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Video Game / Ultimate Spider-Man (2005)
aka: Ultimate Spider Man

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"Be legendary. Be predatory. Be both."
— The game's Tag Line

Ultimate Spider-Man is a 2005 video game developed by Treyarch (for the consoles), Vicarious Visions (for the handheld consoles), and Beenox (Microsoft Windows) and published by Activision. Based on the comic Ultimate Spider-Man, it is set several months after Volume 6,note  which serves as the game's prologue. Both Spider-Man and Venom are playable characters, with an original storyline that was originally intended to be canon and was later loosely adapted into the "War of the Symbiotes" arc.


The game provides examples of the following tropes:

  • Adapted Out: Gwen Stacy and Aunt May don't appear or are referenced in the game.
  • All for Nothing: Aside from Peter finding out the truth about his parents' deaths, the entire storyline essentially amounts to nothing. Venom is still out there and he even succeeded in killing Trask. Preventing this was the main mission of the last boss fight!
  • Alternate Continuity: At the time in which the game came out, it was actually more or less in continuity with the Ultimate Spider-Man comics (and that's also how it was marketed). After some time, however, the comics went in a direction that couldn't support the game's events and a new arc was written that kind of paraphrased the game.
  • Amusing Injuries: Some of Spider-Man's quips lend to this. "Don't worry, nothing's broken except my spine... a few ribs... and maybe everything else." is one such example, wherein he's thrown upside-down into a wall by R.H.I.N.O and peels off it like a cartoon character.
  • And Now for Someone Completely Different: The game allows you to alternate playing as Spider-Man and Venom.
  • And Your Reward Is Clothes:
    • You unlock costumes for completing achievements. 100% completion required to play as Spider-Man in the symbiote suit. With no gameplay differences whatsoever.
    • Venom also has a variant of this - after completing all story missions, Venom gets to bear his Chest Insignia.
  • Anti-Frustration Features: The game allows you to save mid-mission as long as a cutscene for that mission ends. And so if you're playing on a lengthy mission, you can save mid game, and can continue where you left off.
  • Anti-Villain: Silver Sable is a mercenary hunting Venom.
  • Artistic License – Geography: The map of New York City is fairly inaccurate, to say the least. A large section of the city is cut off (since it connects very closely to another part of New York) and Queens is depicted as the closest place to the city. The reason behind doing so is understandable though, Peter lives with his Aunt in Queens but operates out of Manhattan, so in order for him to 'go home' and include things such as his school, the two places had to be moved closer. Doesn't stop it confusing non-New Yorkers though.
  • Badass Normal: The Beetle and Silver Sable—the only two bosses fought by both Spidey and Venom.
  • The Bad Guy Wins: While Venom fails to kill Spider-Man, he still completes his suit and gains full control over it, escapes the authorities, and succeeds in murdering Trask after Spidey stopped him from doing so the first time.
  • Be Careful What You Wish For: Trask captures Eddie and forces him to do his dirty work in order to test the Venom suit out and work out how to stabilize and control it. Once Eddie gains control over the suit, the very first thing he does is go on a Roaring Rampage of Revenge against Trask, ultimately killing him during the ending cutscene.
    Venom: I know how to control the suit now!! Isn't that what you wanted?!
  • Big Bad: Bolivar Trask is the primary villain of the story, being the one who tricked Peter's father into selling the Venom suit over to his company, hired Silver Sable to hunt down Venom, then used Venom as a bioweapon against his competitors. He loses this role to Venom in the final level of the game after Eddie gains complete control of the suit and goes on a Roaring Rampage of Revenge to kill Trask and serves as the Final Boss of the story mode.
  • Book Ends: The game opens and concludes with a boss fight against Venom. The same background music even plays in both fights.
  • The Cameo:
    • Venom's first boss is Wolverine from the X-Men.
    • There are cameos from all three of the other Ultimate series (at the time the game was made, that is): Johnny Storm from the Fantastic Four, who you can race against, and Nick Fury from the Ultimates.
  • Canon Discontinuity: It's the other way around. The video game synced very well with the comic at the time it was released. However, scheduling issues pushed the comic's adaptation further out so that when the game's storyline finally was adapted into "War of the Symbiotes", it had to be in Broad Strokes to account for all the other story elements that were already in play.
  • Car Fu: Venom's weapon of choice, which is great against helicopters. Throwing them in free-range mode brings endless waves of cops down on you in a Grand Theft Auto-type mini-game.
  • Deadpan Snarker: Spider-Man will frequently snark on anything he does or during missions.
  • Death of a Child: Done as a Take That! towards the children who kept losing their balloons in the Spider-Man 2 tie-in game, in the form of a little boy with a balloon... who gets nommed on by Venom.
  • Determinator: Sable shot Peter with about seven tranquilizer darts and he's not knocked out. Well, not until after his fight with Venom...
  • Developer's Foresight: After beating the game you can play freely as Venom to complete races, free roam or cause chaos, the last bit which will cause you to start racking up a Wanted Meter. However once you start causing destruction you cannot make the meter go away without dying, resetting, or starting a race. In order to allow players to simply free roam without being hounded by the never-ending hoard of enemies gunning for you, you can feed on civilians to replenish Venom's constantly depleting health bar without raising the wanted level.
  • Didn't Think This Through: During the Final Boss, Trask attempts to escape a rip-roaringly pissed Venom on a helicopter... only to realize he has no idea how to fly it. Thus, he's stuck there while Venom tries to throw the chopper off of the building and Spider-Man has to fight him.
  • Dies Differently In The Adaptation: Here Trask is killed by Venom, where the comics would eventually have him kill himself out of remorse for his involvement with the Sentinel program.
  • Dueling Player Characters: Spider-Man has to both chase down and duel Venom at multiple different points in the game. This is even the case for the Final Boss.
  • Double Jump: Only Spider-Man has this ability, which he lampshades.
  • Elemental Rock-Paper-Scissors: Invoked in the fight between Venom and Electro. Breaking hydrants near Electro will make the water damage him.
  • Embarrassing First Name: Spider-Man drops by and says to the Shocker, "I didn't know your name was Herman!". Shocker immediately sulks and angrily spouts "Oh no, it's you!", no doubt offended.
  • Endearingly Dorky: Peter Parker, the quintessential teenage nerd with superpowers. Sean Marquette has some experience voicing socially awkward guys who are pretty cute.
  • Enemy Mine: Peter Parker and Silver Sable briefly team up to save the civilians caught in their conflict.
  • Evil vs. Evil: Throughout the story, Venom gets involved in conflicts with Silver Sable and her Wild Pack, Electro, Beetle,Carnage with Peter being the host and the Big Bad Bolivar Trask himself, who is killed by Venom in the game's ending.
  • Expecting Someone Taller: Facing a mook will cause this reaction that Spider-Man is shorter than them.
  • Expressive Mask: It's not who you would expect - it's Venom who has this, although to a very limited level. Periodically his eyes 'blink' and change between two different shapes.
  • Fantastic Racism: "Mutants are people, too."
  • Gameplay and Story Segregation: Even though Venom's Life Drain is cured at the end of the game, his health still depletes over time in the post-game, most likely as a means to avoid defeating the purpose of feeding on humans, and to add more challenge to your rampages.
  • "Get Back Here!" Boss: There are several throughout the game, namely against the Green Goblin, Electro, and Venom.
  • Hammerspace Police Force: Triggering Venom's minigame causes wave after wave of cops to come after you. Rack up enough points by destroying stuff and killing enemies, and SWAT teams and eventually SHIELD show up. You don't get nearly as much regain from eating cops as you do civilians, which eventually stop appearing.
  • The Heavy: Venom is the most personal foe to Spider-Man and the most Recurring Boss throughout the game. He ends up becoming the Final Boss and and ends up taking over the role as the Big Bad from Trask.
  • Heel–Face Revolving Door: Silver Sable goes from attacking Peter to helping him with the innocents to attacking him again until finally letting him get Trask.
  • Humans Are the Real Monsters: As self-serving as Venom is, most of the things he does in the game (apart from fighting Spider-Man and armed forces) are under the orders of Bolivar Trask, who; thanks to Peter's father selling the suit out to his company; plans to use Venom as a bioweapon. Once Venom finds out, he becomes pissed and immediately tries to kill Trask at any chance he gets, even in prison.
  • Iconic Attribute Adoption Moment: Venom doesn't have the classic large white spider insignia on his chest and back throughout the game. Until the end that is, after he consumes the Carnage symbiote possessing Peter.
  • I Fought the Law and the Law Won: Blow up a car as Venom and it triggers a mini-game wherein a Hammerspace Police Force comes after you. Rack up enough points, and SWAT Teams start coming. Rack up even more points and SHIELD shows up with Flying Mooks and lasers.
  • In a Single Bound: Rather than web-swinging, Venom can leap immense heights to quickly get around.
  • Karma Houdini: For all of the chaos he embarked on, Venom gets everything he wanted by the end. He completed his suit and gained full control of it, escaped authorities (for now), and even after he was stopped from doing so, he still gets his vengeance on Trask in prison. The only thing he failed to do was kill Spider-Man, but it is inevitable that eventually, they will cross paths again sometime.
  • Karma Houdini Warranty: Trask's ultimate punishment for his crimes? Three years in a golf course prison. Eddie voices his displeasure with this rather unsatisfying sentence and promptly decides to fix it himself.
  • Life Drain: Rather than outright eat people as he does in the comics, Venom simply swallows them, absorbs their life force, and then spits them back out.
    Venom: Hhhuunngeeeerrrrr...feeeeed...
  • My Rules Are Not Your Rules: When fought as a boss, Venom's health doesn't drain as it does as when the player controls him.
  • Mythology Gag:
    • There are several to the comics, and even to the Mainstream Marvel universe. "Madame Web is faster than you, and I don't even get the reference!"
    • Dr. Adrian Toomes sports a green shirt and pilot jacket as a nod to his 616 identity as the Vulture, although he's a Decomposite Character in the Ultimate universe.
  • Ms. Fanservice: Silver Sable. Her spy catsuit highlights a lot of her sexy body.
  • Nominal Hero: Venom, big, big, big time considering that his Ultimate counterpart is infinitely worse than his mainstream one. Nothing he does is even anti-heroic apart from defeating Electro to save Spider-Man, and even then he was hired to defeat the former, and he's only saving the latter so that he can kill him. His main goals are to just kill Spider-Man, get away from S.H.I.E.L.D. and, once he realizes he's been had by Manipulative Bastard Bolivar Trask throughout most of the game, he decides to try and kill him and Spider-Man. Even when Spider-Man stops him from doing that, he still manages to succeed in killing Trask in prison.
  • Oh, Crap!:
    • "I'm so scared I can't even finish my lame joke", says Spider-Man bluntly after seeing how big R.H.I.N.O is.
    • In the final battle, Spider-Man says "You again?!" to Silver Sable just before she says that she's not gonna attack him.
  • The Only One Allowed to Defeat You: Venom feels that only he should be allowed to defeat Spider-Man. This is part of his boss battle against Electro - allowing him to kill Spidey counts as a game over.
  • Power High: When Venom gains absolute control of his symbiotic suit.
    Venom: I have absolute...total... CONTROL! (soft snicker) Now then...I have a score to settle. (in Eddie's voice) Which way do you figure... (Venom's voice) ...Trask's office is?!
  • Product Placement: Multiple billboards featuring the Nokia 3230 cellphone can be found in the game, as well as two Nokia buildings. Also, guess which brand of cellphones Adrian Toomes uses.
  • Punch-Clock Villain: Silver Sable. She and her mercenaries were only hired to capture Venom, nothing more.
  • Recurring Boss: Venom. You fight him a grand total of four times throughout the game.
  • Regret Eating Me: Whenever Venom tries to eat a boss, they invoke this on him. He probably shouldn't try to consume anyone made of indestructible blades, anyone made of electricity, anyone who has energy blades, anyone who instinctively fires machine guns, or anyone formed of a chaotic spiky symbiote.
  • Roaring Rampage of Revenge: Upon absorbing Carnage to complete his suit, Eddie undergoes a Power High and gains full control of himself, acting fully lucid - however, this is also after he discovered that Trask had been using him as a bioweapon, which leads to him using his newfound sobriety to lash out and dedicate all he has to kill him.
    Venom: You locked ME up, like an ANIMAL!!
    Venom: I should've done this right, the first time...
  • Rogues' Gallery Transplant: Bolivar Trask was an opponent of the X-Men, in the mainstream universe, best known for his creation of the Sentinels.
  • Sarcasm Failure: There's this line right before the boss fight with the Rhino:
    Spider-Man: Is that a horn on your head, or are you happy to... [Rhino looms over Spidey] Oh my God, I am so scared I can't finish my lame joke.
  • Secret Identity Change Trick: Peter changes into his Spider-Man costume by a car.
  • Sensory Overload: Whenever Spider-Man and Venom are in close proximity to one another, the former's Spider-Sense is overloaded to the point he's incapacitated from the pain.
  • Sliding Scale of Gameplay and Story Integration: Venom's mere presence and proximity to Spider-Man overloads his Spider-Sense to the point Peter is incapacitated from the pain, due to remnants of the suit in Peter's blood trying to rejoin with the main one. During the second and third boss fights, if Spider-Man is too close to Venom for too long, the Sensory Overloads will leave him clutching his head and screaming in agony, leaving the player at Venom's mercy and forcing them to hit-and-run.
  • Spared by the Adaptation: In the Ultimate comics, Venom was originally barely a character at all, just a blob that was always hungry and which Eddie couldn't exactly control; here even without control Venom seems to maintain some intelligence, and Eddie learns how to control it. When the comic finally adapted the game's storyline, Eddie-as-Venom did get more development and gained additional control over the Venom Suit... but was captured by the Beetle and never seen again.
  • Starter Villain: Also Venom, ironically. When the game begins, he is the first one you fight during the tutorial. Being the Big Bad and a Recurring Boss however, he comes back several times with more health.
    • Unless you count Venom, Herman Schultz, AKA Shocker, is the first boss you fight after the tutorial.
  • Video Game Cruelty Potential:
    • Venom gains more health from civilians than he does from criminals or cops. He can also brutally kill enemies by slamming them face-first into the ground or snapping their spines like twigs by folding them in half.
    • Spider-Man can outright kill mooks in the game if you decided to knock them off buildings, throw them into the ocean, or let a flaming car explode on them. Half of the City Mission side quest will even consider them successful.
  • Villain Protagonist: In the chapters where you play as Venom, he borders on this and Nominal Hero.
  • Wanted Meter: In Venom's mini-game, a little red bar appears under the health bar that serves as a wanted meter, with police, helicopters, the Wild Pack, and eventually SHIELD showing up in waves to take you down.
  • Warm-Up Boss: The first thing you do when the game begins is fighting Venom, where you practice your fighting skills. You still fight several times in the game, however.
  • Wham Shot: When Venom sucks up Carnage, completing the suit and gaining full control over it, his iconic Chest Insignia unexpectedly pops on, which is especially a surprise considering that he never bears it in the Ultimate comics, outside of covers and intentionally Off-Model small panels.
  • What Happened to the Mouse?: Unless you buy the special edition, you never learn what Beetle was doing attacking Spider-Man and Venom and what happens to him is never explained. He was collecting samples of superpowered beings for Doctor Doom.
  • What the Hell, Hero?: Spider-Man calls out Nick Fury (and Silver Sable, mistaking her as his employee) for not keeping Electro in custody.
  • Wide-Open Sandbox: You can freely roam a shrunk-down version of New York City as Spider-Man and (once unlocked) Venom.
  • Would Hurt a Child: Interestingly enough, you actually get to kill a child during the tutorial as Venom. This is something you don’t even get to do in GrandTheftAuto.
  • Would Hit a Girl: Spidey and Venom's boss fights with Silver Sable, as well as the female gang members.
  • Wolverine Publicity: Wolverine himself shows up as a boss for Venom to fight.

Alternative Title(s): Ultimate Spider Man

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