While not definite, it's likely the Juggernaut being in the game is a reference to the Roger Stern story Nothing Can Stop the Juggernaut!, from The Amazing Spider-Man (1963) #229-230. It's well remembered, and one of the very few times Spidey and the Juggernaut have fought. In fact, its climax was at a construction site- the same area where the Juggernaut is faced in SD.
    • The achievement for beating the Juggernaut even references the title of this story and its more recent follow-up.
    • When battling Carnage, Ultimate Spider-Man says that at least he isn't turning into someone near and dear to him and it should stay that way, a reference to the fact that, in the comics, Carnage took on the form of Peter's father right before being destroyed. Later, Gwen Stacy, who was killed by Carnage, was cloned with the ability to transform into another one, before Venom separated the two.
    • When SHIELD sends Ultimate Spider-Man robots programmed to assist them, he promptly nicknames one of them "Herbie", a reference to the robot in the 1978 Fantastic Four cartoon.
      • In Deadpool’s level, Deadpool bemoans Spidey bringing down his Giant Mook (named Beauregard) and asks where he’s going to find another fan “that big and antisocial”. Peter asks how friendly he is with Ben Grimm.
  • Nerds Are Sexy: Serena Patel, aka Doctor Octopus 2099.
  • New Powers As The Game Demands: To keep the four Spider-Men's abilities consistent, Spider-Man 2099 gets spider-sense, while Spidey Noir gets improved web-shooting abilities; the changes are lampshaded as Madame Web empowering the Spider-Men.
    • The fact that the spider-sense shows structural weaknesses and highlights enemies through walls instead of just sensing danger is also handwaved as the result of Madame Web enhancing the Spideys' senses.
    • Ironically, in the comics, Doom 2099 assumed that Miguel already had a spider-sense due to his experiences with Peter and the fact that the two have almost identical powersets even if the mechanics of how they worked happened to be different, while in the alternate 2099 Timestorm comic, Miguel actually did have a spider-sense, which makes it somewhat ironic that the game developers chose to use the original version of Miguel, as it would have removed the need for a handwave.
  • Nice Job Breaking It, Hero: All of this trouble began because Amazing Spider-Man punched the tablet Mysterio was stealing (console version)/webbing it away from Mysterio (DS version).
  • Noble Fugitive: Spidey 2099.
  • Non-Standard Game Over: There are several ways to get a game over without losing all health:
    • The first Ultimate level against Electro has a couple of these, one that you're well aware of and one that you probably won't. Not long into the level, you have to save civilians trapped in a tunnel flooding with electrocuted water. They are the only ones who can open a door to get Spidey to the next area. Unfortunately, there's nothing in the game to warn you that you don't have all the time in the world to save them all because the deadly water is rising and if the water level touches one of the guys you need to rescue, he dies and it's game over. And just before you reach the final battle against Electro, there are three different times you need to protect a civilian or two to help shut down malfunctioning generators and open the blast doors from waves of enemies. If they take too many hits, you'll have to restart back from a checkpoint.
    • Towards the end of the second Amazing level against Sandman, you need to protect a drilling machine from sand creatures so that it can break a hole through a wall. If they destroy the machine, it's game over.
    • Near the beginning of the second 2099 level against Scorpion, you have to protect two scientists who are working at the controls to open a heavy duty door impervious to scorpion monster eggs from increasingly denser waves of scorpion monsters. If they take too many hits, you'll have to try again. A similar situation occurs in the Doc Ock level where 2099 needs to protect a lone scientist from PEP officers as he tries to disable a force field blocking a reactor core.
    • Near the end of the third Noir level against Goblin, the villain will hurl an entire Ferris wheel towards someone trapped in a bumper car. Spider-Man only has several seconds to get the trapped civilian out and save him. If he doesn't, well, you get the picture.
  • Not So Harmless: Mysterio is often the subject of much mockery, what with his unimpressive powers and ridiculous fishbowl helmet. He is the Big Bad in this game. And once he obtains a fragment of the tablet, he gains magical powers, making him incredibly dangerous.
  • Oh, Crap!: O'Hara has a moment in Scorpion's stage, upon noticing the cracked glass he's standing on.
  • Outrun the Fireball: Spider-Man 2099 has to do this twice in his third stage against Doctor Octopus - with the first time in the opening free-fall and the second time shortly after disabling the reactor in Lab-4. If you don't move fast enough, it's instant game over as Spidey gets burned alive from the ensuing explosion.
  • Overly Long Gag: WITHOUT PANTS!
  • Pardon My Klingon: Spider-Man 2099 uses the swear words established in Marvel 2099 comics, most notably, "shock" for the f-word.
  • Personal Space Invader: For Ultimate Spider-Man, both Deadpool and the corrupted SHIELD agents can put Spider-Man in a choke hold which slowly drains his health bar, making him vulnerable to other attacks.
  • Personality Powers: Most evidently for the powerless or relatively underpowered villains, tablet holders gain superpowers based on their most prominent qualities.
    • Kraven the Hunter gains Super-Speed, for outmaneuvering his quarry.
    • The gun happy Hammerhead grows arm cannons.
    • The sneaking cannibal that is The Vulture gains Villain Teleportation.
    • The deformed Norman has his scaly skin turn into a durable hide.
    • Deadpool- who has a running gimmick of having two alternate voices in his head in the comics- spawns two clones.
    • Carnage, which is a parasitic lifeform attached to the clone of a dead person, becomes viral and capable of creating zombies.
    • The equally insane but more menacing Hobgoblin also gains duplication powers, along the ability to project nightmarish visions.
    • Lastly, master illusionist Mysterio becomes a relatively low-grade Reality Warper, compared to his Physical God level power when he gains the completed tablet, which allows him to create his own arenas.
  • Playing with Fire and Super-Speed: Kraven in his rematch.
  • Please Put Some Clothes On: From Ultimate Spider-Man's encounter with Electro.
    "Ugh, dude, pants! No one wants to see your junk!"
  • Press X to Not Die:
    • If Spider-Man falls into most Bottomless Pits, you are always given a few seconds to hit the "web move" button to shoot some webbing to save him from certain doom.
    • During the first-person fighting sequences, defense against the boss is boiled down to just this trope: slam down a pair of keys, pull down the analog sticks or yank the Wii Remote and Nunchuk backwards (depending on the platform) to evade the attack and avoid taking damage. Succeed and you can get a chance to wallop the villain to your heart's content. Miss three of these cues, though and Spidey will be down and out for the count.
      • Hobgoblin's section is notable in that letting him speak for too long will result in him reversing his and Miguel's positions, leaving Miguel to slam back-first into the ground and die while Hobgoblin taunts him.
  • Psycho Electro: Electro, of course.
  • Punctuated! For! Emphasis!: Ultimate Spidey in the Carnage scene, due to just how annoyed he is.
    "Just. Open. The door."
  • Reptiles Are Abhorrent: Mysterio seems to have developed a love for reptiles at some point.
  • Rewarding Vandalism: Zig-Zagged: Played straight by Ultimate and 2099 (destroying the surroundings gives them "Spider Essence"), averted in Amazing's Universe, but Lampshaded as if he would play it straight:
    Amazing Spider-Man: I'm Spider-man! That's what I do. Break pots!
  • Rhymes on a Dime: Deadpool's introduction.
    Deadpool: PAIN FACTOR! With your host — the anti-hero for hire, the mask for your task, the guy who won't die... Deadpool!
    • Also, in Noir's first level, he overhears some chatter about Fancy Dan, the ladies' man, who was found in a garbage can.
  • Rogues' Gallery Transplant: Juggernaut and Deadpool, traditionally X-Men characters, are among the supervillains the Spideys have to face. Though, in Deadpool's case, it's the Ultimate one and he made his debut in Ultimate Spider-Man.
  • Rule of Cool: The most likely reason that Ultimate Spidey has the Black Suit. That, and the fact that otherwise, he's just a younger version of Amazing Spidey. Madame Webb magically keeps it from going bad, while retaining its awesome.
  • Sand Blaster: Sandman.
  • Scary Scorpions: The Scorpion and his babies.
  • Scenery Porn: The 2099 levels are beautiful and breathtaking views of dystopian Cyberpunk.
  • Shared Life-Meter:
    • In some areas where you need to protect multiple civilians from enemies (ranging from two to even seven), the civilians in question would have a shared life bar. If it depletes before you can save or defend them all, it's game over.
    • The final battle against Deadpool is against three clones of him that share one health bar. Each of them represent one third of the bar.
  • Shoryuken: Spider-Man 2099 gets one in on Mysterio.
  • Shout-Out:
  • Spin Attack: The recovery-attack.
  • Squick: Happens In-Universe:
    Deadpool: And is it true there's a clone of you out there with your brain, but trapped inside a girl's body?
    Spidey: Ehhh...
    Deadpool: 'Cause that's kind of like creepy and by "kind of" I mean insanely! I'd still hit it though.
  • The Starscream: Hammerhead tries to pull this on Norman after using the power of the tablet. Then along came a Spider...
  • Stealth-Based Mission: The Noir segments focus on stealth. Justified in that no sane man would try to fight hand to hand combat against several mooks armed with Tommy guns.
  • Steven Ulysses Perhero: It's not as obvious as her predecessor Octavius, but Doc Ock 2099's real name is Serena Patel. Serena is a homonym for cirrina.
  • The Stinger: After the credits, Spider-Ham visits Madame Web in hopes of saving the multiverse, but arrives after the Amazing Spider-Man, Spider-Man Noir, Spider-Man 2099, and the Ultimate Spider-Man already did so. He asks "So, what'd I miss?"
  • Super Drowning Skills: For any Spider-Man, falling into water results in instant death.
  • Sympathy for the Devil: 2099 Spidey genuinley feels sorry for Scorpion.
  • The Television Talks Back: Deadpool's also able to break the inner Fourth Wall:
    Deadpool: Next episode, we'll welcome a very special guest!
    Spider-Man: [to himself] Who?
    Deadpool: You, Spider-Man!
    Spider-Man: Wait, what?!
  • Tempting Fate: Amazing Spider-Man both lampshades this and subsequently suffers from it in almost every cutscene he's in. Most notable in the Juggernaut's level where this trope is brought up at least 3 times, 2 within the first 10 seconds of the intro cutscene.
  • This Is the Part Where...: "A monster comes out!" (It's Sandman).
  • Thou Shalt Not Kill: The game strongly implies that the player never kills anyone. This is Lampshaded in the tutorial when Spider-Man 2099 throws a Mook off an elevated bridge, only to have Madame Web whisk him to safety via a dimensional portal. Also, Noir doesn't have his pistol.
  • Title Drop: Amazing Spider-Man's banter during the final boss fight can potentially include this line:
    Amazing Spider-Man: Mysterio? Fancy seeing you here! Of all the shattered dimensions in all the universes...
  • Too Dumb to Live:
    • Electro for continuing the fight with Spider-Man on the dam after seeing that the rain reacted negatively with his powers.
    • A S.H.I.E.L.D. scientist giving a tablet fragment to Carnage.
    • Mysterio for making a last ditch attempt to regain the ToOaC in the face of four different iterations of Spider-Man. Lampshaded by Amazing Spider-Man.
    • Silver Sable follows the tracking device she'd placed on Juggernaut to the other side of New York after Spider-Man threw it away to get rid of her. At no point does she question Juggernaut's sudden departure from the construction yard without leaving a trail of destruction right in front of her, or the speed he was moving.
    • Very few of the villains in the DS version use their fragment pieces to boost their powers.
  • Took a Level in Badass: Madame Web for enhancing Amazing's Spider-sense, Noir's webbing, giving 2099 a Spider-sense that slows time, and giving Ultimate the symbiote which she controls with her mind.
    • And while it's never mentioned, where else would Noir Spider-Man suddenly get the ability to stick to walls?
  • Totally Radical: Amazing Spidey will sometimes exclaim "Take this, yo!" while fighting.
  • Trigger-Happy: Deadpool and Hammerhead.
  • Tron Lines: 2099 seems to enjoy this a lot.
  • Villainous Breakdown:
    • Implied by Vulture's thugs, they say that he seemed crazier than usual.
      Thug 1: Did you see Vulture? Guy was sweatin' bullets!
      Thug 2: Yeah, and anything that scares a guy like that, scares me.
    • Ultimate Deadpool would appear to have suffered one since his last appearance in the comics.
    • Doctor Octopus slowly goes from arrogance to homicidal rage as Spidey 2099 tears her plans apart.
    • Mysterio in the finale. He goes from what is essentially a Physical God filled with pride and confidence to starting to beg Spidey to stop fighting him, attempting to bargain with him.
    • Before you rescue any hostages in Goblin's stage, the Goblin spends his time smugly mocking Spider-Man about the hopelessness of his situation. Rescue a few civilians, and Osborn begins to get a mite upset...
      Goblin: He's out there, men! He's mocking you! He's mocking me!
  • With Great Power Comes Great Insanity: All of the fragments slowly deteriorate the holder's sanity until they become a raving Blood Knight.
  • What the Hell, Hero?: Spidey gives one to one the SHIELD scientist who thought it was a good idea to give Carnage a piece of the tablet.
  • Why Don't Ya Just Shoot Him?:
    • In the comics, Noir literally shoots Vulture dead. This isn't the case in-game more than likely due to ratings.
    • Many were surprised to see that Carnage lived to see the end of his stage. It's the only non-humanoid villain you fight in-game and, considering what it did while it was free, Spidey should have definitely killed it.
      • This was most likely because he needed to be alive for a later very important story-line in the Ultimate Universe, and the game developers wanted to make things mesh.
    • Goblin beats the tar out of Noir several times throughout his stage, but never finishes the job. This gives Noir enough time to find out that Norman's weak point is his back.
    • Both Ultimate Spider-Man and Carnage have the ability to create sharp spikes with their symbiotic powers, but neither opts to do so in the punch-out segment.
  • Winged Humanoid: Hobgoblin (sort of) and Vulture 2099.
  • Wolverine Publicity: Played with. Deadpool is in the Ultimate 'Verse as a villain (though acts more like his Mainstream universe counterpart rather than his evil Ultimate version), but it's not like Spidey needed help marketing the game.
    • Then there's the fact that you can see Wolverine advertisements in 2099's stages.
    • In addition to the Hulk (The Amazing version, despite a Hulk already existing in the 2099 universe), Storm, and Black Cat. (This could be another nod to Timestorm 2009-2099, since in that version of 2099 the likenesses of all 2009 heroes were owned by Alchemax and had become their main marketing tool.)
  • "You!" Exclamation: The Juggernaut gives Spidey one when he sees him. This causes Spider-Man to realize he is in deep doodoo.
  • You Fight Like a Cow: It's Spider-Man times four. It'd be a travesty if this trope wasn't upheld.
  • Zombie Apocalypse:
    • Ultimate Spidey has to deal with one to get his final fragment of the ToOaC.
    • Calypso gains the ability to do this when she uses her fragment powers.

 
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SMSD Mysterio

After obtaining the complete power of the Tablet of Order and Chaos, Mysterio destroys the Multiverse and vows to devour every dimension until all is Mysterio.

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