Ultimate Spider-Man will be a unique journey exploring our favorite web-slinger as he teams up with other fan favorite Marvel Super Heroes in never before seen stories with a new life filled with great challenges, new friends, intense action and character growth. Ultimate Spider-Man will tell a coming of age story, where hapless Peter Parker evolves from a naive teen hotshot to a true hero who comes to terms with his origins and abilities. As the storyline begins, Peter Parker has been Spider-Man for just one year. Hes fought villains, saved lives, but still has much to learn about being a super-hero. Now, Nick Fury gives Peter the chance to go to the next level to train to be a real super-hero and become The Ultimate Spider-Man. But before he can do that, Peter will have to learn how to work with a team of fellow teenage super-heroes. Along the way, he will have to navigate challenging relationships with mentors and super-colleagues, and emerge with a better understanding of his parents' legacy and his own destiny.
After a case of mistaken identity, Spider-Man must convince his old team that he's the real Spider-Man before he is destroyed by his new team, the Avengers.
Loki joins forces with Doctor Octopus to destroy the Avengers and their newest member, Spider-Man.
While trying to become a crime fighter, Flash Thompson gets permanently bonded with Venom. It's up to Spider-Man to rescue his one-time school bully from the attentions of Venom, Beetle and Taskmaster. In the end, Nick Fury decides to give Spider-Man his list of teenaged superheroes.
Spider-Man wants to recruit Cloak and Dagger as new warriors for his S.H.I.E.L.D. team. Complicating the matter, however, are Dormammu taking control of Cloak and Dr. Strange in an attempt to invade Earth, and Cloak and Dagger's own trust issues.
Science genius Amadeus Cho proves perfect to operate the Iron Spider armor. The only trouble is he's Peter Parker's class rival.
A mysterious thief known as The Vulture has been causing trouble. Spider-Man decides to track him down, and discovers he's a young man who has trouble remembering his past.
Spider-Man travels to the Savage Land with Wolverine to find Ka-Zar. Things become complicated as a result of a plan hatched by Taskmaster and Kraven the Hunter, who seek Ka-Zar and Zabu for their individual purposes.
Spider-Man realizes he has inspired a whole new generation of aspiring super-heroes and wants to encourage them to have S.H.I.E.L.D. training and form a new team, the New Warriors. However, Taskmaster and his Thunderbolts stage a surprise attack on the S.H.I.E.L.D. Carrier, and the New Warriors must face their first trial by fire when they strive to prevent a breakout of the Green Goblin, Dr. Octopus, Beetle and Scorpion.
Goblin uses Electro to power up the siege perilous to collect the DNA of other Spider-Men. Spider-Man follows Goblin and boosts the confidence of Spider-Man 2099 and helps Spider-Girl to defeat Norma Osborn.
Spider-Man continues following Green Goblin across the multiverse to stop him from collecting Spider-Men DNA. He helps Spider-Man Noir to renew his friendship with Mary Jane and helps Peter Porker regain his will to become Spider-Ham.
Spider-Man helps Spider-Knight take down the medieval Dr. Octopus and save York, then helps Miles Morales forgive himself for what happened to Peter Parker in his universe.
Spider-Man finally ends up in his own universe, he finds Green Goblin has injected himself with the Spider-Men DNA from all the universes to become the Spider-Goblin. With Electro's help from the Siege Perilous he summons all the Spider-Men dubbed Web-Warriors and defeats the Spider-Goblin, but Electro turns on them and uses the Helicarrier to self-destruct and take out New York but is stopped with the help of Spider-Ham and Spider-Girl.
Spider-Man's education at S.H.I.E.L.D. Academy begins but his academic career might be cut short when a villain is awoken from hibernation and sets his sights on destroying S.H.I.E.L.D.
Spider-Man and Hulk are the last line of defense when a bitter rivalry between Agent Venom and Rhino threatens to destroy New York City.
Spider-Man and Ant Man must shrink down into Fury's body that has been infected with Doc Ock's nano-bots.
Craving Mexican food, Spidey, Power Man and Squirrel Girl sneak out after hours for a burrito. Along the way they must contend with a plot from a group of Spider-Man's enemies.
Spider-Man and Triton must stop a war between S.H.I.E.L.D. and the Inhumans.
Spidey wakes up to find his fellow classmates have been replaced by synthetic look-alikes. Not sure who he can trust, Spider-Man assembles a team to save the Academy.
Spidey is captured by Arnim Zola. With time running out, his classmates must engage Zola in a desperate fight, giving Spidey the chance to rally and break free of the madman.
Spider-Man, the Avengers and the Agents of S.M.A.S.H. battle their greatest foes for the fate of the planet. Spider-Man is chosen to be part of the Collector's team and is partnered with Hulk and Iron Man against the Grandmaster's team of villains consisting of Kraven the Hunter, Molten Man and Wendigo King.
Spider-Man is partnered with Captain America, Red Hulk and Iron Fist in a game of capture the flag against Sandman, Blastaar and Ymir. Then Spider-Man is partnered with Power Man, Black Widow and Skaar against Doctor Octopus, Absorbing Man and Zzzax in a game of last team standing but things become a problem when the Grandmaster starts changing the environment of the game.
Spider-Man teams up with Iron Spider, Agent Venom and Thor against Terrax, Attuma and Annihilus in a fight within the subway. Then Spider-Man uses Life Model Decoys to distract Grandmaster so he, Iron Spider and Agent Venom can board Grandmaster's ship to save the hostages. Can his plan succeed?
The Grandmaster has won the Contest of Champions, but Spider-Man asks for a winner take all rematch. Can Spider-Man win?