"When God didn't like what he created, he washed it all away in 40 days and 40 nights. I will do it in three" -Magneto
For the events that lead to this story arc see: March on Ultimatum
Gwen Stacy is back from the dead and May parker is trying to get her back to school. Because of her return the whole group wants to get together and do something, that and because Johnny Storm doesn't have friends and wants Peter to find him a girlfriend. Johnny Storm arranges so that they can all meet but while flying stumbles across a robbery by the Vulture and gets the help of Spider-Woman. The Human Torch feels she's girlfriend materiealas Spider-Woman swings off.
Back at the Parker home Peter's Aunt May is arrested because of her relationship to Spider-Man.
It's Tuesday 4:12 PM. Reed Richards is about to propose to Sue. Ben Grim is working out with H.E.R.B.I.E watching over. Johnny Storm and his father are having a heated argument on Johnny's intelligence. Tony Stark is drinking while Steve Rogers wants to get out and patrol the streets. Thor and Valkyrie are sword fighting. Janet Pym and Hank Pym are talking about Hank keeping Ultron's Yellowjacket's suit while Clint Barton watches. Peter Parker, Mary Jane Watson, Kitty Pryde, Gwen Stacy and Kong are on the L train on their way to meet Johnny Storm. Alison Blaire, Warren Worthington , Hank McCoy and Kurt Wagner are on broadway trying to get tickets for a show while Bruce Banner passes.
It's Tuesday 4:13 PM. New York is underwater.
At the Baxter Building, Mr. Fantastic and the Invisible Girl reach the roof top. A whale enters the room with the Thing, Johnny and Franklin Storm are underwater.
At Stark Mansion, Yellowjacket grows and he can't find Wasp. Iron Man saves Captain America out of the water
At Manhattan, Banner is underwater and Hulk rages out with a Watcher in front of him.
At the L Train in Queens, Kitty takes Peter out of the train and then Peter, as Spider-Man leaves the people behind.
At Broadway, Angel swims out of the water and takes Dazzler with him, apparently dead.
At thr rooftop of the Baxter, Sue uses all her power to keep the water away from New York and then she collapses. The Thing arrives and Reed leaves Sue with him.
At 4:21 PM, Reed is already on an FF submarine and meets with Namor. Reed acuses him of the event while Namor excuses himself saying it was not him.
It's 12:31 AM in Latveria and all except Dr. Doom are frozen solid.
It's 5:02 PM. At Westchester the ProfessorX of The Xavier Institute falls of his wheelchair. Prof. X tells Cyclops and Wolverine that Nightcrawler, Beast and Dazzler "are gone". Then, telepathically Xavier tells all superheroes, that he knows who is responsable for this events, and that all of them have to unite against this threat, to stop Magneto.
At Asteroid M, Magneto sits on a throne with Thor's hammer besides him and says: "Yes, bring them Charles. Bring everyone. So I can tell them myself. For what they've done. They will pay the ultimate price!"
Back in the Baxter building, Ben takes over and is now alone. The Baxter Building is turning invisible and Sue isn't stable. No scientist knows how to help her, and the one scientist who might have a chance of saving her is dead, Franklin Storm is dead.
The Thing has gone out of resources and Sue´s mother then arrives. She suggest that the person who could help would be Dr. Molveick a.k.a. The Mole Man. With the help of the students from Baxter B help Ben find Mole Man and save him from fire mole men. As a result he helps the Thing figures out that the way to help Sue is to internally help her. Using Pym particles the Thing and the Mole man are going to go inside the Invisible Girl.
The Ultimatum wave hits and at the moment Jean hears Kurt´s and Allison's last thoughts before they died. Now the X-Men were getting of getting ready to stop Magneto. Rogue offers herself to help but Jean refuses her help and says that only the First Class of X-Men are going to go and stop them. Toad mentions to Rogue that she's not trustworthy.
During the flood Reverend Stryker lost his wife and boy, so he preaches against mutants for that. He then is approached by multiple people saying that they have to get back for what had happened. In the truck they had Sentinel parts to use to get back at the mutants.
At Department H. Canada Vindicator is waiting for "her" to arrive. Then Jubilee is thrown at Vindicator by Rogue with stolen powers. Rogue tell Vindicator that he didn't rat him out because she felt he was like a father to her. Vindicator then reveals he is actually General Wrait. She asks for his help to take down Magneto and he explains to her that the only way to do that is by re-assembling Weapon X.
In a club Juggernaut and Sabretooth are found and taken down by Vindicator and Rogue.
Back in the institute mutants are attacked by Striker and the rest of his followers wearing Sentinel armor.
The Thing and the Mole Man enter the Invisible Girl and find the problem and are successful at destroying it. The only problem inside her is that some robots ambushes the submarine. Ben fights them off and when they successfully are out of Sue, she wakes up. Ben explains what happened and she then buries her self in work. She mentions to Ben that she has always been smarter than him because if she had this robots then they were implanted in her by Reed, meaning that using the tracking chip in him they can locate Johnny.
The invisible Woman The Thing the Mole Man and Doctor Storm all find Johnny, in another universe where Dormamu, a demon lord, resides.
Peter and the rest of the gang are trapped on the train while New York is going into chaos so Kitty tells Peter he must help out. Peter suits up and swings into the madness. He tries to help and during his he saves a woman from drowning while in the Daily Bugle J. Jonah Jameson watches in awe. Then Spider-Man faces the Hulk, who surprisingly is not mad, and who he gets help from.
Back at the train Kitty Pryde focuses on saving the people on the train.
Peter's Aunt May is taken into custody after the school reports speculation that she has something to do with Spider-Man. There is where the Ultimatum wave hits and throws a cruise ship right in front of the Police station. Spider-Woman saves her from the police and takes her to a building. May questions the girl and makes her promise she will save Peter.
Back at the train, when Kitty is finished saving the people from the train ungratefully some of those people blame her because she is a mutant. As she is trying to pull herself together MJ argues how is it possible she let Peter go, then she punches Kitty in the face. MJ questions the fact that she cares for him and mentions that she doesn't understand that she loves him. Kitty's responds is that she does understand, and with that note she leves them behind to try and help out.
Hulk and Spider-Man helped many people until a point where Spider-Man found a dead man in costume under the ruble, Daredevil.
With no time to mourn over his dear friend's death Hulk and Spider-man see Doctor Strange's Sanctom blowing up. Magical beings start bursting out of control and Hulk and Spidey try and stop it. Dormamu, powered by the Human Torch, appears and kills everything in his path, apparent including Spider-Man.
Doctor Strange tries fighting off this monster but fails and get's killed in the process.
Now that Sue and Ben have located Johnny they go in to get him back. The Invisible Woman uses a forcefield over Dormamu's head cutting the oxygen from the monster and Johnny gives it all it's got to cut his breathing off. the effect brings him to turn back into a little man reunites the Storms and 3/4 of the FF.
Hulk survives this and causes his rage to go up again. Spider-Woman follows the explosion and gets followed by Hulk in the end. Kitty Pryde fails to find Peter but meets up with Spider-Woman. The two girls team up and try to save as many people they can. During the process the find Spider-Man's mask, confirming his death to them.
Back in Forest Hills Kitty hands Spider-Man's mask to MJ.
Ultimatum tie-in! The unthinkable has happened as the X-Men find themselves reeling from the devastating events of Ultimatum. As Xavier's pupils prepare to retaliate, one X-Man is conspicuously left off the roster. As her time as part of Weapon X is counted against her, how can Rogue prove her loyalty? How far will she go? And just what is her mysterious connection to Vindicator of Alpha Flight?! His identity finally revealed!!!
Ultimatum tie-in! The hits just KEEP ON COMING! Just when our waterlogged webslinger thought things couldn’t get any worse, Spidey finds himself face-to-face with none other than the HULK! PLUS Spider-Woman, Daredevil, and Doctor Strange amidst the destruction... and not everyone lives to see the next issue…!
At the Daily Bugle, the workers art trying to grasp what happened. Jameson tells Robbie he was wrong. He was wrong about Spider-Man. When they were all panicking and running away, he saw Spider-Man outside his window trying to save people. He sits down at a computer and starts typing to tell the world.
Spider-Woman finds Aunt May. She wants to know why she called her "aunt." She tells her to find her Peter and bring him back.
Spider-Man is standing before the Hulk. Not sure what to do, he realizes he can talk to the Hulk and convinces him they're friends. He asks him to help him save people. They do until Spider-Man finds the body of Daredevil. Hulk reverts back to Banner and notices that Daredevil was his lawyer Matt Murdock. Seeing New York, he immediately thinks he's to blame and tells Spider-Man to kill him. Spidey tries telling him what really happened but he changes back to the Hulk. There is no reasoning with him as he tries smashing anything in his path.
Spider-Man swings away and sees a cab sticking out of the roof of Dr. Strange's Sanctum Sanctorum. Knowing that can't be good since the Doc keeps all his magic and demons inside, his fears come true.
The saga that will change the Ultimate Universe continues! What is Magneto's true plan? Can he be stopped before all the heroes die? And in the end, what fate is in store for The Fantastic Four? The Ultimates? Even Spider-Man? Shock follows shock from the Emmy-nominated, Eisner-award winning writer Jeph Loeb and superstar artist David Finch!
Magneto's Citadel
Above The Arctic Circle.
That Night.
In the aftermath of the Ultimatum wave,many mutants are left dead by Magneto's mad plan to wash the world completely of mankind and warfare. It was confirmed that The Academy of Tomorrow was destroyed and Emma Frost along with her students were killed in the explosion. Meanwhile, in the savage lands, deaths of Longshoot,Forge,Detonator, and Harddrive were later confirmed as well. As Magneto watched the world he knew burns away, he knew that the death of his children had awaken and open his eyes. For years he has tried to tell the world that it could be in better hands, but they branded him a terrorist and a madman and for that they had to be punished for what they have done.
After Seeing the Body of his dead wife beign eaten by the disfigured Blob, Hank grabs hold of the cannabalistic mutant and without a seconds ,notice bites off his head. In depression, Hank lifts his wife's body into his hands and sets forward twoards the Triskelion.
The Sewers.
Underneath New York City.
The X-Men.
That Night.
Deep in the sewers, the fallen X-man known as "Nightcrawler" lays dead in a pool of his own blood, the body is later discovered by Wolverine. Up in the city streets, the remaining members of the X-Men gather their fallen brotheren for proper burial. An angered "Angel" depressed by the death of his lover sets forth on his quest of revenge against Magneto. It is later that Jean Grey tries to reach her teacher, "Charles Xavier", only to find that he has also fallen to the Ultimatum wave. Without their leader, will the X-Men survive the events that lead up into the final parts of this devastating events?
Valhala.
Mythic Land Of The Fallen.
Thor and Captain America.
Time Unknown.
As "Captain America" and Thor rage war against Hela's army of the undead, they are later put to a hault by the appearance of their fallen comrade, "Valkyrie". Unfortunetly, the godess of the underworld, "Hela", plays her final trick on Thor. She explained that if she allowes Valkyrie's soul to be set free, then one soul had stay in her stead. Thor stared into the eyes of Hela and together, Captain America and Thor made their final decision.
The Triskelion.
SHIELD Base of Operations.
Lower Manhattan.
Ironman and Carol Danvers.
That Night.
As Magneto's army of Madroxs invade the triskelion, "Ironman", "Carol Danvers", and an array of SHIELD agents fight to deffend what was left of their SHIELD headquarters. As all seemed to be lost, Ultimates members "Hawkeye" and "Hank Pym" come to the aid of their fellow comrades. As a last resort, the brave "Hank Pym" a.k.a. Yellow Jacket takes on an entire army of Madroxs that have been wired with explosives and were set to explode. Hank's final will, was to get Janet's body to saftey and to tell her that he was sorry. In that moment, Hank exploded out of existance leaving nothing but fire and brimestone.
Liberty Island.
Valkyrie.
That Night.
Awaking from what seemed like a nightmare, Valkyrie wakes to a worldplunged in fire. Ironman later approuches Valkyrie in an attempt to get information on how she got to her current location. Valkyrie then exlaines that "Thor" was dead, he sacraficed himself so that her soul could roam free. In anger, Valkyrie stated that she will personaly kill Magneto for what has been done. As "Captain America" awaks from his travel to Valhalla, he is later greeted by his fellow team members,"Hawkeye","Valkyrie", and "Ironman". The news of the death of Hank and Jan startles the American super-soldier. After regaining his strength, Cap and what's left of the Ultimates decide to gather every hero available and save the world.
ULTIMATUM HAS TAKEN OVER THE WORLD!! SPIDER-MAN IS MISSING!! Friends are enemies and enemies are friends as tensions mount to insane proportions. And yes, your eyes do not deceive you: MJ versus Kitty... to the death!!! (well, they slap each other a little)
PLOT:
Mary Jane, Gwen Stacy, Kong and Kitty Pryde are on a roof. MJ accuses Kitty of sending Peter in there and he may be dead by now. Suddenly Kitty reveals (after MJ hits her) that she loves Peter as much as MJ does and she's willing to do anything to save him.
Meanwhile Spider-Man and Hulk are at Dr. Strange's place where it's revealed that Nightmare has returned to this world by taking over Strange's body. He than uses his powers and Hulk has a nightmare of seeing those people he killed. Spider-Man than confronts Venom, Green Goblin, Dr. Octopus, Sandman, Electro and many more of his enemies in this 'dream'.
Spider-Woman realizes that Peter needs help and arrives there, where Spider-Man now comes face-to-face with Nightmare who has been apparently killed by the Hulk in which he smashes him and a big explosion is seen. Spider-Woman, Kitty, MJ, Kong, Gwen and Aunt May are watching as that happens and the Hulk and Spider-Man fates remains unrevealed by the end of the issue.
Home of Doctor Strange.
Spider-Man and the Hulk.
That Night.
After the events taking place after Ultimate Spider-man #132, Hulk tears open and unleashes an unkown force of magic. Peter is later deterilzed by the force of the explosion and all that is left is the burned off remains of Spider-Man's mask which is recovred by Kitty Pride. Unfortunetly, things gt worst, the demon Dormammu rises from th explosion and takes hold of the Human Torch. Doctor Stange tries to stop the demon, but is stopped when Dormammu forces Stanges' head to explode. When strange failed, The Thing and Invisible Woman com to help their fllow teamate. While they enter the fight, an unkown man recovers Doc Stranges' body.
Lower Manhattan.
Hulk and the X-Men.
That Night.
The Incredible Hulk is running from the Military forces that try and destroy him, but they are later blocked by the mutant known as Cyclops. While Hulk lays in a crater, he is later greeted by Wolverine. Hulk's reaction is immediate and he launches at the team until young Jean Grey uses her mutant powers to calm the beast down.
White House.
Supreme Power Universe.
Reed Richards. Doom. Zarda. Arcanna.
Time Unkown.
Nick Fury is confronted by the heroes from the ultimate universe, they try to convince Nick to come back and fix the Ultimatum crisis. In an attempt to understand what happend in the Ultimate Universe, Doc Doom states that he had Magneto's daughter killed so that he could declare war on Mankind. Afterwards, he would pick up the pieces and become the ruler. Reed and Zarda soon atack Doom, but are stopped by a gunfire by Nick Fury. Then he commands Arcanna to teleport them back to the ultimate universe.
Aunt May's House.
Peter Parker's Home.
Kitty and Wolverine.
Dawn.
Wolverine comforts Kitty and tries to understand what happend to Spider-man. Kitty relpies that there was a great force of light and he vanished. Soon after, Wolverine hands Kitty an unkown gift and says that they were going up against Magneto and they if they don't come backt hen open the gift. They were leaving her and Booby/Iceman to protect each other and the citizens that survived. After all this goes down there were going to be be people to rebuild so that was why the had to leave them in New York.
Magneto's Citadel.
Above the Artic Circle.
Morning.
The X-Jet and an Ultimates jet fly forwards to assault Magneto. Angel crashes through the main window and smacks Erik in the jaw.Unfortunetly, Sabertooth impales Angel in the back and places him on the ground. Once on the ground, Sabertooth bites off one of his wngs and breaks his neck with his booth. After murdering Angel, Sabertooth is plunged by an arrow shot by Hawkeye. While holding Thor's hammer, Magneto is confronted by Valkyrie and has his right arm sliced off by her sword. Afterwards, Erik uses his mutant power to take her sword and defend himself, but Captain America bangs his shield on the back of Erik's helmet. Erik is then beat down by the super soldier, but manages to escape when a statue blocks Steve from finishing the fight. When managing to escape, Magneto is trapped by the rest of the super hero army.
The end of an era? The last issue of Ultimate Spider-Man? Peter Parker is Spider-Man no more? Is Spider-Man dead and gone in the events of Ultimatum? This final issue will leave you jaw-on-the-floor shocked at the turn of every page!
Featuring all new material by Bendis, Bagley and Stuart Immonen, the legacy of Spider-Man is examined through the eyes of a repentant J. Jonah Jameson. This final chapter in volume one of Ultimate Spider-Man reveals the true fate of Peter Parker and guest stars the surviving Ultimates!
Endcap to the ground-breaking series that helped launch the Ultimate Universe! Does the dream die with the man? How do you continue on when you've lost everything? In the aftermath of Ultimatum, the surviving members of the X-Men say goodbye to their loved ones, pay homage to their memory and try to figure out what happens next.
| Story Arc: | Ultimatum |
| 1st Appearance: | Ultimatum #1 |
| Appears in: | 21 issues |
| Publisher: | Marvel |