Appearing in "Inheritance"
- Flash Thompson (Cameo)
- Kong (Cameo)
- Trask Industries (Photo)
- Dr. Curt Conners (Mentioned)
Synopsis for "Inheritance"
Eddie Brock shows Peter what their fathers were working on before they died, which was a cure for cancer. Eddie goes on to explain what it is, which their fathers called "the suit." It temporarily takes hold of a patient's biology and finds out what does the body need, solving the problem with a natural solution. If cancer were to spread a tumor to the body, the suit would search the body for the right natural toxins, find solutions in the patient's own body chemistry, and put them to work. It then would find the cancer and kill it. Eddie tells Peter that their fathers were working on a phase two of the suit, but they ran out of funds. So they took part as staff at Trask Industries, but when said company found out they were working on a cure for cancer, they took away all their work. Their fathers later died in a plane crash hours after meeting a lawyer in order to sue Trask.
Eddie reveals that the suit was what they were making on their own behind the company's back. Eddie's grandfather maintained a sample of the suit which his father had kept years ago. Eddie reveals he found out about the suit from their father's notes a couple months ago and had it moved to the university weeks ago. Eddie then says that Doctor Conners thinks it is useless, but that Eddie's and Peter's fathers were still on the right track with the suit. When Peter asks whose DNA their fathers used to program the suit, because it was DNA specific, Eddie reveals it was programmed to the DNA of Peter's father.
Peter is about to see Mary Jane after classes, but Gwen reminds Peter of their breakup. Although he is not happy, he agrees he still shouldn't talk to her. When Eddie shows up to pick up Peter in his car, he decides to bring Gwen along with him while MJ's friend Liz asks her who that guy in the car is, MJ says she has no clue. Liz tells MJ Peter is not special but she denies it. When Liz asks MJ what is special about him she does not answer the question, Liz then walks away saying that she does not want to know what she was going to say.
After hanging out with Gwen and Eddie, Peter watches a tape of his father in his house, in which he says how angry he is at Trask for taking all the things they needed to finish the suit and how all he wanted was to help people, finalizing with "Never trust a man in a tie." Angrily, Peter decides to break into the lab where the suit is and perform the necessary tests to complete it. However a little part of the suit gets on Peter's hand and spreads all over his body. When he wakes up from a coccoon made by the suit, Peter realizes he's covered by black version of his Spider-Man costume.
- This is the first issue of Ultimate Spider-Man in which Spider-Man appears with the black suit.