Appearances
Featured Characters:
- The Living Brain / Spider-Man / Superior Spider-Man (Otto Octavius) (First appearance as Superior Spider-Man)
Supporting Characters:
- Spider-Man / The Living Brain (Peter Parker) (Main story and flashback)
- Ben Parker (Only in flashback)
- NYPD
Antagonists:
- Silver Sable (Silvija Sablinova)
- Hammerhead
- Burglar (Only in flashback)
- A.I.M.
- Numerous unnamed soldiers
Other Characters:
- May Parker (Vision or hallucination)
- Flash Thompson (Vision or hallucination)
- Gwen Stacy (Vision or hallucination)
- Norman Osborn (Vision or hallucination)
- Harry Osborn (Vision or hallucination)
- Rhino (Aleksei Sytsevich) (Vision or hallucination)
- Jackal (Raymond Warren) (Vision or hallucination)
- Iron Man (Tony Stark) (Vision or hallucination)
- Captain America (Steve Rogers) (Vision or hallucination)
- Black Widow (Natasha Romanov) (Vision or hallucination)
- Vulture (Adrian Toomes) (Vision or hallucination)
- Venom (Eddie Brock) (Vision or hallucination)
- Yuri Watanabe
- Spider-Man (Miles Morales)
- Spider-Girl (Anya Corazon)
- Torbert Octavius (Mentioned)
- Max Modell
Locations:
- Earth-17628
- Earth
- United States of America
- New York
- New York City
- Manhattan
- Horizon High
- Central Park
- Queens (Only in flashback)
- Forest Hills (Only in flashback)
- Aunt May's House (Only in flashback)
- Forest Hills (Only in flashback)
- Manhattan
- New York City
- New York
- United States of America
- Earth
Items:
- Spider-Men's Suits and Web-Shooters (Main story and flashback)
- Iron Man Armor MK XLIX (Vision or hallucination)
- Captain America's Uniform and Shield (Vision or hallucination)
- Black Widow's Gauntlets (Vision or hallucination)
- Vulture's Wings (Vision or hallucination)
- Venom/V-252 (Vision or hallucination)
- Octobot
Synopsis
In the Supervillain Holding Facility, Spider-Man is facing The Living Brain who is attempting to swap minds with Spider-Man. After the plan succeeds, "Spider-Man" defeats "The Living Brain", with bystanders, including Ultimate Spider-Man, Spider-Girl, Chief Watanabe looking on. "Spider-Man" retreats to the Octo-Lair, which he renames the Spider's Nest. In the Spider's Nest, he discovers that Peter Parker is Spider-Man, and discovers a latent memory of Peter's, a memory of Uncle Ben serving as basis for him to write out a formula that with great power, comes great responsibility. Denying/rejecting this, his plan is to bring New York to his knees.
At the supervillain prison, Silver Sable and her Wild Pack are held at, "Spider-Man" interrupts and breaks her and unintentionally, Hammerhead out of prison. Breaking out of prison, a police officer tells him that he is letting dangerous criminals out on the streets. As "Spider-Man" webs away, he receives another latent memory of Peter's, causing him to abandon his plans and save an innocent passersby's family.
Back at the Spider's Nest, "Peter" realizes that the latent memories of Peter should prove as a basis to being a hero and tries to reason with Sable, who rejects it. Attacking "Spider-Man" with Otto's Octobots,"Spider-Man" disables them, but Sable reveals her ultimate plan is to detonate a bomb, but "Spider-Man" saves the innocent civilians before they die. Back at the Spider's Nest, "Peter" takes Ben's advice to heart, wanting to become a "Superior Spider-Man".
At Hammerhead's hideout, "Superior Spider-Man" confronts him and severely beats him.
Meanwhile, at the Supervillain Holding Facility, Max Modell discovers the Neuro-Cortex and takes it back with him. Meanwhile, the consciousness of Peter floats around, wondering what's going on.Cast
Character | Actor |
---|---|
Superior Spider-Man / Peter Parker Van Driver Soccer Kid | Robbie Daymond |
The Living Brain, Superior Spider-Man Old Man | Scott Menville |
Miles Morales | Nadji Jeter |
Max Modell Goon #1 Guard | Fred Tatasciore |
Stage Manager | Nancy Linari |
Uncle Ben | Patton Oswalt |
Burglar | Ben Diskin |
Hammerhead Cop #1 | Jim Cunnings |
Silver Sable Newscaster | April Stewart |
Yuri Watanabe | Sumalee Montano |
Studio Security | Steve Blum |