Appearing in "Ultimatum: Part 1"
- Human Torch (Johnny Storm)
- May Parker
- Mary Jane Watson
- Spider-Woman (Jessica Drew)
- Gwen Stacy
- Britney Amber Fox
- Kenny "Kong" McFarlane
- Kitty Pryde
- Principal Suitress (First appearance)
- Tony Stark (Iron Man) (Mentioned)
- Invisible Woman (Susan Storm) (Mentioned)
- Thing (Ben Grimm) (Mentioned)
- John Stacy (Mentioned)
- Harry Osborn (Mentioned)
- Martha Osborn (Mentioned)
- Green Goblin (Norman Osborn) (Mentioned)
Races and Species:
Synopsis for "Ultimatum: Part 1"
Johnny Storm is on a uncomfortable date with Brittney Amber Fox, and calls his "pal" Parker to get him out of it. Peter's at home hanging out with Mary Jane while Aunt May and Gwen are at his school trying to get her enrolled now that she's back from the dead. Unfortunately, the school is already in trouble, since the other parents don't feel it's a safe place for their children to attend, due for Spider-Man attracting super-villains that frequently appearing in the school several times before in the past, and not to mention world-famous mutants attending classes from time to time.
As Johnny ditches his date, he catches The Vulture fleeing from an explosion, and starts to tail him. Just as Storm is about to melt the suit around the man, Vulture unexpectedly smacks into Spider-Woman (Jessica Drew), and she wraps him up for the cops. Johnny's instantly falls in love with Spider-Woman.
As Peter and his friends head into the city to see Johnny and have fun, May is approached by the NYPD, who hand-cuff her and take her downtown for questioning about her and Peter's relationship to Spider-Man.
- Although this issue bears the "Ultimatum" banner across its cover, making it an official Ultimatum crossover, the interior story has nothing to do with the Ultimatum event and in fact takes place prior to Ultimatum #1.
- Brittney Amber Fox is intended as a parody of pop star Britney Spears.