Ultimate Marvel: Earth-2

Ultimate Marvel: Earth-2 is a comic book series published by Marvel Comics. The series is a reboot to the original Ultimate Comics and a spin-off to The Amazing Avengers.

Premise
Set in the middle of the events of The Amazing Avengers, the series explores more details surrounding the Ultimate Earth-2 and focuses on the battles and adventures of its resident heroes the Avengers before their arrival with the Amazing Avengers' dimension.

Issues
Issues are split in six individual series, each with eight issues exploring the individual stories of Spider-Man, Captain America, Tigra, Captain Marvel and Hulk and all Avengers together. The Unity series consists of stories and team-ups between superheroes in individual tales.

“Ultimate Spider-Man”
"Alright, let's do this again one last time. My name is Peter Parker. I was bitten by a radioactive spider... and for one year, I've been the one and only Spider-Man. I’m pretty sure you know the rest. I couldn't save my Uncle Ben, who died right after I was bitten by a spider, but I did carry on the one lesson he taught me: that Great Power will always come with Great Responsibility. Since then, I've been fighting criminals and saving the citizens whenever and wherever I'm needed. So far, no one else knows my secrets except the people I love and trust the most. Those including my aunt May, my cousin Felicia, who's been fighting crime as Black Cat and my beautiful girlfriend Mary Jane Watson. And so on, whether I'm wanted or not by citizens... even this loudmouth from D.B. J. Jonah Jameson... I will fight for what's right. And let nothing and no one stop me."

- Spider-Man introducing himself to the readers

TBD

“Ultimate Captain America”
"Very well, troopers... let's do this again just one last time. My name is Steve Rogers. I was subjected to a Super Soldier formula for the U.S. Army... and for a lifetime ago, I've been the one and only Captain America. I’m pretty sure you know the rest. I led an army against Hydra in World War II... until that fateful day when I was frozen in the Arctic ocean for decades... and reported killed in action. Then, I woke up in the modern world. Found still alive by the world's new military unit called S.H.I.E.L.D.. Despite how shocked I was with how drastically the world changed while I was sleep, I continued doing what I do. Serving my country, fighting new threats... and also old threats like Hydra. Also, I may not have my old war colleagues, but I have new ones to lead for the greater good of this world. Because that's what heroes do. And together, we'll do everything it takes to keep the innocents safe."

- Captain America introducing himself to the readers

TBD

“Ultimate Tigra”
"Some would call this a horror tale. Because it involves a girl who carries a terrifying secret... involving a ferocious, unstoppable cat creature that strikes fear in crimminals' hearts. But still aspires to do what heroes do. For me, this isn't a horror tale. It's a family history. My name's Mary Jane Watson. For a long time, I've been searching answers about my past. To know who my father is. For a while, I thought it would be just a regular, but beautiful family reunion. But then, it turned out to be something more. Something beyond my most childish imaginations. Still, whatever that is, it'll give me the means to do what must be done... and what the man I love the most does."

- Mary Jane Watson narrating in the introduction

TBD

“Ultimate Captain Marvel”
"Alright, let's do this again just one last time, shall we? My name is Carol Danvers. I've been hit by the explosion of a Kree ship engine and absorbed its energy... and for the last twenty years, I've the one and only Captain Marvel. I'm pretty sure you know the rest. I stopped the Kree from decimating any alien worlds living in the galaxy, I made some interesting friends... (chuckles) I also adopted this alien kitty cat... and resumed what was left of my old life on Earth. Which started by forming this close... I mean really, really close relationship with Earth's first Avenger himself. We got married... and we had a little girl, who grew to be just like us. I know. It's an unbelievable strange thing to happen. But, what can I say? It's another strange thing that does happen. But, still part of what I am now. And will be for now on."

- Captain Marvel introducing herself to the readers

TBD

“Ultimate Hulk”
"Hi, Betty. I know it's going to be hard for me to explain... but I know you're gonna believe me. So when that gamma experiment went wrong, I was thought to be dead for fifteen years, but I was infected by it. Now everytime I get angry or nervous, I turn i to this... a rampaging monster that destroys everything he hates. This monster they call "the Hulk". Ever since then, I've been on the run from the government and the army. Because of some faces who don't want to cure me. Only make more of me. I'm trying to fix it, I really am. But I need your help. Please. You're the only one I can trust, Betty...."

- Bruce Banner to Betty Lockwood

TBD...

”Ultimate Ant-Girl”
"Hi, everybody! What'd ya say we do this? My name's Cassie Lang. I'm the daughter of the new Ant-Man Scott Lang. And for this last one month, I've been the one and only Ant-Girl. I got a prototype of the Pym Particle suit as a birthday gift from my dad, and on my first lucky try, I've proven myself as fit as he was of becoming a superheroine like he is. Not bad for a 10-year-old, huh? It's pretty fun, although I do need to carry on the important lessons that my dad and other superheroes learned. Including Spider-Man's lessons about power and responsibility. It's gonna hard, but it's still gonna be fun all the same! Becuase, like daddy said, this is what heroes do."

- Ant-Girl to the readers

TBD...

“Ultimate Black Panther”
"For many years, our family has worshiped the panther goddess Bast. As the story goes, close to a million years in the past, the man who would be known as the first Black Panther met her and was granted his own kingdom which was filled with a metal known as Vibranium, which could not be found anywhere else on the planet. "You have found me", she said, "and as a reward, I shall grant you your own land, as well as mystical powers beyond your wildest dreams." She allowed the man to consume her Heart-shaped Herb, breaking all of the man's limits and turning him into the first Black Panther and the first ruler of the kingdom that would one day be known as Wakanda. His son took over when he died. Their son took over when they died, and so on. And one day... your time will come when mine ends, T'Challa."

- T'Chaka to a young T'Challa

TBD

“Ultimate Unity”
TBD

“Ultimate Avengers”
TBD

Main

 * Spider-Man / Peter Parker - A teenager who was bitten by a genetically-modified spider during a field trip to Oscorp. While he focuses on both his career as Spider-Man and his normal life as a high-school student, Peter also aspires to be a social support counselor, as he spends his time interviewing and granting support advice for the shy and insecure as well as LGBT people.
 * Appearance: The same as in the original comics. His second Spider-Man suit resembles the one worn by Tom Holland’s character in the Marvel Cinematic Universe.
 * Tigra / Mary Jane Watson - Peter’s girlfriend and classmate. She is an half-human, half Titanian Tiger hybrid (daughter of F.E.A.S.T. nurse Mary Watson and Titanian Tiger Soto) with the ability to shapeshift into a humanoid tigress with the abilities of Fire and Ice Breath, Hypnosis and the “strength of ten tigers combined” (provided by Superhuman Strength, wall climbing, Superhuman leaping, and able to run and swim in incredible speeds). She can also use a technic called the "Maharaja's Roar", on which she lets out a powerful roar which can conjure wind and fire and summon the astral projection of a tiger head. This power can be used in both human and Titanian Tiger form. She initially wore no clothes in her Titanian Tiger form until she was given a new two-piece leotard suit after earning membership of the Avengers.
 * Appearance: The same as in the original comics. Her Tigra persona is based on Greer Grant’s variant in the comics, but with the costume colored on blue and added with two golden bracelets.
 * Captain America / Steve Rogers - The leader of the Avengers and a World War II veteran, who was enhanced to the peak of human physicality by an experimental serum and frozen in suspended animation before waking up in the modern world. He is also a mentor to Spider-Man and his friends. He is also married to Carol Danvers and they have a teenage daughter named Liz.
 * Appearance: Based on Chris Evans’ character in the Marvel Cinematic Universe.
 * Captain Marvel / Carol Danvers - An Avenger and U.S. Air Force pilot whose DNA is fused with that of Kree scientist Mar-Vell during an accident, which imbues her with the powers of superhuman strength, energy projection and flight. She is married to Steve Rogers and they have a teenage daughter named Liz.
 * Appearance: Visually a long blonde haired blue eyed woman as in the original comics and wearing a one-piece leotard version of Brie Larson's character in Captain Marvel and Avengers: Endgame.
 * Iron Man / Tony Stark - The second-in-command and benefactor of the Avengers who is a self-described genius, billionaire, playboy, and philanthropist with electromechanical suits of armor of his own making. He is also a mentor to Peter Parker and frequently helps him with his inventions.
 * Appearance: Based on Robert Downey Jr.'s character in the MCU. His most used armor resembles the nanotech suit featured in Avengers: Infinity War.
 * Wasp / Janet Van Dyne - An Avenger and college student who was bitten by a genetically-modified wasp, granting her the abilities of size-shifting, flight (when small), bio-electricity blasts (or "Stings" as she calls them) and size addition. She can also produce organic Wasp wings in her back.
 * Appearance: Visually a Caucasian young woman with auburn hair and green eyes. Her Wasp suit is a barefoot one-piece leotard version of the one she wore in the Ultimate Comics.
 * Hulk / Bruce Banner - An Avenger and genius scientist who, because of exposure to Gamma radiation, typically transforms into a monster when enraged or agitated. Later on, Banner (with help from Betty Lockwood / Scarlet Witch) manages to balance his two sides with Gamma experimentation, enabling him to combine his intelligence with the Hulk's strength and physical stature, based on his Earth-616 counterpart's "Professor Hulk" identity.
 * Appearance: Based on Mark Ruffalo's character in the MCU. In his current state, Banner / Hulk eventually resembles Ruffalo's portrayal in Avengers: Endgame.
 * Ant-Girl / Cassie Lang - A rather enthusiastic 10-year-old girl who after receiving a prototype Pym Particle suit as a birthday gift from her father Scott, the current Ant-Man, she becomes the newest hero to the world. She also idolizes the style of her aunt Janet Van Dyne as Wasp.
 * Appearance: Based on Abby Ryder Fortson's character in Ant-Man and the Wasp, but with blonde hair and blue eyes. Her Ant-Girl suit is a one piece leotard based on the classic Ant-Man suit seen in The Avengers: Earth's Mightiest Heroes! TV show and the helmet ressembles the one worn by Hope Van Dyne / Wasp in the MCU.
 * Black Panther / T'Challa Udaku - The genius and very intimidating ruler of Wakanda, an African nation known for its massive amount of Vibranium. T'Challa is the youngest ruler of the country so far and is very protective of his people, though they themselves have mixed feelings on T'Challa due to his willingness to let outsiders into the country. He has many enhanced abilities due to his consumption of the Heart-shaped Herb and is armed with his Vibranium armor and weapons.
 * Appearance: A combination of his Marvel Knights suit and his MCU suit, featuring details such as the mask of his movie counterpart and the cape of his Knights counterpart.

Supporting Characters

 * Starforce / Elizabeth "Liz" Danvers-Rogers - The 14-year-old daughter of Steve Rogers / Captain America and Carol Danvers / Captain Marvel. She is also one of Peter Parker's friends in high-school and operates as Starforce, a young patriot with the same physical strengths of her parents as well as the abilities to harness Vibranium, liberate Photonic energy and project astral constructs.
 * Appearance: Visually, she is a blonde-haired blue-eyed teenage girl. Her Starforce suit is a one-piece leotard similar to her mother's Captain Marvel suit, but detailed after her father's Captain America suit. She also has a facial mask with golden googles.
 * White Wolf / Scott Barnes - The grandson of Rogers' old college James "Bucky" Barnes and Liz's lover. After being exposed to a Oscorp formula which grants him the same strengths of Spider-Man and the abilities to communicate with, move, and fight like a wolf, Scott (donning a Vibranium nanotech suit) became the new superhero White Wolf (which was another codiname his grandfather adopted during World War II).
 * Appearance: A teenage variant of Bucky in the MCU. His White Wolf suit is based on the one worn by Hunter in Avengers: Black Panther's Quest.
 * Black Cat / Felicia Reilly - Aunt May's daughter and Peter Parker's younger cousin who, after being infused with the Heart-shaped Herb of Wakanda and receiving a Black Panther suit of her own from King T'Challa, became a cat-based vigilante allied to Spider-Man. She is openly a Lesbian in the series and is dating Mary Jane's half-sister Sally. Along with Black Panther's wild cat based attributes, Felicia's Black Cat costume also has special camouflage/color-shifting features which change her hair color from blonde to white.
 * Appearance: Visually a blonde-haired blue-eyed teenage girl in her civilian looks. Her Black Cat mantle is the same as in the original comics, though some white parts of her costume are made to look like a one-piece leotard.
 * White Tiger / Ava Khan - Mary Jane's 18-year-old older half-sister who is also a human/Titanian Tiger hybrid and a daughter of Soto with Indian woman Disha Khan. Her powers are the same as Tigra's. Unlike Mary Jane, who discovers her powers in her teenage years and whose form is based on that of a Bengal tiger, Ava discovered her own when she was 12 years old and her form is based on a white tiger. Also like Mary Jane, Ava wore no clothes in her first transformations until she began wearing a tribal outfit.
 * Appearance: Her human form is the same as in the Ultimate Spider-Man TV show. Her White Tiger form is a White Tiger variant of Tigra in the comics. Her tribal outfit is based on the Cheetah's "Minerva's Curse" outfit in Injustice 2.
 * Golden Jaguar / Sally Khan Watson - Felicia's 17-year-old bisexual girlfriend, Ava Khan's younger half-sister and Mary Jane's second older half-sister -daughter of her sisters' mothers- who, due to exposure to an Oscorp experiment with jaguar DNA, becomes a humanoid jaguar with the abilities of increased strength, speed and stamina and to absorb energy at will. Like her sisters, she wore no clothes in her Golden Jaguar transformation until she begun wearing a new outfit provided for her by Felicia.
 * Appearance: In her human form, she is a long haired brunette with green eyes. Her Golden Jaguar consists on being a Werecat with a Pantanal jaguar skin. She also wears a bare foot red one-piece leotard with a golden jaguar logo in her chest place.
 * Scarlet Witch / Elizabeth "Betty" Lockwood - Banner's fiancé who, after exposing herself to a mystical star ruby which was being experimented on by Norman Osborn for his OZ formula, becomes a magical-infused metahuman, aiding Banner whenever he needs her.
 * Appearance: Her civilian look is based on Liv Tyler's character in The Incredible Hulk (2008). Her Scarlet Witch mantle is the same as Wanda Maximoff's in the Ultimate Comics.
 * A-Bomb / Rick Jones - Janet's boyfriend and college classmate and a Hulk fan who, after partial exposure to Gamma radiation, ended up becoming able to transform into a new version of the Hulk with blue armored skin.
 * Appearance: The same as in the comics.
 * Soto - The biological father of Mary Jane Watson and Ava Khan, he is the chief of the Titanian Tigers, a tribe of alien humanoid tigers who were once banished from their homeworld of Titan by Thanos decades ago.
 * Appearance: His true form consists of being a muscular hulking humanoid tiger with green eyes. He also wears black pants with a silver belt and a pair of golden bracelets. He also has two human forms: one of a Caucasian man with brown hair and blue eyes (as Mary Jane's father), one based on actor Irrfan Khan (as Ava's father).
 * Mr. Fantastic / Reed Richards - The leader of the Fantastic Four and a super genius, who has the ability to stretch his body into different forms and lengths. He is one of Peter Parker's mentors.
 * Appearance: Based on Ioan Gruffudd's character in the 2005 Fantastic Four film and its sequel Rise of the Silver Surfer.
 * The Phoenix - A Pyrokinetic, Bird-themed Inhuman superheroine based on the mythical bird from Greek and Roman legends, tales and stories of the same name. She is evoked by the merging between twins Angelica Jones (Firestar) and Jessica Jones (Songbird).
 * Appearance: The Phoenix is a human sized red anthropomorphic figure with yellow eyes, golden wings and a fiery hair.
 * Firestar / Angelica "Angie" Jones - Jessica's twin sister and a young Inhuman with Flight, Superhuman Strength, Stamina and Durability and Pyrokinetic abilities. She and her sister are two of Peter Parker's friends, Mary Jane's maternal cousins and the two halves of the Phoenix.
 * Appearance: Angelica is visually a Auburn haired, blue eyed girl in civilian form. As Firestar, she wears a one piece leotard version of her classic comic book costume.
 * Songbird / Jessica "Jessie" Jones - Angelica's twin sister and a young Inhuman with the abilities of Flight, Superhuman Strength, Stamina and Durability, Sound Manipulation and communication with birds. She also conjures a aura which changes her hair and eye color respectively from brown and green to blue and violet to hide her identity. She and her sister are two of Peter Parker's friends, Mary Jane's maternal cousins and the two halves of the Phoenix.
 * Appearance: Her civilian form as Jessica Jones is based on Krysten Ritter's character in her same name Netflix live-in Action TV show while her superhero form as Songbird is a one-piece leotard version of Melissa Gold's costume in the comics.
 * Ms. Marvel / Kamala Khan - Ava's 12-year-old younger half-sister who was born from Ava's mother and a tribesman from a village near their beach house. She was 7 years old in the year Ava first became White Tiger. Five years later, Kamala soon learns of her past as an Inhuman descendant when a Terrigen Mist awakens her Size/Shape-shifting powers, which she uses to take on the alias of Ms. Marvel. She becomes Gwen Stacy's best friend.
 * Appearance: Visually the same as in the comics. Her Ms. Marvel costume is the same as in Iago PUC's Avengers Animated Trilogy and Avengers Unleashed, but without the sleeves.
 * Ghost Spider / Gwen Stacy - The 12-year-old daughter of Commissioner Stacy who has a good relationship with Peter and his friends, whom she enjoys spending time with. She later assumes the mantle of Ghost Spider after being bitten by a radioactive spider and becomes Ms. Marvel's best friend.
 * Appearance: Based on her looks in Ultimate Spider-Man vs. the Sinister 6, but wearing a one top leotard version of her costume with a face mask similar to the one worn by Anya Corazon in the comics.
 * Ant-Man / Scott Lang - Cassie's father, an Avenger and the second Ant-Man after Dr. Hank Pym.
 * Appearance: Based on Paul Rudd's character in the Marvel Cinematic Universe.
 * Hope Van Dyne - Cassie's mother and Janet's older sister.
 * Appearance: Based on Evangeline Lilly's portrayal in Ant-Man and the Wasp and Avengers: Endgame.
 * Shuri Udaku - T'Challa's younger sister and the Princess of Wakanda who designs new technology for her country. She is best friends with Felicia Reilly and, like Peter Parker, also aspires to be a social support counselor.
 * Appearance: Based on Letitia Wright's character in Marvel Cinematic Universe. Her costume is based on the one worn during the final battle in Black Panther.
 * Ramonda Udaku - T'Challa and Shuri's mother, the Queen Mother of Wakanda.
 * Appearance: Based on Angela Bassett's character in Black Panther.
 * Everett K. Ross - A member of the Central Intelligence Agency allied with T'Challa.
 * Appearance: Based on Martin Freeman's character in Black Panther.
 * Okoye Juamba - An "extremely proud" Wakandan traditionalist from the Border Tribe who is the head of the Dora Milaje, Wakanda's all-female special forces and T'Challa's bodyguards.
 * Appearance: Based on Danai Gurira's character in Black Panther.
 * W'Kabi Tachiki - A confidant to T'Challa and his best friend who is the head of security for the Border Tribe, serving as the first line of defense for Wakanda.
 * Appearance: Based on Daniel Kaluuya's character in Black Panther.
 * Monica Lynne - T'Challa's longtime love interest and an American reporter.
 * Appearance: The same as in the comics.
 * Zuri Okomo - An elder statesman of Wakanda and the keeper of the heart-shaped herb.
 * Appearance: Based on Forest Whitaker's character in Black Panther.
 * Storm / Ororo Munroe - A mutant and member of the X-Men with the ability to manipulate weather.
 * Appearance: Based on her appearance in Wolverine and the X-Men.
 * Brother Voodoo / Jericho Drumm - the Houngan Supreme and the master of the voodoo arts who is the Doctor Strange of Africa.
 * Appearance: Same as in the comics.
 * Blade / Eric Brooks - A half-human half-vampire hybrid who hunts vampires and is usually referred to as "the Daywalker" by most people.
 * Appearance: Based on Wesley Snipes' character from the Blade series.
 * Blue Marvel / Adam Brashear - An incredibly genius former scientist who is one of the most powerful heroes currently alive.
 * Appearance: Based on his look in Adam: Legend of the Blue Marvel.
 * Natasha Romanoff - A Russian ballet instructor and Mary Jane's teacher, who also acts as a sympathetic mother-figure for Mary Jane.
 * Appearance: Based on Scarlett Johansson's character in the Marvel Cinematic Universe.
 * Hiro Hamada - A 14-year-old robotics prodigy and one of Peter's closest colleges and friends. He is also one of the first few to know Peter is Spider-Man and helped design his websuit.
 * Appearance: Based on Ryan Potter's character in Disney's Big Hero 6.
 * Aunt May Reilly - Peter's aunt and Felicia's mother who is supportive to their roles as heroes.
 * Appearance: Based on Marisa Tomei's character, but with blonde hair and green eyes.

Antagonists

 * Green Goblin / Norman Osborn - The ambitious, corrupt CEO of Oscorp, an industrialist and scientist who developed an experimental substance called "OZ". Due to exposure to the drug, Osborn became able to transform into an insane, powerful monster with physical structure similar to the Hulk's and Pyrokinetic abilities. Despite how powerful he is, he is nonetheless vulnerable to attacks of equally powerful opponents such as Spider-Man, Captain Marvel, Hulk, etc. Goblin is also unexceptionally vulnerable to mystical alien energies, such as the Titanian Tigers' powers, which can easily injure Goblin and even result in instant death if attacks on him are prolonged.
 * Appearance: The same as in the Ultimate Comics, and added with demonic wings.
 * Ultron / Project U.L.T.R.O.N. / Phil Urich - An A.I. program created during the World War II era created by J. Jonah Jameson's father to be the army's ultimate weapon until it proved too dangerous to be controlled and was forcibly shut down. In Present-Day, the project (currently hidden by Jameson to avoid accusations for his father's past mistakes) is soon discovered by Daily Bugle employee Phil Urich before he is shot dead by Jameson to cover the scheme, but not before a fragment of the U.L.T.R.O.N. protect merges with Urich's corpse and secretly reanimates him as a vengeful cyborg.
 * Appearance: Phil Urich resembles Ben Urich in the Ultimate Comics. His form of Ultron is similar to Hank Pym's transformation in Earth-616.
 * Doctor "Doc Ock" Octopus / Otto Octavius - The owner of Octavius Industries who worked to perfect prosthetic limb technology and became Doctor Octopus after attaching four mechanical appendages to his back, using an intra-cranial neural network to connect them to his nervous system. While still an enemy of Spider-Man, Octavius also has a grudge with Norman Osborn, who once planned to exploit his company for Oscorp researches. He also has a genocidal hatred for Inhumans (a personality similar to William Stryker's about Mutants) and a somewhat great fear of the Phoenix.
 * Appearance: The same as in the 2018 Spider-Man video game.
 * Electro / Max Dillon - A former electrical engineer who used to work for Oscorp Industries and later transformed into a powerful, electrical metahuman following a freak accident involving radioactive electric eels, then taking the alias of "Electro". Like Doctor Octopus, Electro also despises both Spider-Man (whom he sees as a hardcore opponent) and Norman Osborn, whom he blames for ruining his life.
 * Appearance: Based on Jamie Foxx's character in 
 * Negative Tiger / Martin Li - A Oscorp scientist who has been planning for experiments to assimilate the tigers' physical strengths until, after a freak accident involving his Tiger-DNA infused chemicals and a forbidden Oscorp virus called the "Devil's Breath", ended up becoming a monstrous humanoid tiger with the ability to harness Darkforce. Driven insane, Li now longs to get revenge on Osborn for his condition even if it means to destroy everything and kill everyone (criminals and innocents alike) in his way.
 * Appearance: His human form is the same as in the 2018 Spider-Man video game. His Negative Tiger form is based on Kraven the Hunter's feral white tiger form from the Ultimate Spider-Man TV episode "Kraven the Hunter" added with Darkforce features.
 * King Hulk / Thaddeus "Thunderbolt" Ross - a former General of the U.S.A. army and leader of the Hulkbusters who has dedicated himself to capturing the Hulk and became a criminal fugitive to the government after being exposed for attempting to use Hulk's DNA to create weapons of mass destruction instead of using it as a cure for human diseases. He becomes a red-skinned and villainous version of the original Hulk after injecting a sample of the Hulk's DNA on himself, but not before being infected by Norman Osborn's OZ virus.
 * Appearance: His human form is the same as in the comics. His King Hulk form is based on his Red Hulk form.
 * Absorbing Man / "Maestro" / Brian Banner - Banner's unsuccessful brother who had grown jealous of his success and mutates himself into a Gamma mutant with the ability to absorb the material of any object he touches. At one point, he absorbs the Hulk's Gamma blood, which transforms him into his own, but a mindless, unstable version of the Hulk on which he calls himself "Maestro".
 * Appearance: Based on David Banner's younger variant in Ang Lee's 2003 Hulk film. His form of Maestro is the same as Bruce Banner's transformation in the comics.
 * The Scientist Supreme / Karen Lee - Ross' estranged wife who believes that science is the way of the future, but becoming rather isane and obsessive and forming the organization A.I.M. to make sure everyone believes in the power of Earth's science. She also despises anything associated to magic (including wizards and sorcerers), which she blindly sees as a constant disturbance to the laws of nature.
 * Appearance: Her facial look is based on Sally Field's interpretation of Aunt May in Marc Webb's The Amazing Spider-Man franchise. Her Scientist Supreme suit based on the one worn by Monica Rappaccini in the 2017 Spider-Man episode "School of Hard Knocks".
 * Superia / Deidre Wentworth - A radical former member of S.H.I.E.L.D. who believes in the idea of women being superior to men, creating monsters she calls Harpies.
 * Appearance: Same as her Earth-616 counterpart.
 * M.O.D.O.K. / Arnim Zola - A member of Hydra and Nazi biochemist during World War II who survived into the modern age by transferring his conscious mind into the body of a sophisticated robot which protected it by storing it in its brain. He now operates as M.O.D.O.K. (Mechanized Organism Designed Only for Killing), a maniacal super-android allied to Red Skull.
 * Appearance: His human form, seen in flashbacks, is based on Toby Jones' character in Captain America: The First Avenger.
 * Klaw / Ulysses Solomon Klaue - An South-African black-market arms dealer, smuggler and gangster who is obsessed with getting his hands on Vibranium. He constantly attempted to break into Wakanda's mines to steal the metal and his obsessive efforts cost him his left arm, which was cut off by T'Chaka in a fight. Due to this, he has an obsessive grudge against Wakanda and the Black Panther lineage, replacing his missing arm with a bionic one which can transform into a claw-shaped weapon which fires sonic disruption blasts.
 * Appearance: Based on Andy Serkis' character in Black Panther.
 * White Panther / S'Yan Udaku - T'Challa's uncle and a traditionalist who refuses to come out of his ways and has an estranged relationship with his nephew. Though he would never kill him, the two clash ideologically, as he resents T'Challa for allowing outsiders into Wakanda and believes that Wakanda was at its best when T'Chaka was alive and has slowly become worse with T'Challa as king. Because of this, he develops his own identity and builds a small tribe of people out of Wakandans who also protest against T'Challa.
 * Appearance: He wears a white version of T'Challa's costume. His civilian looks are the same as in the comics.
 * Killmonger / Erik Stevens / N'Jadaka Kakimi - The son of the late N'Jobu, who was a close ally of T'Chaka whom he was forced to kill during Klaw's first attempt of invading Wakanda. This sparked a hatred for the Udaku family in the young boy, who grew up to be the most violent and unstoppable soldier of all time, being nicknamed "Killmonger" by his comrades. Erik's goal above everything else is to kill all of the Udaku family and to claim the title of Black Panther for himself. He usually mockingly refers to T'Challa as "cousin" as part of a scheme on which he implies the two are more alike than T'Challa thinks.
 * Appearance: Based on Michael B. Jordon's character from Black Panther, though he is usually seen shirtless and with a tribal mask.
 * Man-Ape / M'Baku Udaku - T'Challa's estranged elder half-brother who left the Black Panther tribe when he came of age and formed his own tribe known as the Jabari Tribe. He is a tribalist first and foremost and despises all advances in science and technology. Due to this, he has a very complicated relationship with his brother, who he despises for constantly trying to pull Wakanda into the modern age.
 * Appearance: He has a body like Mike Tyson's, but a head loosely modeled after the Dick Tracy villain the Brow. He often wears a wooden white gorilla mask.
 * Reverand Achebe - An anarchist, terrorist, serial killer, and demon worshipper who is a master manipulator as well as a very gifted genius. Achebe is the reverend of the Wakandan church of Mephisto and is one of T'Challa's most terrifying enemies due to the fact it seems like he is always in a genuinely good mood. He seems to suffer from some form of psychosis, as he often speaks to a puppet, called Daki, which he sees as an actual person.
 * Appearance: His appearance is based on a witch doctor, with most of his suit being red and white.
 * Moses Magnum - A former thief turned superpowered arms dealer and weapons manufacturer, Magnum had a fascination with Norman Osborn's OZ virus, realizing that it has a different effect on everyone who is infected with it. Magnum injected himself with the substance, mutating his genes and granting him the ability to create and generate seismic bursts from his body. Magnum is the head of the Magnum Force Corporation and is described as the person who villains go to when they need new equipment.
 * Appearance: Modeled after Denzel Washington in the film Man on Fire.
 * Radioactive Man / Igor Stancheck - a Russian criminal whose body is constantly emitting high levels of radiation. He took advantage of this by becoming a high-ranking, successful mercenary for hire, as he takes little effort to kill his enemies and targets with his abilities, although he has a great struggle against Gamma Mutants like the Hulk.
 * Appearance: Same as the comics.
 * J. Jonah Jameson - The arrogant, greedy chief editor of Daily Bugle who criticizes superheroes, including Spider-Man. He also happens to be an homophobic (as shown in some newspapers he wrote by himself, on which see saw Homosexuality and LGBTs as a "plague", and as he was shown shooting his own son dead for being revealing to be a trans woman). He is also indirectly responsible for Phil Urich's transformation into Ultron, who (as an act for revenge) ended up murdering Jameson's wife Marla and exposing Jameson's own crimes before attempting to destroy New York. Once Ultron was defeated by Spider-Man and his friends, Jameson was arrested and forced to share a cell with other inmates who previously wanted Jameson's head.
 * Appearance: Same as in the comics.
 * Crossbones / Brock Rumlow - An agent and assassin of Hydra with a high-tech body armor and a pair of shockwave gauntlets.
 * Appearance: Based on Frank Grillo's portrayal in Captain America: Civil War.

Other Characters

 * Ben Parker - Peter's uncle and Felicia's father who was killed during a crossfire between Frank Castle's Merceranies and Brock Rumlow's Hydra Ops, on which he was accidentally shot dead by Castle. His death soon inspired his nephew Peter in becoming Spider-Man and (one year later) his daughter Felicia into becoming Black Cat.
 * Appearance: Based on actor Paul Bettany.
 * T'Chaka Udaku - T'Challa's father and who was the Black Panther before his death by the hands of Herr Kleiser.
 * Appearance: Based on Atandwa Kani's portrayal of the character in Black Panther.
 * Stan - A Comic Book shop owner and friend of New York's superheroes (most closely Spider-Man, Captain America and Iron Man).
 * Appearance: Based on Stan Lee.
 * Harry Osborn - Osborn's son. He is one of the attendants to Peter Parker's support council, on which Harry sought for Peter's advices while confessing he was gay, something of which Norman (who wanted his son to be a superior man) never knew and would have been disgusted to hear but to which only his mother Emily expressed support for. Once he learned of this, however, Norman killed Harry along with Emily.
 * Appearance: Based on Dane DeHaan's character in The Amazing Spider-Man 2.
 * Joana Jameson / J. Jonah Jameson Jr. - Jameson's daughter (originally son) and one of the attendants to Peter Parker's support council, on which she confessed to be a trans woman while to have "thought of herself as a man until she begun seeing herself as a woman". Though she also had major support from her mother Marla, Joana was noneless killed by her own father, who had a disgust and genocidal hatred for LGBT people.
 * Appearance: A younger version of Jared Leto's interpretation of Rayon in .

Differences Between the Reboot and the Original Franchise
Since this new series is a reboot to the original Ultimate Marvel storylines, there are a series of changes and differences done in the story.
 * Gwen Stacy (who was a rebellious teenager close to Peter's age before her death by the hands of the Carnage symbiote in the original franchise) is reimagined in the reboot as an twelve-year-old pre-teenager and more loving girl who is soon bitten by a new Super Soldier spider which leads to her transformation into Ghost Spider.
 * In the original story, Black Cat was a lawless vigilante who at one point expressed romantic interest on Spider-Man until she learned of how young he was. In the reboot, Black Cat is reimagined as a more moralized superheroine while she as Felicia is also reimagined as Peter's cousin, daughter of his Aunt May.
 * In the original story, Natasha Romanoff was the assassin and spy codenamed Black Widow who was sent to infiltrate S.H.I.E.L.D. and the Ultimates to tear them apart and played a part in killing Hawkeye's family. In the reboot, Natasha is reimagined as a normal, yet sympathetic citizen and Russian immigrant to the U.S.A. who happens to be a ballet instructor and one of Mary Jane's teachers.
 * The Black Widow in this reality is Yelena Belova, who is a know antagonist to the Avengers.
 * As in Avengers Unleashed, Bruce Banner's lover Betty is reimagined as General Ross' adopted daughter instead of biological.