Ultimate Spider-Man

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Ultimate Spider-Man (2000-present) is a superhero comic book series published by Marvel Comics. The series is a modernized reimagining of the long-running marvel comic Spider-Man. It is set outside of the Marvel Universe continuity in the Ultimate Marvel Universe.

Due to the extensive amount of quotes in the game, they are not included here. For the Ultimate Spider-Man video game, please see the main article.

Issues 1-25 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25
Issues 26-50 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47 48 49 50
Issues 51-75 51 52 53 54 55 56 57 58 59 60 61 62 63 64 65 66 67 68 69 70 71 72 73 74 75
Issues 76-100 76 77 78 79 80 81 82 83 84 85 86 87 88 89 90 91 92 93 94 95 96 97 98 99 100
Issues 101- 101 102 103 104 105 106 111 122 123 124 125 126 127
Annuals 1 2 3 Ultimate 6 1 2 3 4 5 6 7 External links

Power and Responsibility[edit]

Issue 1 - Powerless[edit]

Norman Osborn: You a fan of Greek mythology, Justin? Ever hear the myth of Arachne?

Peter Parker: Sodium carbonate... that is such an odd choice. I wonder if... that is a bold compound -- AHH! [French fries fly in his face]

May Parker: S.A.D.
Ben Parker: What?
May: Social Anxiety Disorder
Ben: Will you leave the kid alone?
May: I think it's worth investigating
Ben: Then leave me alone
May: Don't you worry about our little Peter?
Ben: No. No I don't. He's a smart and resourceful kid.
May: I don't like it. He used to be such a happy little boy.
Ben: And now he's a complative little man.
May: Just like his father was.
Ben: That's right.
May: Peter? Peter? Peter?! Peter?!
Peter Parker: What's up?
May: What did we say about reading at the table?
Peter: Did we say we liked it?

Issue 3 - Wannabe[edit]

[Peter Parker has just vanquished Crusher Hogan. The MC holds up Spider-Man's arm.]
Wrestling MC: Ladies and gentlemen... THE SPECTACULAR SPIDER-MAN!

[Spider-Man beat Crusher Hogan a second time.]
Spider-Man: You okay?
Crusher Hogan: You think I've never been dropped on my head before?
Spider-Man: No, I kind of figured you had been.

Issue 4 - With Great Power[edit]

[Peter Parker is livid.]
Ben Parker: Don't try to be something else. Don't try to be less. Great things are going to happen to you and your life, Peter. Great things. And with that will come great responsibility. Do you understand? Great responsibility.
Peter Parker: [yelling] That's great, Unc. So where is he? Huh? Where's my dad? If he knew so much, then why the hell isn't he here!? Why couldn't he be here to tell me this himself!?

Issue 6 - Big Time Super Hero[edit]

Spider-Man: Hey! As hall monitor, I'm going to have to ask to see your hall pass!
[Green Goblin emerges from the smoke]
Spider-Man: I take it you're not filling in for the PE teacher, are ya?

Learning Curve[edit]

Issue 8 - Working Stiff[edit]

[Viewing on Peter Parker's photo of Spider-Man]
J. Jonah Jameson: Crap. Crap. Crap. What? Did you take these with a disposable camera?
Peter Parker: I...
J. Jonah Jameson (continues viewing): Crap. Crap.

Peter Parker: Uh -- it looks like the script's in a recursive loop. Y'know? The line you changed is causing the script to call itself over and over again without a conditional statement to allow the script to exit or stop calling itself. None of the pages on the site are rendered because the results of the script are needed, but since the script is recursively calling itself, you'll never get results and the pages will never render. See? Technically, web sites don't crash, web servers do. And the web server hasn't crashed...yet. It will, if or when this recursive loop maxes out the web server's CPU resources. All you need to do is add a conditional statement like this to the script -- upload over the older script, and WHAMO! See? I kinda know a thing or two about web designing.

Robbie Robinson: Peter, here's some advice about crime. Say the feds did find someway to bring down the Kingpin...but the problem is, even if they did...there'd be someone else to take his place. That's just how it works.

Issue 9 - Meet The Enforcers[edit]

[The Enforcers silently look at Fancy Dan after he complains about wanting to demolish a McDonalds, as he wanted to apply for work there when he was in high school]
Fancy Dan: What, why're you looking at me like that?
Montana: When was this, Dan? 1982?
Fancy Dan: Whatever, I'm over it
Montana: Really?
Fancy Dan: Yeah, I am.
Montana: So, because you're over it, you want to take a wrecking ball to it, right?
Fancy Dan: Yeah! Because it pisses me off everytime I see it!
Ox: Dan, I gotta say, you're one crazy dude, y'know that?

Spider-Man: C'mon, you guys seriously don't know who I am? I mean, yeah I know I'm new on the block. Lemme break it down, I'm Spider-Man. You're criminals. I'm a superhero, therefore I'm gonna stop you from committing crimes, yadigg?

[After Montana got Spider-Man by the throat with his whip]
Ox: Look at 'im! Can't believe you got the cahones to walk around in tights like that!

Mr. Big: You really wanna take down the Kingpin? Here's how you do it. You find something he wants, he needs. And you try to take it from him. He hates that more than anything, dig?
Spider-Man: Any reason you're telling me this?
Mr. Big: Well, just cuz we work for Kingpin, doesn't mean we have his best interests in mind.

J. Jonah Jameson: People are sheep. They'll read what you give them.

Issue 10 - The Worst Thing[edit]

Kingpin: Who sent you?
Spider-Man: Uh...Uh...Carson Daly.
Kingpin: Who?

[Kingpin has just spotted Spidey.]
Kingpin: Elektra, take care of this. I have guests I need to attend to
Electro: Electro. "-TRO". Boss, I told you, call me Electro. As in "To electrocute"

[After Spider-Man is thrown out a window]
Electro: Anything else, boss?
Kingpin: Yes. Find whoever this Carson and dispose of him. Effectively.
Electro: With pleasure, boss.

[After Spider-Man is beaten by the Kingpin]
Peter Parker[To himself]: Peter Parker, you suck. Recap time. My second outing as a hero, trying to find incriminating evidence on New York's biggest crime lord and what happens, because of your recklessness? I get my ass whooped, electrocuted by Sparky Sparky Boom Man, my web-shooters crushed, my mask yanked off, and tossed me out the window just like that. In the span of thirty seconds. I was electrocuted and thrown out of a skyscraper! God, am I a total loser or what? I mean, I never met this guy, barely knew about him, other than the fact he's running most of the organized crime in the five Burroughs. Other than that, zero idea of what I was in for. Or what they could do. And after I blew it investigating the Enforcers, you'd think I'd learn to back off and leave it be. Nope! Dude, they stole my mask. That's got to be the worst thing that could happen to a superhero. God, my whole body aches bad. My one saving grace is there's no school tomorrow. How much juice did that bald freak hit me with? And did my powers save me from being electrocuted or is it not as big a voltage as it looked like? A guy with power over electricity. Who can shoot bolts of lightning like Thor, minus the hammer. Electro. How 'bout that. Least I know now I'm not the only genetic freak in New York.

[Kingpin shows Mr. Big Spider-Man's captured mask]
Mr. Big: How about that? So what do you think is up with all these costume critters poppin' up all over the place? Dan here thinks it's a fad. Like what did you say? Like breakdancing.

Issue 11 - Discovery[edit]

[Kenny is choke-holding Flash]
Kenny McFarlane: I'm just saying I've seen every single Keanu Reeves movie ever made and I don't see what the appeal is.
Flash Thompson: Wait, you've see every movie Keanu Reeves has ever made?
Kenny McFarlane: Yeah...
Flash Thompson: Sounds to me like you're his biggest fan, Kong.
Kenny McFarlane: Shut your face, Flash!
Flash Thompson: Kenny and Keanu, sitting in a tree!

Kingpin: This new occurrence of costumed vagabonds. It's quite bothersome.

Electro: Mr. Fisk, we won't be hearing from Spider-Man again. And if we did -- I'd smoke him like a salmon.
[At the same time, Spider-Man inadvertently cause a blackout to Fisk Towers as Electro snaps his fingers]
Electro: ...I didn't do it.

Issue 12 - Battle Royal[edit]

[After Ox brutally subdued Spider-Man]
Electro: Don't worry, lemme handle him. I'll fry this punkass kid!
Montana: Wait, he's a kid?
Electro: You betcha! Ten bucks says he isn't even over 10!

Spider-Man: You a mutant?
Electro: Are you?
Spider-Man: Asked you first, dude.

Spider-Man: Hey, big guy! Still with me
Ox: Uggh. I don't feel so good.
Spider-Man: Well, you look terrible if that makes you feel better.

Kingpin: I don't know who you are. I don't know what your agenda is. And I don't know what possessed you to think coming here, into my headquarters, and meddling in affairs you have nothing to do with, was even slightly a good plan. So, let me tell you, Spider-Man. Whatever you think coming here would accomplish, however you thought this scheme would go down, there is one thing I know for certain. You have proven yourself a threat to me, and that means you won't be leaving here alive. Now, who are you?
Spider-Man: You wanna know who I am? I get it. It burns you up that after every other time someone's tried to take you, me, a guy in red and blue spandex, is the one who's actually gotten the closest to actually doing it. Am I right? Don't answer, I already know. And who I am. All you need to know is that I'm just one more person who got sick of the crime you control, the lives you ruin, the chaos that you're responsible for. And also, you wanna know what else?
[Spider-Man pulls several notecards out of his backpack]
Spider-Man: You are so fat--That when you cut yourself shaving...marshmallow fluff comes out. Nothing? Okay, You're so fat--That your high school yearbook picture was taken from a helicopter. Oh, Tough room. You're so fat--That when you get on a scale, it says "one at a time".
[Kingpin roars in annoyance and rage, snapping his buttons and revealing his muscles, before lunging at Spidey]
Spider-Man: [still cheerfully insulting him] You're so fat, you're belly button echoes. When you back up, you go "beep beep beep". Every time you get on a elevator, the cables snap.

Issue 13 - Confessions[edit]

[Peter just revealed to Mary Jane that he is Spider-Man, and both confess their love to each other]
Mary Jane: Face it, Tiger, you just hit the jackpot.

Double Trouble[edit]

Issue 15 - Confrontations[edit]

Spider-Man: Hey, aren't you J. Jonah Jameson? Chief editor of the Daily Bugle? The guy who prints libel and all that other false bullcrap about me in the paper? Yeah? Well, I got one thing to say you, buddy.
[Spider-Man jumps away]
Spider-Man: HAHAHA! Dude, I love the paper! It's hysterical! See ya!
[J. Jonah Jameson starts to walk away, then falls flat on his face.]
Robbie Robertson: Jonah!
[Spider-Man has webbed JJJ's feet to the pavement.]

J. Jonah Jameson: Ben, this story has more holes in it than a Michael Bay movie.

Kenny McFarlane: Parker is Spider-Man.

Issue 17 - Taking Advantage[edit]

Ben Urich: Hey Peter, you wouldn't happen to know where Doctor Otto Octavius is?
Peter Parker: No!!! No, no of course not, no I mean -- why -- why would I know?
Ben Urich: Yeeeah, might wanna cut back on the Mars Bars there, kid.

Kraven the Hunter: I'm here to hunt a one-of-a-kind species. I'm here to hunt the one you call Spider-Man.
Reporter: And -- uh -- What are you going to do with him when you find him?
Kraven the Hunter: Oh, I'm going to kill him -- with me bare hands.

[Peter has an appropriate O_O face at this]

Issue 18 - The Cycle[edit]

[Spider-Man is wriggling in Doc Ock's grip]
Spider-Man: No, I'm with the haircut police. There's a fifty-dollar-fine for bowlcuts in this city.
Doctor Octopus: Well, I like my hair, thank you very much.
[Later Doctor Octopus has captured Spider-Man]
Spider-Man: You're stronger than you look. But then again, I guess you'd have to be.
Doctor Octopus: You are quite irritating.
[Doc Ock squeezes Peter's neck]
Spider-Man: I have a knack for that--ACK!

Issue 20 - Live[edit]

Spider-Man: [to Dr. Octopus] I still kinda feel bad for you and your silly arms incident... so I'm all like: maybe he just needs a hug?

Spider-Man: [to Dr. Octopus] You could rent yourself as a children's ride, you don't have to be all... [Dr. Octopus knocks him into a truck] Piooff!


Issue 22 - Reflections Of...[edit]

[Spidey is kicking around a bunch of inline-skating muggers. He exhibits an inability to stop talking to his enemies.]
Spider-Man: I jumped out of line at Taco Bell... for this? [delivers devastating blows] Your outfits don't even match! How hard is it to get matching outfits, guys? I mean really! [Yet more blows] Do you know I fight, oh I dunno, giant goblins, mad scientists with mechanical arms, bald guys with electric powers. I am A-list, baby. [Yet more blows] I am a merchandising empire waiting to happen... [Yet more blows] ...and you can't even come up with a coherent group fashion statement! [muggers are unconcious, and Spider-Man continues talking] I'm not saying you have to put on the tights--tights aren't for everyone. And by the looks of most of you--tights would definitely be a bad move. But, if you're trying to take yourselves seriously as legit criminals...you're really going to have to work on your presentation. [Turns to crowd] I hope this has taught you all a valuable lesson of not going out of your way to look completely stupid while robbing a bank...Anyway, gotta bounce 'cuz...[Swings away] I'm late for class.

Harry Osborn: So,
Flash Thompson: What?
Harry Osborn:
Flash Thompson: What?
Harry Osborn: I've had a lot of time to think things over and it's pretty obvious, Flash.
Flash Thompson: What?
Harry Osborn: You gay?
Flash Thompson: Wait, what the f-
Gwen Stacy: I thought you were when I first got here.
Flash Thompson: Shut the hell up, psycho girl! I don't need to take this from you wasteoids! Two nerds, a wacko, and Jason Voorhees' daughter! You guys can kiss my ass!

Issue 23 - Responsible[edit]

Peter Parker: Gwen?
Gwen Stacy: Wanna buy some girl scout cookies?

Gwen Stacy: Sorry I ruined your phone sex. [Glances back at Peter] Nice boxers.

Aunt May: Okay. Put on some pants.

Gwen Stacy: [hugging Peter] Hey, it's my hero!
Peter Parker: Yowch! Gwen! Easy!
Gwen Stacy: What?
Peter Parker: Your spike bracelet, it's kinda shabby...
Gwen Stacy: Ha! Sorry.

Issue 24 - Ultimatum[edit]

Nick Fury: Peter, optimism is a revolutionary act.
Peter Parker: Who told you that? The guy who stabbed you in the eye?
[Fury jumps up, but then controls himself]
Nick Fury: Yes, actually.

Public Scrutiny[edit]

Issue 32 - Just Some Guy[edit]

[Spidey has just beaten his homicidal imposter to a pulp and yanks off his mask]
Spider-Man imposter: P-Please... I'm- I'm just some guy...
Spidey-Man: Just some guy? Just some guy?! [slams the imposter against a wall] Lemme tell you something, Just Some Guy! I didn't go through a whole lot of shit after getting my powers, going through problems of my own, risking my neck for a city that loathes my very presence, and now curses my name while the cops fire at me like a criminal, so that "Just some guy" could put on my suit, and go around robbing banks and killing cops, tarnishing what little goodwill I managed to scrape up from my good deeds! You murdered the police captain! A good man! It's because of you that the city hates my twice as much as before! Because you thought this was a fad! And don't you dare say "It wasn't personal". All that you've done has affected me personally. I can't do my damn job anymore because the cops think I'm just another freak to be shot at! You ruined everything I stand for! [grabs the imposter by the throat] Maybe I should kill you for it! Yeah? Why not! You've got everyone convinced I'm a murderer, why not? Why prove them wrong? Tell me you don't deserve it. Go on! Tell me, dammit! TELL ME!!!


Issue 37 - Still[edit]

Eddie Brock: It only hurts this much now because you have nothing to compare it to. It's all just training wheels. [...] it all fades away. When real life starts... you'll know it.
[Venom is standing in front of Peter Parker, the face of the costume pulling back to reveal Eddie Brock's face.]
Venom: Our fathers died to create me... and now you will, too.

Issue 38 - Father's Pride[edit]

Richard Parker: [on a video tape] I find myself surrounded by people who will do or say anything just for the the appearance that they are better than they are, more than they are. And never for a second would they ever actually try to be that. I'm finding more and more people who are only words, and no action. It's disheartening to know that this's more or less the "real world". A world of naysayers and whiners. But me? I wanted to be special, I had gifts, talent, knowledge. And I decided to use them to help make the world a better place. Because you hear everyone complain about how bad the world is. So, I actually tried to find those people. Thing is, I watched my own bull of a father wither away in front of me, and I never could find out why. So, I dedicated myself to a purpose that no boy or girl ever had to suffer through that again. But, when I completed my work, when all was said and done, and because I made the mistake of getting corporate funding. They stole it, framed me for embezzlement. They didn't care about the medical purposes. They wanted a weapon. My miracle suit, my research, my respect, my struggle. All for nothing. Peter, you're too young right now to understand this right now, but if you grow up to be anything better than me, and inherit this big brain, I'm telling you now. Never tell anyone your secrets. Never sell them. It seems that's all that matters these days. Can it explode, can it destroy, can it kill the enemy? Can we aim it and fire it at the other side? How much money could it make us? And God help me, if my work is sold off to those enemies, ever used to hurt anybody, I will never forgive myself. I just wish I had more time...


Issue 40 - Average Bear[edit]

[Spider-Man enters just with a Spider-Man mask, and a shirt with a spider logo]
Spider-Man: You guys are just happy to be walking clichés. Not a care in the world. Seriously good for you. But come on guys, leave the lady alone.
[Gang looks at Spider-Man puzzled]
Spider-Man: What?
Thug 1: What are you suppose to be?
Spider-Man: What?
Thug 1: The hell is this?
Spider-Man: I'm Spider-Man. Read a paper.
Thug 1: Where's your costume?
Spider-Man: Your mom's washing it for me.
Thug 2: Oooogghhh, ddaayyymmnnn!!

Issue 43 - Help[edit]

Jean Grey: In fact, you're the first guy in six months who hasn't immediately pictured me naked, so I appreciate that.
Jean Grey: Until now... you done yet?
Spider-Man: ........ Ok now I'm done.
[Jean Grey stares angrily at Spider-man]
Spider-Man: Ok now I'm really done.

Issue 44 - Tampered[edit]

[Spidey wakes up in the X-Men's mansion.]
Spider-Man: You took off my mask?!
Beast: We wanted to make sure you were still breathing.
Spider-Man: Oh my God! Ever wonder if there was a reason I was wearing the mask in the first place? Every time I turn around, off comes the mask and then "Hey everybody! Check it out! It's Peter Parker!"
[The X-Men snigger.]
Shadowcat: We, uh, we actually didn't know your name.
[Peter claws at his head]

Cats and Kings[edit]

Issue 50 - The Black Cat[edit]

[Spider-Man meeting and seeing Black Cat for the first time]
Spider-Man: You...are a considerable step up from the usual riffraff I find sneaking around the rooftops in the middle of the night.

Black Cat: Crossed a black cat... seven years bad luck.
Spider-Man: Um... did I just have seven years bad luck or am I going to have seven years bad luck?

Issue 52 - Cat Fight[edit]

[Recounting what Black Cat said to Elektra]
Spider-Man: "I'm not my father"? Who would her father even be? Batman?


Issue 54[edit]

[On the set of the "Spider-Man" movie, Tobey Maguire is "crawling" on a wall in the Spidey costume.]
Tobey Maguire: And one day the world will know just how conflicted-- AGH! AAGGH, can't see. I can't see!!
Sam Raimi: CUT! What's wrong, Tobey?
Tobey Maguire: The problem is I can't see out of this mask! Everytime I turn my head the mask shifts and--
[Suddenly, he stares right at the real Spider-Man.]
Spider-Man: &@#! you. [points to Avi Arad] %$&* you, [turns [turns to the rest of the crew] %*$% you!
[points to Sam Raimi]
Spider-Man: All right, I liked Evil Dead 2, so you're cool, but aside from that, #*$% all of you, I'm out!

[Spider-Man just angrily performed mind-boggling acts of acrobatics to prove how inferior the film will be to him.]
Spider-Man: Are you seriously freaking filming right now? Why?
Avi Arad: Because a little CGI tweak and I just saved, roughly, 1.2 million on special effects.
Spider-Man: Screw. You.

Issue 55[edit]

[Sam Raimi and Avi Arad are on set of the "Spider-Man" movie, and on a distant wall, the real Spidey glowers angrily at them]
Sam Raimi: Avi, why are we whispering? He's a half-mile away.
Avi Arad: He might have spider-hearing.
Sam Raimi: Seriously, "spider-hearing?"
Avi Arad: Or something.
Spider-Man: Well, I don't have spider-hearing. But I do listen. And I'm hearing your little conniving comments. And they're pissing me off!

Issue 58[edit]

[Spidey faces Brazilian authorities]
Spider-Man: Speako Englisho! Please, does anyone speak anything even remotely close to English? I speak a little Klingon...

Issue 59[edit]

[Peter just fled Newark airport wearing his Spidey outfit plus earmuffs, a pullover, diapers, gloves and other outrageous stuff. On TV, eyewitnesses report a "crossdressing Spider-Man"]
Mary Jane: Dressing up like a woman now? Is there anything you want to tell me?
Peter: That I'm tired, I've had one hell of a night, that you're hot with your hair down?


Issue 60[edit]

[Spider-Man talking to Gladiator, who is hunched over and looks smaller than he actually is.]
Spider-Man: Hey, why don't you go and pick on someone your own...
[Gladiator turns around, revealing his true, gargantuan size as he towers over Spider-Man.]
Spider-Man: ...size? Alright, you stay here, and I'll go find somebody else? Okay?

[Spidey is battling the Gladiator]
Spider-Man: OK, clearly you are the textbook definition of a wacko.

Issue 62[edit]

Gwen Stacy: I don't even know if I like boys.
[Mary-Jane looks shocked, but switches to an unamused look]
Mary Jane: You're messing with me, right?
Gwen Stacy: [laughs] Yeah.

Issue 65 - Detention[edit]

Kenny McFarlane: Listen, he's- he's not a bad guy. He's just, I don't know, loud. He's not a bad guy.
Peter Parker: Yeah, he is, Kenny.
Liz Allen: I'm with Peter.
Kenny McFarlane: Dude, you and him just need to, like, sit down and--
Peter Parker: Kong, I've known Flash Thompson since I was seven years old. And I've met a lot of bad people... He is a bad guy. Sure, now he's just-- He's a bully. Plain and simple. Takes his shots, gives a wedgie, dumps a bucket of water, or even piss... and everyone laughs. Just jokes, right? He gets to say and do whatever he wants because he has a basketball jacket and a nice haircut... Because really, in the world as it is now... I guess all you need for everyone to like you. But here's the thing... He's going to grow up. He's going to become a man. And because you have rewarded him for his behaviour year after year after year... Because his parents don't seem to care... Because all he knows now is that it's okay to act this way, to treat people like shit... He's going to grow up to be a full-grown bully. Because that's all he knows how to be. The world is filled with them. The world is being run by them. And your "friend" is one of them. You need to learn this, Kenny, and learn it fast. This is the world. This is why Gwen is dead. This is why Harry is gone. This is why half of us don't have parents anymore! Because good people never get to be happy. And sometimes they don't get to live! Because when it comes down to it, we're never prepared for one of these monsters comes down to stomp on us, to break our hearts, because theirs are too small.
Kenny McFarlane: And me?
Peter Parker: What do you mean, "and you?".
Kenny McFarlane: Am I one of these people?
Peter Parker: No, Kenny. You're not. You're misguided. You're best friends with someone who treats you like crap. He hangs around with you around with you solely to make himself feel superior. So, believe me when I say this, you are ten times the guy he is. But you let him treat you like this. You let him, Kenny.
Kenny McFarlane: What about you, Pete? What kind of person are you?
Peter Parker: I'm nobody special.

Peter Parker: I'm sorry, Gwen.


Issue 66 - Even We Don't Believe This[edit]

Flash Thompson: Whomp whomp. (Flash flicks two fingers on the back of Peter Parker's head.)
[ Wolverine in Peter Paker's Body glances at Flash, Flash continues to give a cocky grin. This time, Wolverine in Peter's body fully glares at Flash.]
Wolverine (In Peter's body): Rrrrrrrrrr.
[Flash's eyes widen in apparent fear and suprise.]

Issue 67 - Jump The Shark[edit]

Brian Michael Bendis: Even I couldn't milk three issues out of this one.

Kitty Pride: Xavier's School for Gifted Youngsters... gifted youngster speaking.

Wolverine (In Spider-Man's body): When I find out who did this to me, and- wait, why am I talking to myself. I never talk to myself. I'm talking as much as the kid talks. Dear god, I gotta get out of this body!

Spider-Man (In Wolverine's body): [to Wolverine] You need to do a full body shampoo, man. You need to wash everywhere!

Spider-Man (In Wolverine's body): And don't think that just because two big-time superheroes showed up for this that you're some kind of special-
Wolverine (In Spider-Man's body): Shut up!
Spider-Man (In Wolverine's body): What?
Wolverine (In Spider-Man's body): Stop making stupid joke in my body! You're making me look bad!
Spider-Man (In Wolverine's body): Really?
Wolverine (In Spider-Man's body): Yes, I have an image to maintain.
Spider-Man (In Wolverine's body): And a stench!

Spider-Man (In his body again, and is mad at the X-Men): Take it from everyone hates you? It's not because you're Mutants. It's because you act like *&!@£'s! [He screams out a bunch of Expletives, quite angrily cussing them all out, and webs away] AAAARRRGGH!
Jean Grey: Oh God, I didn't realize he'd be so upset. I should've never involved him in this. I have to apologize to him. Maybe send a gift basket.
Colossus: [To Nightcrawler] How am I a [Expletive]]? I'm just standing here.

Mary-Jane:: [To Peter] That thing you tried to do this morning, can we not do that till we're older?
[She hugs Peter, who is in a state of Shock]

Issue 68 - Popular[edit]

[Sue has just told Johnny he needs to get his high school diploma]
Sue Storm: Because you need to graduate high school. You only have a semester left.
Reed Richards: It's nothing.
Sue Storm: Get the diploma. For Dad.
Johnny Storm: You didn't.
Sue Storm: I have four separate doctorates in chemical sciences.
Johnny Storm: Still didn't graduate high school.

Mary Jane Watson: Peter, do guys like confidence in girls? Girls with confidence?
Peter & Liz: No.
Peter Parker: Guys like skanky outfits.

Liz Allen: Mary Jane Watson-Parker, you're making me beg.
Peter Parker: What?
Mary Jane Watson: Don't call me that.

Mary Jane Watson: Hi.
Johnny Storm: Hi?
Mary Jane Watson: I'm Mary Jane Watson-Parker. I-I mean-- I'm- I'm Mary Jane Watson.
Johnny Storm: Okay, you'll let me know when you make up your mind?

Mary Jane Watson: We're going to the beach Friday night?
Peter Parker: Meh.
Mary Jane Watson: Bikini.
Peter Parker: Okay.

[After Johnny accidentally flames on because he was too close to a bonfire]
Johnny Storm: Uh... I can explain this.

Issue 69 - Meet Me[edit]

Mary Jane Watson: You know Gandhi never webbed someone by their feet and hung them upside down froma a lamppost.
Peter Parker: Except that one time.


Issue 70 - Ultimate Strange (1 of 2)[edit]

Hawkeye: See ya at prom
Black Widow: Be nice, Clint. Just a kid.
Hawkeye: Hate kids.
Black Widow: Clint, you have kids.
Hawkeye: Nat, there's a difference.

Ben Urich: So I hope you learned something.
Peter Parker: That someone will trip you on the sidewalk, and everyone will laugh at you?
Ben Urich: You are a bright kid.

Issue 71 - Ultimate Strange (2 of 2)[edit]

Ben Urich (Nightmare): A big robot will grab him and squash him and throw him in the East River and no one will ever find him. And he'll end up on a milk carton... and in ten years no one will even remember there was a Spider-Man.
J. Jonah Jameson (Nightmare): No way.
Ben Urich (Nightmare): Way.
J. Jonah Jameson (Nightmare): No way.
Ben Urich (Nightmare): Watch!
[Giant robot smashes through the wall and grabs Peter]
Ben Urich (Nightmare): See?
J. Jonah Jameson (Nightmare): When you're right, you're--


Issue 72[edit]

Spider-Man: Okay, I gotta skedaddle. I have another group of ungrateful weasels to save across town. Hey, when the police come, make sure to stare at them blankly, too. Oh, and if one of you could blame me for all this, that would be great!

Issue 74[edit]

Captain Jeanne De Wolfe: The Gladiator-museum situation.
Spider-Man: He called himself the Gladiator?
Captain Jeanne De Wolfe: He's psychotic. Psychos tend to do that.

Issue 78 - Dumped[edit]

Teacher: Excuse me, Mr. Parker where are you going?
Peter Parker: Bathroom.
Teacher: You sit down right this--
Peter Parker: Or what? You'll fail me? I could teach this class.

Liz Allen: What is so special about Peter Parker?

Flash Thompson: Someone please explain to me... What is so frickin' special about Peter Parker?

Mark Raxton: You go sit.
Flash Thompson: But--
Mark Raxton: Go, sit.
Flash Thompson: But--
Mark Raxton: Sit!
Flash Thompson: But--
Mark Raxton: Sit!

Kenny McFarlane: Catchy

Kenny McFarlane: Why am I here?
Mary Jane Watson: Because we love you, Kenny.
Liz Allen: And your car.
Kenny McFarlane: (I gotta get in a band.)

Liz Allen: Go! We have a previous engagement.
Kenny McFarlane: Oh, now I know why I'm here.
Liz Allen: Toodleicious!
Kenny McFarlane: I gotta get in a band.

Mark Raxton: What's so special about this Peter Parker?
Mary Jane: Everything.


Issue 79[edit]

[After Hammerhead kills Silvermane]
Hammerhead: I think I've got enough up here already.

Hammerhead: [repeating line] (What) the hell is Tivo?

Issue 80[edit]

[Spider-Man is fighting Moon Knight]
Spider-Man: You wore white to a superhero fight? I mean, look at you! You're filthy!! Even I know that's insane, and I'm suffering from deep emotional problems stemming from my chaotic dual life!

[Moon Knight throws crescent darts at Spider-Man and Spidey webs them. He is holding them now.]
Spider-Man: Do you make these things yourself or do you have them custom made?
Moon Knight: Those are mine!
Spider-Man: Until you threw them at me. Now they're mine.
[Moon Knight steps back in horror.]
Moon Knight: How old are you?

[After Ben Urich informs Jonah of a lead to Fisk Enterprise]
J. Jonah Jameson: BOOM!
Ben Urich: Yahtzee!!
J. Jonah Jameson: Yahtzee?
Ben Urich: I was trying it out.
J. Jonah Jameson: Don't.

[After Peter suggested to change the headline "Moonman" to Moon Knight]
J. Jonah Jameson [pondering]: Moon Knight.
[Peter looks aspire]
J. Jonah Jameson [flatly]: No. Moonman is funnier. Go away.

[Elektra and Spider-Man are in a lift. Spidey cannot help staring at her voluptuous chest.]
Spider-Man: What was your name again?
Elektra: Stop staring at them.
Spider-Man: What? No. What? I was...
[Spidey looks down in shame. Elektra smirks.]

Kingpin: People. The people who you risk your life for everyday. Why do they think they hate you?
Spider-Man: Because of
Kingpin: They--
Spider-Man: Oh wait. I know why. It's because I run a criminal empire and cloak it in charity work and quote unquote legitimate businesses and try to sell myself as something I'm not. No, that's you, Fisk.
Kingpin: No, Spider-Man. They being society, hate you because you're a constant reminder of what they aren't. Special. Unique. Amazing even. They see you swinging around town in bright colors, doing all these amazing things. But they don't thank you for it. They hate you for it. They are in fact like sheep. Deep down, they're grateful to be ordinary. Because you, my boy, are a symbol. An example of heroism. And you do it, I'm sure, because you want to change the world, yes? Perhaps because you're young. Because you benefit from optimism and idealism that comes from being a child. And I truly do envy that, my young friend. What you don't know is that's not how the world works. Heroes are outcasts. They're loathed and envied. Superman is an contradiction, a fantasy. In the real world, people want to be free to do whatever they want. But, when they see you beating down the dogs, they feel they're being watched. Like they aren't allowed anymore, lest you come after them next. So, they turn to me for guidance. In truth, I don't hate you. You are a nuisance, but I can't hold it against you. But, you must realize, crime is this. The rules are shackles. Keeping them from getting what they want. And so, they want me to give it to them. That's the cruel truth of the world, my boy. People, at their core, don't care about anything but themselves.
Spider-Man: That's how you see it, but you're the criminal, so I don't particularly care or believe what you say.

Issue 81[edit]

[Upon executing Shang-Chi]
Hammerhead: Do you have a gun?
Gang Thug: No.
Hammerhead: [drawing his pistol] You should get one.

Spider-Man: Jeez! If you didn't like the service, just don't leave a--
[Spider-Man punches Hammerhead in the head, not knowing that his head is made of steel]
Spider-Man: OOWW!! Oh my God! Oh crap! I think I actually broke my hand!!

Issue 82[edit]

[Hammerhead is holding Spider-Man at gun-point]
Hammerhead: Skank! Back off! I'm conducting business!
Black Cat: Gasp. Do you think I look skanky in this outfit?
Hammerhead: It's not a negative.
[Hammerhead fired his gun, but only in causing it to explode in his hand by Spider-Man, who webbed Hammerhead's hand]
Hammerhead: ARGH! RrrrMy hand!!!
Spider-Man: You shot a bullet into my web. Or did I shoot a web into your bullet? (I always get those two confused.)

Spider-Man: Jeez!
Black Cat: Time to go bye-bye. Come on...
Spider-Man: I've been shot at now three times in fifteen minutes.
Black Cat: And there was that grenade in your face.

Ox: I wasn't doin' nothin'!!
Police Officier: You have the right to an attorney.
Ox: I was lookin' for dim sum!
Police Officier: If you can't afford an attorney--
Ox: I'm out on parole.

Issue 83[edit]

Spider-Man (thinking on Hammerhead): That head on him is freaking me out. What is he? A mutant? Was he bit by a radioactive hammer?

[Spider-Man & Black Cat have just lept into the middle of a fight involving Elektra, Iron Fist, Hammerhead, Moon Knight, Shang-Chi and The Enforcers]
Hammerhead: Oh, come on!! You never did this to Wilson Fisk!
Spider-Man: Uh...Who's the bad guy here?
Black Cat: I'm not completely sure.
Spider-Man: Look who I'm asking.

Issue 84[edit]

[While fighting Elektra]
Spider-Man: Hey uh, are you busy Friday night, because me and my girlfriend have split up and--[Spider-Man then kicks Elektra]

[Spidey has just stopped a huge battle between Black Cat, Elektra, Iron Fist, Hammerhead, Moon Knight, Shang-Chi and The Enforcers by filling the room with webbing.]
Spider-Man: You guys are freaking crazy! Yeah, and this's coming from a weirdo in red and blue spandex! I resemble that!

[Hammerhead is webbed by Spider-Man]
Hammerhead (to Spider-Man): Son, I've got a list!! And you've just made the top of-- [Hammerhead's mouth is then webbed] hmmmff!!

Moon Knight (to Spider-Man): YOU IDIOT! The entire city hangs in the balance over what happens here and you're sticking your nose in where it doesn't belong!!
Spider-Man: Really, The entire city?
Moon Knight: Yes.
Spider-Man (to Montana): Can you believe he wears white to a super brawl, at night?
Montana: Kid, just shut up....
Spider-Man: Just saying, dude. You can't blend in to the shadows in white. That's why Batman works in black.

Moon Knight: Now the police are here and we have nothing to show for thisargh!
[Elektra grab and stabs Moon Knight]
Elektra: You really shouldn't involve yourself in other people's affairs, mystery man.

[Hammerhead took a picture of Moon Knight's unmasked face from his mobile phone]
Hammerhead: I own you!

Issue 85[edit]

[Black Cat has pinned Spidey against the wall and wants to make out with him.]
Black Cat: I am going to do it, Spider-Man. I am going to take off this mask and I am going to kiss you.
[Black Cat pulls off his mask, revealing Peter's childish face.]
Black Cat [utterly horrified]: I thought you were -- you are just a little -- how -- how old are -- BLUUUAAGGHH!!
[Black Cat vomits on Spidey and runs away in shame.]
Note: Spidey is about 15-16, and Felicia Hardy, aka Black Cat, is probably at least in her twenties.

[Kingpin is speaking to a informant, whose face is obscured]
Kingpin: At least one good thing came of this.
Informant: Yeah?
Kingpin: Spider-Man trusts you now.
Informant: Yeah, guess he does. So, what do you want me to make him to do for you?
[Full-page shot of the informant, namely Jeanne De Wolfe!]

Silver Sable[edit]

Issue 86[edit]

[Spider-Man about to crush Omega Red with a fork-lift]
Omega Red: You know what I'm going to do to you when I--
Spider-Man: Shush!
[Spider-Man crush Omega Red]
Spider-Man: Woof! Uh, anyone got any Advil?
Omega Red (weakly): Ow.

[After Silver Sable upper-kicks Flash Thompson, after having thought he was Spider-Man]
Silver Sable: This. Is. Not. Spider-Man.

Issue 87[edit]

Kong: Peter, you seen Flash?
Peter Parker: Flash Thompson? Wait, let me check my underwear.

Kitty Pryde: But we... Should get out of here. The sunglasses are the lamest disguise ever.
Peter Parker: That's a disguise?

Kitty Pryde: A seven-foot rhino?
Peter Parker: Coulda been eight-foot.
Kitty Pryde: An eight-foot rhino?
Peter Parker: What can I tell you?
Kitty Pryde: There was an eight-foot rhino running around New York.
Peter Parker: Yes.
Kitty Pryde: A real rhino?
Peter Parker: Don't be silly. It was a guy dressed up as an eight-foot rhino. A big metal rhino...thing...
Kitty Pryde: Trashing the city?
Peter Parker: Yes.
Kitty Pryde: Why? Why would someone do that?
Peter Parker: I couldn't tell you. Says the guy who dresses up as a spider.
Kitty Pryde: You'd think that would be on the news.
Peter Parker: Eh. The media.
Kitty Pryde: You saved the day there, right?
Peter Parker: This time it would seem so, yes.
Kitty Pryde: Wow.
Peter Parker: You've had your share.
Kitty Pryde: No rhinos.
Peter Parker: I had no idea this would impress you so much.

Mary Jane Watson: Flash Thompson.
Peter Parker: He's going to rich off this, isn't he?
Mary Jane Watson: It's the world we live in.
Peter Parker: Everyone's getting rich but me.
Mary Jane Watson: Flash Thompson: Spider-Man.
Peter Parker: I know.
Mary Jane Watson: Flash Thompson: The hero.
Peter Parker: I know.
Mary Jane Watson: And you know he was all crying for his mommy.

Issue 88[edit]

[Having seen the news media swarming over Midtown High School looking for Spider-Man]
Chen: Wow, are we so entirely screwed.


Issue 90[edit]

Tony Stark: "Spider-Man is chasing a skinny bald guy in a big bird outfit." Now there's a sentence you don't hear everyday.

Elijah Stern: You're a puppet. A puppet! With no puppeteer!! Who doesn't even know he's a puppet.

[Vulture is plunging to the ground after having his equipment shot by Silver Sable]
Spider-Man: Great!! Now I have to save him!


Issue 91[edit]

The Ringer: I'm the Ringer!!! Straight up, I'm from Waldorf, Maryland!
Spider-Man: What? What does that even mean? Am I dreaming? This seems like it might be a dream. No more jalapeño cheese popcorn before bed.

Spider-Man: I gotta- did I miss a memo? Did Maryland become cool?

Deadpool: Faaaaar out... it's Spider-Man! There's something we didn't expect to get today... Bonus.

Issue 92[edit]

Reaver member: I want to take off his mask.
Deadpool: Hey. I told you... respect the mask. Masks mean something. Respect that.

[Spider-Man wakes up in front of Deadpool]
Deadpool: Yo, Mr. Spider-Man? Mornin', sweety. Rise and shine. Time to greet the day.
Spider-Man: What's-- who--??
Deadpool: Now, throw him overboard.
[Spider-Man is then thrown out of a high-flying helicopter]
Spider-Man: Oh, come on!!!

Colossus: You don't recognize me?
Spider-Man: Aunt May?
Colossus: I'm one of the X-Men.
Spider-Man: Big giant Russian metal man!
Colossus: Colossus.
Spider-Man: Oh. I thought it was big giant Russian metal man.

Bonebreaker: I'm the Bonebreaker and I am here to break some bones!!!

Colossus: And if Kitty attacked you, and Storm attacked me...we're dealing with a shapshifter.
Spider-Man: Or, women have decided to take over the world. I knew it was coming, but no one listens to me.

Spider-Man: I'm really hoping it's Central Park.
Colossus: I don't think it is.
Spider-Man: I know. So be prepared for me to start crying any minute now.

Cyclops: Ready.
Storm: Ready.
Colossus: Ready.
Spider-Man: Meh.

Spider-Man: What's Krakoa island??!!
Shadowcat: It's a prison island for mutants. The nation of Genosha imprisons its mutants, sends them here, and hunts kills them. For sport.
Spider-Man: For sport?
Shadowcat: They broadcast it on TV. We came here last month and stuck our noses in. The professor was way mad at us. He told us not to, and we did it anyhow.
Spider-Man: We're on TV right now??
Shadowcat: Maybe.
Spider-Man: Right now??
Shadowcat: Maybe.
Spider-Man: They kidnapped you out of your home and now they're going to kill you on TV??
Shadowcat: And you.
Spider-Man: Doesn't that sound rather inhumane?
Shadowcat, Jean Grey & Cyclops: YES!!
Deadpool: Well, that's one way to look at it.

Issue 93[edit]

Spider-Man: But I'm not a mutant. Not that there's anything wrong with that! But there is something wrong about riffing a ten-year-old Seinfeld bit. So if you want to try to kill me for that I completely understand!

[Deadpool grabs Nightcrawler by the throat]
Deadpool: It's the blue smelly one... What's-his-face? You should'a listened to your team captain, Cyclops, and ran like hell, Furby!
Deadpool: Yeah, I know.

Deadpool: It's funny, I came here with starry-eyed dreams of killing me some X-babies... And now all I can think about is that damn Spider-Man.

Spider-Man: If I was a lesser super hero, I would say something lame like- "Your show's been cancelled." But that's not me.
Shadowcat: The fact that you thought of it is a cause for concern.

Spider-Man: Name calling!? See, now you've mad me all mad and stuff. You know how hard it is for a guy like me to find a nice girl? You're making me look bad in front of my lady on TV. I mean, sure, kidnap me, kidnap her, but when you start with the name calling!!

Issue 94[edit]

Spider-Man: I have spider-sense! You got to learn to trust the spider-sense!

Spider-Man: If this is a TV show going out live to half the world, do you think we could be up for an Emmy, because I think--
[Spider-Man gets shot by one of the Reavers]

Deadpool: Don't--
[Spider-Man unmasks Deadpool]
Spider-Man: What does it take for you to go night-night?
[Spider-Man and everyone present are surprised]
Shadowcat: Oh man!
[Deadpool's entire face and head is heavily mutilated nearly to a skull]
Deadpool: I told you!

Deadpool: Do you understand? Do you?
Spider-Man: I understand you smell like a KFC dumpster on a hot day!
[Deadpool pins Spider-Man to the ground and points his guns at his face]
Deadpool: They'll understand when it's over.

[After Deadpool exploded into nothing]
Reaver: Let's do it for Wadey!!


Issue 95[edit]

J. Jonah Jameson: Vampires!??
Ben Urich: There's mutants, Spider-Man, Captain America frozen in a block of ice for decades, Tony Stark is a human tank -- But vampires is too much for you?

Peter Parker: Ms. Brant, what happened?
Betty Brant: Urich didn't come home last night. He's been missing for a day. Ten bucks says Wilson Fisk tossed him in the river.

Issue 96[edit]

Morbius: Stand down hellspawn!! You know who I am!
Spider-Man: First of all, I don't know know who you are and secondly--
Morbius: I'm not talking to you, boy!!

Spider-Man: Okay. The wolf is talking. I'm officially creeped out.

[Having been bitten by a vampire]
Spider-Man: Okay, you know what? They killed me! They freakin' killed me!!!

Spider-Man: Who- what's your name?
Morbius: Morbius. And if we ever bump into each other again... Let's both pray you've grown the $%#@ up.

Mary Jane Watson: It's dead. It won't bite you and give you frog powers.

Clone Saga[edit]

Issue 97[edit]

Peter Parker: And that is?
Mary Jane Watson: That's Mark Raxton. The Molten Man.
Peter Parker: Molten Man? Wow, now that's a bad costume!
Mary Jane Watson: His band. The Molten Man.

Mary Jane Watson: Well, I'm engaged to the Human Torch.
Peter Parker: Myuk nyuk. You wish.
Mary Jane Watson: Actually, I'm holding out for Daredevil.

Spider-Man: Okay... Uh... Are you mad about a sale?

Spider-Man: You know, I'm no doctor but... I think you may need different medication.

Issue 98[edit]

Reed Richards: Johnny, drink this.
Johnny Storm: It's water.
Reed Richards: Yep.
Johnny Storm: I can see the headline: Doctor Reed Richards, leader of the world famous Fantastic 4, discovered water. Nobel Committee in emergency session.
Reed Richards: I made it from my urine.

Ben Grimm: Wait, you know the name of Kevin Costner's character in Waterworld? How many times have you seen it?

Susan Storm: Okay, sweety, remember when you told me to tell you when you were acting in a way that is socially "unacceptable"?
Reed Richards: But it's water now, Susan!

Reed Richards: Spider-Man, you can't just touch this building. We have the highest security system known to man on this--
Spider-Man: Well, I don't have my cell phone on me.

Issue 99[edit]

[Peter telling Aunt May that he's Spider-Man]
Peter Parker: Spider-Man. The guy in the suit. That's me.

Issue 100[edit]

Peter Parker: You knew my dad was alive and you didn't tell me??!!
May Parker: You're Spider-Man and you didn't tell me.
Peter Parker: You knew my dad was alive and you didn't tell me!!!

Issue 101[edit]

[After the Fantastic 4 have arrived to help Peter against Fury & the Spider Slayer regiment]
Human Torch: Dude, leave the guy alone! We're so not joking around.

Mr Fantastic: Why don't you tell us what is going on here? Peter Parker has done nothing wrong.
Nick Fury: Well, I'm kind of in the middle of a domestic military operation, Richards. So follow my direct order and go home!!
Human Torch: Yeah, well, I have like three friends in the world. You aren't doing this to one of them.

Thing: No offense, Red, but you are one ugly--
[Carnage attacks Thing]
Thing: Hey, I'm not done... childishly insulting--
[Carnage throws Thing from outside the Parker's house in Queens to a convenience store.]

[Carnage is turned back into Gwen Stacy]
Peter Parker: Oh my God... Gwen!!??
Human Torch: Now it's a chick?
Thing: Man, I don't know what's going on...

Issue 102[edit]

Peter Parker: Where did you get Oz from?
Unidentified voice: He got it from me.
[ Otto Octavius is shown, infront of Reed Richards & Nick Fury]
Otto Octavius: His father.

Issue 103[edit]

Otto Octavius: Oh! Oh, now what? You're going to what?? Hit me? Will that make you feel better?
Peter Parker: YES!

Issue 104[edit]

MJ transforms into a Goblin-like creature in Reed Richard's lab
Thing: Sweet Aunt Petunia on a cracker!

Nick Fury: HALT!! My name is Nick Fury and this situation is under S.H.I.E.L.D. control!!
Henry Gyrich: Yeah, uh-huh... Henry Gyrich, FBI!!!
Nick Fury: We have the situation here, Henry. Send your farm boys home.
Henry Gyrich: Fury, this is an FBI operation. So, no offense, you stand down.
Nick Fury: Oh yeah?
Henry Gyrich: Yeah! Fury, where's Doctor Octavius?
Nick Fury: Who?
Henry Gyrich: Doctor Otto Octavius?? Where is he?
Nick Fury: Oh! Guy with the bowl cut and the metal arms?
Henry Gyrich: Yes!
Nick Fury: Well, I don't know. In jail, right?
Henry Gyrich: Fury. This is a very serious situation.
Nick Fury: What is the situation?
Henry Gyrich: I know you know.
Nick Fury: Know what?
Henry Gyrich: Stop it! What are you doing?
Nick Fury: Defending the country. What are you doing?
Henry Gyrich: Where's Octavius??!!
Nick Fury: Wait a sec... Did you make a deal with Doctor Octopus to make super-soldier experiments behind my back and it all blew up in your face and now you're going to get fired and maybe indicted--
Henry Gyrich: Is he in there?
Nick Fury: Is who in where?

Doctor Octopus: Call me crazy... I guess I liked being called Doctor Octopus.

Various impacts rock the Baxter Building
Thing: Oh, great. Now I have to reset the Tivo.

Issue 105 - Clone Saga: Epilogue[edit]

Nick Fury: Where's Peter Parker?
Ben Grimm: Who?
Nick Fury: Kid, I'm this close to bringing you all up on charges.
Ben Grimm Fury, why are you treating this dude like he's the bad guy? He's so not the bad guy.
Nick Fury: No. He wasn't the bad guy. But he was the weapon of choice of the bad guy and that situation has not been contained.
Ben Grimm: Yeah? And none of it was his fault. You have the bad guy. In fact, the dude beat him up and gave him to you.
Nick Fury: It's a situation and it needs to be contained.
Mary Jane Watson: He looks up to you like a father. Do you know that? He'll kill me for saying this, but- but he does. He wants to be you when he grows up. He wants to be on your team. He wants to be the greatest hero in the world. Even after all of this. And you're just going to- what? Throw him in jail Because... why?

Aunt May: Heeeey...
Peter Parker: I'm so glad you're okay.
Aunt May: Hey. That costume... It'sss a terrible costume.
Peter Parker: I know.

Jessica Drew: I gotta get some money.
Peter Parker Don't rob a bank. You'll make me look bad. Oh, uh, Aunt May knows I'm Spider-Man now.
Jessica Drew: Is she okay?
Peter Parker: She's- she will be.
Jessica Drew: Thank God.
Peter Parker: I know.
Jessica Drew: Really. And MJ?
Peter Parker: Dodged that bullet.
Jessica Drew: Reed Richards is so awesome.
Peter Parker: He so is.
Jessica Drew: We should be him when we grow up.
Peter Parker: Okay. This is a very weird conversation.
Jessica Drew: Yeah, I'm going to go.

Peter Parker: Organic web shooter, cool. And icky.

Ultimate Knights[edit]

Issue 106[edit]

Peter Parker: I love hospital food. I don't know why people are so down on it.

Johnny Storm:Well, it it isn't the most popular super hero on the planet.
Peter Parker: Yeah, what's up with that?
Johnny Storm: Or is it a clone of the most popular super hero on the planet?
Peter Parker: Don't even joke, Johnny. Seriously.

J. Jonah Jameson: Readership is falling in every newspaper in America, Urich! Newspapers across the country are folding up shop! And this ridiculous article is what you hand in?
Ben Urich: Project Pegasus is a real thing, and it's not my fault readership is down in every paper in America, Jonah.
J. Jonah Jameson: Yes, it is, Ben.
Ben Urich: Is it?
J. Jonah Jameson: I am saying it is.

The Talk (issue 111)[edit]

Peter: You'd need to be a genius doctor of particle physics to even know the terms that describe what was happening and how they defied all those laws and terms

Peter: ... But then there was this nice, terrified lab assistant under the tables who kept yelling things like: 'Frank please...it was accident'.

Aunt May: Peter. I love you. You are my son. In my wildest dreams I couldn't even imagine that you would have grown up to be this good of a person. You are the best parts of your father, your mother, and my Ben... all rolled up into one amazing person.

Death of a Goblin[edit]

Issue 112[edit]

Peter's teacher: so, congratulations kids, your all parents now.

Peter's teacher: Flash and Liz. Mazel tov, it's a boy . Kenny and Izzy.
Kenny: But we're both dudes
Peter's teacher: If you say so.

Carol Danvers: You might have missed this part of the coversation, but... [Nick] Fury ain't here

The Worst Day in Peter Parker's Life[edit]

Issue 122[edit]

Shocker: Let me be the one that tells you how it is!! In the big boy world...when you grow up...In the adult world...Rich people screw everyone!! And not in a cliché way...in a truly mean, nasty, uncaring, inhuman way.

War of the Symbiotes[edit]

Issue 123[edit]

Chen: Mister Brock, can we have a word?
[Eddie Brock then turns into Venom]
Venom: Hhuunggrryy!
[Wild Pack begins firing at Venom]
Chen: Well, technically that was a word.

Issue 124[edit]

Peter Parker: Tell me you didn't come here like this??
Nick Fury: Kid.
Peter: What? You think because you're the great Nick Fury, top cop of the world, you can just come here where I work??
Nick Fury: Uh, yeah.
Peter: 'Kay.

[After Peter was told to stay off investigating the Beetle by Nick Fury]
SHIELD pilot: General, do you think he'll behave?
Nick Fury: Nope.
SHIELD pilot: So you want him to stick his nose in this and told him not to because you knew he would?
[Nick is smirking]
Nick Fury: Yep.

Issue 125[edit]

[Bolivar Trask on keeping Venom in high security]
Bolivar Trask: Well, I've seen the end of King Kong, so I'm going to leave and let you do what you have to do.
Adrian Toomes: We'll get what we need as soon as possible. I'll call with updates.
Bolivar Trask: Do that.

Issue 126[edit]

May Parker: I fall asleep in front of the TV, wake, see an honest-to-goodness monster was running up and down Fifth Avenue. And I have to worry about you all day?? I ask so little...just don't make me crazy.

Issue 127[edit]

[After the Green Goblin cause an explosion to the Triskelion.]
Curt Conners: What happened?
Tony Stark: Something Bad.
Curt Conners: Aren't you--I thought you were Iron Man, I thought you were a super hero...
Tony Stark: Yeah, funny thing about that, it only works if I'm actually wearing armor.


Annual 1 - More Than You Bargained For[edit]

Spider-Man: Great, the army has shown up... for me to save.

[Peter is reading an Internet messageboard, just after taking out the Rhino]
Text: This makes me h8 Spider-Man even more. So the Army is there to take care of whatever this is but smug Spider feels he needs to stick his ugly nose into it. What an arrogant wad! The Army is there fatso!!!! Wo don't need you!!! Who asked you!??? My uncle thinks that Spider-Man is a disfigured freak and that is why he wears a mask. And he looks fat lately.
Peter Parker: 'Fat'?

Peter Parker: (Thinking) I'm the loser of the school. I can't believe it. I'm the loser. It's me. I'm the one that doesn't fit in. What if I stood up and told them I was Spider-Man. The Spider-Man! The actual Spider-Man. I saved the school from the Green Goblin. I've met Captain America. They made a movie about me and you all went to see it!! (Even though I didn't get a dime from it.)

[Shadowcat is romantically interested in Spider-Man, who is single.]
Kitty Pryde: So can you not date anyone? Is that what you were saying before?
Peter Parker: I- I don't think I can. I can't protect the person from--
Kitty Pryde: But what if... they had, I don't know, mutant powers and could take care for themselves?
[Kitty is taken aback by her own words and literally sinks through the ground. Then she musters the strength to phase back up.]
Kitty Pryde: That was insanely forward of me. That this-- That thing about having a girlfriend with powers. That was way--
Peter Parker: Uh, I actually thought it was, like, an excellent point. I wasn't freaked out.
Kitty Pryde: I was.
Peter Parker: Clearly.

[Kitty has phased through Shocker's weapons, breaking them]
Kitty Pryde: Whatever you do... Don't look behind you
[Spider-Man is on the wall behind the Shocker]
Spider-Man: Hi, Herman
Shocker: AIIEEE!!!
[Shocker flees, and runs straight into a web]

Annual 2[edit]

Spider-Man: Faaaaar out, it's Daredevil!
Daredevil: YOU!
Spider-Man: Hey, it is me!

[Daredevil & Spider-Man are pinned against a wall avoiding The Punisher's gunfire]
Spider-Man: So... who makes your costumes?
Daredevil: Shut up.

Spider-Man: Hey, Moonbeam, I missed you too!

Spider-Man: Yay, people of actual authority!

Annual 3[edit]

Spider-Man: Mysterio... is his name?
Captain Frank Quaid: We got to calling him that. We have another name for him but you're under age, I think.

[Mysterio holding Spider-Man by the neck]
Mysterio: We'll do this thing with me and you... When I'm good and ready!!

Captain Frank Quaid: Did you get a good look at him?
Spider-Man: I'd know him if I saw him again.
Captain Frank Quaid: Really?
Spider-Man: Guy with a cloud for a head? Sure.
Captain Frank Quaid: Great.

External Links[edit]

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