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Ultimate Spider-Man is a 2005 action-adventure video game based on the comic book of the same name by Brian Michael Bendis and Mark Bagley. The game was released on most sixth generation consoles, including Game Boy Advance, GameCube, Microsoft Windows, PlayStation 2, Xbox and Nintendo DS.

Ultimate Spider-Man
Ultimate Spider-Man boxart.jpg
Vicarious Visions (GBA, NDS)
Director(s)Brian Michael Bendis
Christopher A. Busse
Producer(s)Jonathan Zamkoff
Designer(s)Brian Reed
Programmer(s)Charles Tolman
Joseph I. Valenzuela
Writer(s)Brian Michael Bendis
Composer(s)Kevin Manthei
EngineTreyarch NGL
ReleaseGame Boy Advance, GameCube, Microsoft Windows, PlayStation 2 & Xbox
  • NA: September 22, 2005
  • EU: October 14, 2005
Nintendo DS
  • NA: September 26, 2005
  • EU: October 14, 2005



Spider-Man/Peter Parker recaps his origins as a superhero: having gained spider-like abilities after being accidentally bitten by a genetically-modified spider, Peter chose to use his unique powers for the greater good, dedicating every day of his life ever since to the never ending battle against crime and eventually establishing himself as the protector of New York. Peter also explains how his and Eddie Brock's fathers worked together to find a cure for cancer, having created a "suit" that would be capable of healing the wearer. However, they never got to finish work on this "Venom" suit because they signed a contract with Trask Industries that caused them to lose ownership of the suit and they both died in a plane crash soon after. Following Richard's and Eddie's death, the dangerous and incomplete Venom suit was kept by Trask Industries, never to be seen or heard of again.

Years later, Eddie Jr. and Peter reunite and discover the Venom suit is their inheritance. After learning how his dad had been cheated by Trask Industries, Spider-Man breaks into the vault containing the Venom suit and is covered by a portion of it, creating his black suit. It enhances his superhuman abilities to new levels but also tries to consume him, so he is soon forced to remove it and is left drained by the experience. Eddie later finds out about this incident and, after learning Peter's secret identity as well, takes the rest of the Venom suit for himself, imbuing himself with an incomplete, monstrous, and feral Venom symbiote. Confronting Peter on Midtown High School's football field, the two engage in a violent battle, until Venom is accidentally electrocuted by a downed power line and seemingly dies. Meanwhile, Adrian Toomes, who has secretly witnessed their confrontation, contacts an unknown person to inform them about the Venom suit's return.

Three months later, Peter has resumed his normal life. After school, he wins a friendly race against the Human Torch throughout Queens and defeats several small-time criminals, including the Shocker, who tried to rob a nearby bank. Meanwhile, Eddie, who survived the electrocution, has been forced to feed on the life energy of civilians to prevent the suit from consuming him. After causing havoc in a bar, Venom engages Wolverine in a violent fight to prove his strength, and manages to defeat him. The next day, while at Midtown High's library, Mary Jane Watson learns of a large rhinoceros monster rampaging through Queens and implores Peter to investigate. Spider-Man discovers it to be R.H.I.N.O., a giant, rhinoceros-themed mecha suit and, after stopping his destructive rampage through the city, battles him in a parking lot. Spider-Man defeats R.H.I.N.O. and leaves its pilot, timid scientist Alex O'Hirn, for the police, while also noticing that the R.H.I.N.O. suit was created by Trask Industries, although he fails to remember why the company's name sounds so familiar. Later that night, Silver Sable and her Wild Pack, having been contracted by Bolivar Trask to retrieve his "property", attack Venom, who escapes and easily decimates Sable's forces, prompting her to look for a new strategy to capture Venom.

The following day, during a field trip to the Metropolitan Museum of Art, Peter senses Venom on the roof and confronts him. The fight proves a challenge for Spider-Man since getting too close to Venom for too long induces massive headaches, but he still manages to win. Venom is then captured by Silver Sable, who Spidey assumes works for S.H.I.E.L.D.. Kept imprisoned in an energy cage, Trask and Toomes convince Eddie to test the suit for them, as they knew Eddie and Peter's parents. His first test is to battle Electro, whom he chases to Times Square. Spider-Man sees them and intervenes, only to be knocked out and almost killed by Electro, but is saved by Venom, who shows an unusual amount of control over the suit and defeats Electro. Venom prepares to kill Peter himself, but flees when S.H.I.E.L.D. arrives. While S.H.I.E.L.D. agents arrest Electro, Nick Fury wakes up Spider-Man, only for him to express his frustration over Fury always intervening in his life to ask him help fix his mistakes (as Electro was initially in S.H.I.E.L.D.'s custody before he managed to escape, as well as the Silver Sable incident from earlier that day). Meanwhile, Venom returns to Trask, revealing he had more control of the suit around Spider-Man. Trask remembers that Richard Parker's DNA was used as the basis for the Venom suit, which means that Spider-Man is Peter; getting some of his DNA will improve the suit. Silver Sable takes Eddie to hunt Peter down, but he transforms into Venom and escapes.

Meanwhile, a mysterious mercenary calling himself "the Beetle" arrives in New York, releasing the Green Goblin from his cell on the S.H.I.E.L.D. hellicarier, and stealing a vial containing a sample of Sandman. Spider-Man encounters the Beetle while swinging through the city and chases him to a construction site, where the two have a brief fight, before the Beetle manages to escape. After Spider-Man asks some nearby people if they have seen the Beetle pass by, they point to the Latverian Embassy. Spider-Man decides to let S.H.I.E.L.D handle it, only for Nick Fury to later reveal him that the Beetle escaped and ask Spider-Man to help find and apprehend him. Despite Spider-Man once again expressing his frustration over Fury having him fix all his problems, he eventually agrees and returns to the Embassy. When Spider-Man tries to infiltrate it however, the Green Goblin emerges and Spider-Man is forced to give chase. After Spider-Man stops his destructive rampage around the city, the Green Goblin eventually stops in front of the U.N. building to fight the web-slinger. Following a brief battle, the Green Goblin throws Spider-Man through a wall and into the U.N. building, where the two continue their battle, until Spider-Man eventually defeats the Green Goblin and he is taken back into S.H.I.E.L.D. custody by agent Sharon Carter; she thanks Spider-Man for his help in recapturing him, but also expresses her discontent over the damages caused by their battle, angering Spider-Man. Meanwhile, the Beetle reemerges and, having been dispatched to collect a sample of the Venom suit, attacks Venom, luring him to an abandoned warehouse where he traps him inside an energy cage. However, this soon proves to be useless as the suit makes Venom very aggressive and he manages to defeat the Beetle, before escaping from the cage and fleeing into the night.

Some time later, Silver Sable attacks Peter and tries to bring him to Trask, but Peter manages to escape. They fight above the Queensboro Bridge before Venom appears and knocks Sable out. After suiting up as Spider-Man, Peter chases and fights Venom again, saving Sable, although both him and Venom end up unconscious. Eddie awakens inside Trask Industries and hears Peter screaming as Toomes injects him with their own makeshift sample of the Venom suit, transforming him into Carnage. After fighting him throughout the building, Venom eventually defeats Carnage and absorbs the symbiote off Peter. The combination of the Carnage suit and the leftover Venom samples in Peter's blood grants Eddie complete control over the symbiote; a white spider insignia appears on Venom to symbolize this. A furious Eddie vows to kill Trask both for using him as a weapon and for his role in his and Peter's fathers' deaths, but Peter refuses to allow this to happen and goes to confront Trask in his office before Venom gets to him. Trask reveals Spider-Man some files on the boys' fathers, but he makes off with them after Venom appears and tries to kill him. Trask runs to the roof of the building and attempts to escape in a helicopter, but is stopped by Venom, who begins attacking the helicopter. Spider-Man follows them and, after a short encounter with Silver Sable (who leaves him alone because her contract with Trask has just expired), confronts Venom. As the two battle, Trask accidentally sets the roof on fire, but Spider-Man manages to defeat Venom nevertheless and saves Trask, who finally gives up the files.

As S.H.I.E.L.D. arrives, putting out the flames and arresting both Venom and Trask, Peter reads the files and discovers that the reason for their parents' plane crash was due to Eddie Sr. trying on the Venom suit on board, losing control due to his incompatibility just like Eddie did and killing the pilot. There were only three survivors, and one of the witnesses was Peter's mother, who died later in the ambulance. When Peter tells Nick Fury that Eddie must see these files, Fury reveals him that Eddie escaped.

Several days later, Eddie confronts Trask in a minimum security prison and, after revealing him that he now has full control over the Venom suit, brutally slays him. Meanwhile, Peter and Mary Jane look over the city atop a rooftop. When Peter vocalizes his worries about Eddie, Mary Jane tells him not to worry about him, and that while Eddie is not here, she is. Peter responds by saying he's not sure if he's scared of Eddie, or for him. Elsewhere, a partially transformed Eddie leaps from a skyscraper, turning into Venom just before he hits the ground.


In Ultimate Spider-Man, the player can experience a free-roaming city environment that covers Manhattan and Queens. The player starts in story-mode where the game automatically switches between Spider-Man and Venom. Spider-Man travels by web swinging, but the player must shoot the web at an actual building to swing, much like in the previous game, Spider-Man 2. Spider-Man uses acrobatic attacks. Venom travels by using his symbiote to pull himself and by performing massive jumps. Venom attacks using his claws and tendrils. Venom can also throw cars at targets and perform much more brutal attacks, including eating people in order to gain health.

As the game progresses, Spider-Man and Venom will have certain "City Goals" to accomplish in order to continue the storyline. There are additional activities throughout the game such as finding secret tokens, landmark tokens, comic book covers, and competing in races.

Spider-Man plays similarly to his Spider-Man 2 incarnation, using his trademark web shooters as his main method of transportation and combat, while Venom has to resort to jumping for long distances. Spider-Man's attacks are also generally weaker than Venom's. Venom can also leech life from enemies and civilians. The player has to do this constantly, as Venom's health is continuously depleting, even when he is not being attacked (the suit is feeding on Eddie, so he uses other people to feed it instead). Also, if Venom tries to eat a boss, then the boss would damage him from the inside.

Game Boy Advance versionEdit

The Game Boy Advance version of Ultimate Spider-Man is a side-scroller, divided into seven "issues," each containing three chapters. The game allows players to control Spider-Man and Venom. This version features only three boss characters aside from the two leads: Shocker, Silver Sable, and Carnage.

Unlike the console, PC, or Nintendo DS games, this version features a limited supply of Spider-Man's web fluid, it can be refilled only by picking up special markers scattered throughout levels or dropped by enemies. Additionally, players may choose to collect hidden power-ups to gain more web fluid capacity or gain new moves and abilities for both Spider-Man and Venom.

Nintendo DS versionEdit

The Nintendo DS version of Ultimate Spider-Man is a side-scroller with a 3D environment. The game allows players to control Spider-Man and Venom. The gameplay differs greatly between both characters:

  • With Spider-Man levels, most of the game happens on the top screen and the touch screen is only used for selecting special attacks and operating certain objects (moving heavy objects, opening broken elevator doors, etc.).
  • With Venom levels, the game switches to the touch screen, enabling players to use Venom's tentacles to throw objects or enemies, and even attack by tapping the screen. Venom on the top screen can be changed in the Options menu.

The game features a slightly modified storyline. For example, players will face Shocker in a battle that is much more difficult than its console incarnation. The game also features a multi-player mode, where players can unlock different characters and arenas for a head-to-head fight.

Limited editionEdit

There is a limited edition exclusive to the PlayStation 2, which contains four character biographies (Ultimate Spider-Man, Ultimate Venom, Ultimate Carnage, and Ultimate Beetle), an interview with Stan Lee, a G4 special entitled "Making of Ultimate Spider-Man", developer tips and tricks, and a special edition (also called "Activision Edition") Ultimate Spider-Man comic book containing scenes from issues #33-39. One of the concept arts in the special edition shows what happened when Beetle ducked into the Latverian Embassy as it shows him presenting the Sandman vial to Doctor Doom in some plot to develop Latverian super-soldiers.

The limited edition version comes in a different case sporting plain purple and red holographic sides (with a Venom symbol and Spider-Man symbol on each, respectively). The case also comes with a cardboard sleeve with a picture of Venom on it. The DVD surface itself has a new picture on it: purple instead of red, once again with Venom. The instruction manual matches this trend with the cover being a fight scene between the two. The limited edition features are accessed from a new menu titled "Limited Edition" via the unlockables screen.


Aggregate score
Metacritic(DS) 75/100[1]
(GBA) 74/100[2]
(GC) 76/100[3]
(PC) 62/100[4]
(PS2) 78/100[5]
(Xbox) 77/100[6]
Review scores
Game Informer8/10[9]
Game RevolutionC[11]
GamePro     [10]
(PC) 7/10[13]
GameSpy     [14]
(PC)      [15]
GameZone(PS2) 8.4/10[17]
(DS) 8.3/10[18]
(GC) 8/10[19]
(PC) 7.8/10[20]
(Xbox) 7.4/10[21]
(PS2) 8.3/10[23]
(DS) 8/10[24]
Nintendo Power(GC) 9/10[25]
(DS) 6.5/10[26]
(GBA) 6/10[27]
OPM (US)     [28]
OXM (US)6.4/10[29]
PC Gamer (US)81%[30]
CiN Weekly88/100[31]
The Sydney Morning Herald     [32]

Ultimate Spider-Man received "generally positive" and "mixed or average" reviews according to review aggregator Metacritic.[1][2][3][4][5][6]

CiN Weekly gave it a score of 88 out of 100 and stated that "The true letdown... is that the master villains can still be supremely frustrating to defeat, requiring several replays and exhaustive bouts of highly patterned attacks."[31] The New York Times gave it a positive-to-average review and said that the game was "very entertaining, and the addition of Nemesis creates some interesting new situations, but over all there isn't a lot of variety; you fight, you race, you ramble around the city, and then you do it all again."[33] The Sydney Morning Herald gave it three-and-a-half stars out of five and stated that "Combat against dim-witted goons can become repetitive but missions offer diversity."[32]


  1. ^ Ported to Microsoft Windows by Beenox.


  1. ^ a b "Ultimate Spider-Man for DS Reviews". Metacritic. Retrieved 2013-05-11.
  2. ^ a b "Ultimate Spider-Man for Game Boy Advance Reviews". Metacritic. Retrieved 2013-05-11.
  3. ^ a b "Ultimate Spider-Man for GameCube Reviews". Metacritic. Retrieved 2013-05-11.
  4. ^ a b "Ultimate Spider-Man for PC Reviews". Metacritic. Retrieved 2013-05-11.
  5. ^ a b "Ultimate Spider-Man for PlayStation 2 Reviews". Metacritic. Retrieved 2013-05-11.
  6. ^ a b "Ultimate Spider-Man for Xbox Reviews". Metacritic. Retrieved 2013-05-11.
  7. ^ "Ultimate Spider-Man". Edge: 108. December 2005.
  8. ^ Coxall, Martin (October 19, 2005). "Ultimate Spider-Man Review (PS2)". Eurogamer. Retrieved 2014-01-21.
  9. ^ Zoss, Jeremy (November 2005). "Ultimate Spider-Man". Game Informer (151): 142. Archived from the original on 2008-08-02. Retrieved 2014-01-21.
  10. ^ Bones (October 5, 2005). "Ultimate Spider-Man". GamePro. Archived from the original on 2011-06-07. Retrieved 2009-01-17.
  11. ^ Dodson, Joe (October 10, 2005). "Ultimate Spider-Man Review". Game Revolution. Retrieved 2014-01-21.
  12. ^ Navarro, Alex (September 26, 2005). "Ultimate Spider-Man Review". GameSpot. Retrieved 2014-01-21.
  13. ^ Navarro, Alex (September 30, 2005). "Ultimate Spider-Man Review (PC)". GameSpot. Retrieved 2014-01-21.
  14. ^ Vasconcellos, Eduardo (September 23, 2005). "GameSpy: Ultimate Spider-Man". GameSpy. Retrieved 2014-01-21.
  15. ^ Rausch, Allen "Delsyn" (October 11, 2005). "GameSpy: Ultimate Spider-Man (PC)". GameSpy. Retrieved 2014-01-21.
  16. ^ "Ultimate Spider-Man, Review". GameTrailers. September 30, 2005. Retrieved 2014-01-21.
  17. ^ Knutson, Michael (October 11, 2005). "Ultimate Spider-man - PS2 - Review". GameZone. Archived from the original on 2008-02-04. Retrieved 2014-01-21.
  18. ^ Lafferty, Michael (September 19, 2005). "Ultimate Spider-man - NDS - Review". GameZone. Archived from the original on 2008-11-05. Retrieved 2014-01-21.
  19. ^ Aceinet (October 10, 2005). "Ultimate Spider-man - GC - Review". GameZone. Archived from the original on 2008-10-30. Retrieved 2014-01-21.
  20. ^ Grabowski, Dakota (October 12, 2005). "Ultimate Spider-man - PC - Review". GameZone. Archived from the original on 2008-10-05. Retrieved 2014-01-21.
  21. ^ Wrentmore, John (October 11, 2005). "Ultimate Spider-man - XB - Review". GameZone. Archived from the original on 2009-05-24. Retrieved 2014-01-21.
  22. ^ Goldstein, Hilary (September 30, 2005). "Ultimate Spider-Man". IGN. Retrieved 2014-01-21.
  23. ^ Goldstein, Hilary (September 27, 2005). "Ultimate Spider-Man: Limited Edition (PS2)". IGN. Retrieved 2014-01-21.
  24. ^ Harris, Craig (September 20, 2005). "Ultimate Spider-Man (NDS)". IGN. Retrieved 2014-01-21.
  25. ^ "Ultimate Spider-Man (GC)". Nintendo Power. 199: 108. December 2005.
  26. ^ "Ultimate Spider-Man (DS)". Nintendo Power. 199: 121. December 2005.
  27. ^ "Ultimate Spider-Man (GBA)". Nintendo Power. 199: 111. December 2005.
  28. ^ "Ultimate Spider-Man". Official U.S. PlayStation Magazine: 109. December 2005.
  29. ^ "Ultimate Spider-Man". Official Xbox Magazine: 100. December 2005.
  30. ^ "Ultimate Spider-Man". PC Gamer: 78. December 25, 2005.
  31. ^ a b Hruschak, PJ (November 2, 2005). "A Marvel double kapow". CiN Weekly. Archived from the original on 2006-03-08. Retrieved 2014-01-21.
  32. ^ a b Hill, Jason (October 13, 2005). "Superhero caper". The Sydney Morning Herald. Retrieved 2014-01-21.
  33. ^ Herold, Charles (October 15, 2005). "Battling Trouble on Both Sides of the Law". The New York Times. Retrieved 2014-01-21.

External linksEdit