Return to the Spider-Verse: Part 3
4, 18
Return to the Spider-Verse Part 3
Air date September 10, 2016
Written by Henry Gilroy
Directed by Jae Woo Kim
Episode Guide
Return to the Spider-Verse: Part 2


Return to the Spider-Verse: Part 4
This kind of power, though, doesn't suit this city. Not yet, anyway. It's better if you take it. I owe you one, pal.

Return to the Spider-Verse: Part 3 is the eighteenth episode of the fourth season of Ultimate Spider-Man.


Spider-Man and Kid Arachnid attempt to prevent Mr. Negative from using the Siege Perilous to drain all the life and color out of the Noir Universe.


Spiderman and Kid Arachnid have entered a new world. Spiderman notes on how he's been there and realizes they are in the Noir Universe and notes on his friendship with its spiderman.

The two come across thugs fighting and put an end to it before the leaders Hammerhead and Mr. Fixit arrive. Spiderman is surprised to see Mr. Fixit is that world's Hulk. As the villain attack each other, Spider-Man Noir saves Spider-man and Miles from the thugs and brings them to a roof.

He expresses mild surprise at the reunion with Ultimate Spiderman again and notes on being somewhat unfamiliar with Kid Arachnid, as Ultimate reminded him that they met before when they came to his world. Recalling this, Spiderman Noir states he tries to "forget" his inter-dimensional travel and tells his counterpart not much has changed. He proves it by showing the recent crime sprees on the streets. Noir tries to get his counterpart to see that the criminals aren't worth saving if they are going to fight even willing to let wipe each other out. This doesn't sit well with Ultimate who tries to intervene but this results in a fight between them.

Martin Li arrives and gives his boss Hammerhead a piece of the Siege Perilous shard for the new weapon he developed to destroy Mr. Fixit. Martin is depicted to be angry at being treated as a grunt and the tasteless use for the shard's great power. After his boss is defeated, Martin seizes opportunity and steals the shard from his boss and becomes super powered. Martin turns on Hammerhead by turning him to stone and becomes happy with his new abilities. After the three spider-men attack, Ultimate remarks on calling his counterpart "Mr. Negative" and Martin takes the moniker and calls himself Mr. Negative and attacks the duo, who retreat with Fixit. Turning to Hammerhead's trapped grunts, Negative asked if they have any problem with him being the new boss, as they nervously state they don't. Freeing them, he tells them that he has plans for the city.

At Noir's apartment, he reveals that May is dead because of Fixit who denies responsibility and they nearly come to blows. Their conflict even led to Kid Arachnid becoming frozen. Later on, Fixit reveals the truth of the event that led to May's death and how he tried to prevent it but failed. Hearing this, Noir forgives him and they decide to work together to fight Negative.

Mr. Negative uses an old search light and modifying it to act as a laser for his new powers. As he fires on the city, Wolf Spider appears and tries getting him to join him, but Mr. Negative refuses and attacks him, since he couldn't stand a fourth web slinger. This forces Wolf Spider to leave to another dimension since there were other shards.

Negative is annoyed by the many spiders in his world and wants them squashed. He is later baited by Spiderman to attack and his attempts destroy his cannon but he freezes Kid Arachnid. He is then lured into a trap and he froze Noir after he took the blow for Fixit. An enraged Fixit took the shard from Negative and undid his actions, saving the world and bringing color to it. With their conflicts resolved, Noir and Fixit decided to become friends and agreed that they owe Ultimate who takes the shard of Li and goes off.


Main Characters

Supporting Characters


Other Characters



  • This is the second time Spider-Man goes to the Noir universe.
  • Spiderman brings up how Noir and Kid Arachnid came to his world.
  • Spiderman Noir's world is now given color.
  • In the comics, Hulk used the alias Mr. Fixit (full name Joe Fixit) when he was the Grey Hulk.
  • In the comics, Mr. Negative is from the main universe, while this version of him is from the Noir Universe.
  • In the comics, Mr. Negative's powers come from the Darkforce, while this version of him get's his powers from a piece of the Siege Perilous.




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