Appearing in 1st story
- Young Ultimates
- Jefferson Davis
- Ganke Lee
- Dr. Doom (Victor Van Damme)
- Doombot (Destroyed)
- Derek Bishop
- Numerous unnamed agents
- "Spider-Man Twins"
- Captain Universe (Jonathan Hickman) (First appearance)
- Kate Bishop
- OZ Experiment Arachnid No. 42 (Appears on a computer screen, TV, or hologram only)
- Capt. Emily Shaw (Mentioned)
- Norman Osborn (Mentioned)
- Peter Parker (Mentioned)
- S.H.I.E.L.D. (Mentioned)
- Earth-616 (Cameo)
- Earth (Cameo)
Synopsis for 1st story
At Brooklyn Visions Academy, the absence of Miles, Ganke, and Kate are noticed in their class. A concerned Judge later checks up on Miles and Ganke's dorm room and find it empty with signs of a struggle. He then goes to Miles' home and finds it in a similar state. Cloak and Dagger suddenly arrives and demands Judge who he is. Judge answers that he knows Miles' identity as Spider-Man and believed something bad has happened to him. The Young Ultimates gather together along with Judge and goes to Detective Maria Hill for help.
Doom and Derek Bishop has Miles and Jessica suspended in glass cubes. The former states his bafflement to Miles of how a simple teenager was able to foil his work in Latveria and now he is involved with an global organization which is Hydra. Furthermore, he now understands that Miles is just a child - a child accidentally gifted with powers that he doesn't know what it is worth and the people who would desperately obtain it. This is evident with Norman Osborn's obsession of recapturing the accident that created Peter Parker, Miles, and Jessica. Now Doom finds this convenient to study Miles while currently forging his new alliance with Hydra, as it is within Miles' genetics that will grant Doom and Hydra to create their own army of super-soldiers.
Hydra scientists has microscopic lasers use on Miles to gather the living tissues from him. As Miles is suffering under the lasers, a powerful energy burst from Miles and destroying his prison and much of the laboratory. Everyone is stunned by Miles' new display of power, in which a scientist hypothesize that the physical stress brought on Miles is maybe the cause. Miles collapses from being drained from his new power. Doom orders the Spider-Man Twins to take Miles to a cell while he sees to Jessica that she will be dissected. At the very mention of this, Miles regains his strength and knocks down the Spider-Men Twins and a pair of Doombots. Derek puts his gun on Jessica's head and demanding Miles to stand down. But Jessica begins to open her eyes.
Hill is unable to get any leads despite her old connections with S.H.I.E.L.D. However, another officer arrives to inform everyone that she received some calls from concerned residents that there has been some violent disturbances at Staten Island in which the police are already dispatched to the scene. Though they aren't quite sure that Staten Island would be a lead to Miles, Cloak can get them to Staten Island instantly to check it out. The Young Ultimates, Judge, Hill, and Captain Frank Quaid arrive at Staten Island just as a Doombot is sent crashing out of a building and lands in front of them.
The group storm into the building and, to their complete surprise, seeing Miles singlehandedly subduing Doom with a single punch amid the many indisposed Hydra soldiers along with the Spider-Man Twins. Derek Bishop is webbed to the wall by Jessica. Miles is surprised to see Judge in which Dagger explains that he is responsible for helping them to find him. In gratitude, Miles hugs Judge until he realizes the whereabouts of his father and Ganke. Kate, who has been an unwilling witness, informs him that she knows where they are but pleading not to hurt her father. Miles is nonplussed, stating to Kate that their relationship is officially over. He then allows Dagger to knock out Kate before finally reuniting with Jefferson and Ganke.
Everyone exit out to the rooftop. Kitty Pryde is curious of how Miles was able take down Doom and Hydra to which Miles answer that he may have developed a new power although he couldn't be able to get it to work again. Miles then notice police helicopters are arriving and seeing this a right time to leave. But everyone looks up to the skies, which suddenly turns red, to see another Earth.
THE EPIC CONCLUSION!
• Is this the end?
- The Captain Universe impostor being escorted away at the police department is actually Avengers and New Avengers writer Jonathan Hickman wearing a Captain Universe costume. The cameo is a meta-joke with Hickman taking the blame for ending the Ultimate Universe depicted in Time Runs Out, Ultimate End, and Secret Wars.
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