Ultimate Spider-Man/Awesome

"Agent: He's beating the crap out of him! Fury: (concerned) Who is? Agent: Spider-Man! Spider-Man is beating the crap out of Osborn!"
 * The first time Spider-Man uses his head was in the second story arc. He attempted to go beat up the Kingpin ended with his wrist crushed and fried by Electro. He did his homework, beat up the Enforcers and Electro, got footage of the Kingpin killing someone, and then leaving in one piece after giving a Reason You Suck Speech speech to the Kingpin. Score one for Spidey!
 * Even more awesome? The speech mostly consisted of fat jokes.
 * Kingpin's revenge is also pretty good;
 * In Ultimate Comics #154, Tony Stark outright tells Peter that when he turns 18, there'll be a job waiting for him at Stark Enterprises.
 * Everything that happens in the Clone Saga arc. Highlights:
 * After a whole incident with Kitty that got blown way out of hand (due to aftermath of Ultimatum and mutant paranoia), the Principal of Peter's high school holds a PTA conference to announce his resignation, but lashes out at the parents (who blame him for what happened at the school) for letting their fear get the better of them and tells them to take responsibility for their own actions rather than trying to find someone to blame.
 * Spidey talking Daredevil out of committing murder.
 * Peter losing his shit at Osborn for throwing MJ off a bridge. A SHIELD agent relaying information to an at first concerned Nick Fury says:

"Peter: Sit down, Eddie!"
 * The turning point of Spider-Man's first fight with Venom. In the Ultimate continuity,  Totally, totally badass.


 * Perhaps the single most awesome moment in the Ultimate-verse is J Jonah Jameson.
 * J. Jonah Jameson, one of the proudest and most arrogant Spider-Man characters outside of the villains, actually has character development during the Ultimatum arc. In the midst of the catastrophe, he personally witnesses Spider-Man dive into the flood to save a woman's life, and instead of blowing it off with some rationalization, he actually writes in his newspaper that he had been wrong all along, that he had shirked his duty as a journalist, and delivers one of the most heartwarming endorsements of Spider-Man imaginable.
 * He also gets a great moment when he apologises to Peter for firing him, opening up about losing his son.
 * The Death of Spider-Man - The Sinister Six, who had to be stopped by The Ultimates last time they teamed up, turn up at the Parker's home seconds after Johnny & Bobby return from a double date. The two teens don't back down, and when Osborn turns into the Green Goblin, Johnny flames on and takes Osborn out immediately. That's right, the Human Torch freaking one hit kills the Green Goblin. The Torch & Iceman then hold their own against four villains they've never fought before, before Sandman & Electro manage to take them out. At which point a wounded Peter turns up.
 * Next issue; Peter spends the whole issue taking on the rest of the group, and does a pretty good job despite the bullet wound. They're being watched the whole time by his neighbors who are calling ambulances and the police for him (his mask is off by the way). Eventually the villains managed to get Peter on the ropes, and Electo is about to finish him off when Aunt May comes out of nowhere and shoots Electro, which causes him to practically explode with electric power, taking out the other villains. Then Aunt May rushes down to cradle the still wounded Peter as all the neighbors crowd around. Then Osborn gets back up.
 * MJ runs Osborn over with a van. When Osborn gets back up Peter then (remember--BULLET WOUND, beating by various supervillains, and just plain exhaustion all around, plus not being quite as strong as the 616 version) picks the van up and squishes Osborn with it. Twice.
 * Otto Octavius earns one earlier in the arc. When the rest of the Six are all being convinced by Osborn to kill Spider-Man once and for all, Octavius alone basically says, enough is enough, and decides to stop going after Peter for revenge. He realized how little targeting Spidey has actually done for him, and just wants to go back to being a scientist, and work for whoever will have him, deciding that he should just be proud that he had a hand in the creation of Spider-Man. Unfortunately for him, Osborn takes offense to that last part and decides to kill Otto. Which he then does.
 * In the previews for Ultimate Fallout #2, Aunt May's confronted by a grieving Captain America, who reveals that it was his fault that Peter is dead and that, before he took the shot meant for him, he had basically tore down Peter and told him he wasn't ready to be a hero. Aunt May's response? Bitch slap Cap and call out both him and Tony over the fact that it was basically their fault Spider-Man was no more!
 * Hell, this was enough to get Steve to actually quit being Captain America.
 * Miles' victory over the Kangaroo, his very first time being Spider-Man, after getting knocked down and kicked around.
 * Miles taking out Electro by beaning him with metal crates before sneaking behind him and gently touching his neck. The fact that Electro is just absolutely creeped out that Spider-Man is back from the dead is fantastic. And to top it all off, he saved SHIELD's asses in the process, when their own efforts backfired due to bad timing or bad luck. This convinces Nick Fury and co. that Miles is a worthy replacement and they decide to give him free reign for a while.
 * Another one when he beats Omega Red, since it happens so fast. After he realizes he's won he has a little "Hell Yes!" pose in the midst of all the rubble and confused New Yorkers who absolutely do not give a shit.
 * Also counts as CMOF, but Miles' taking down the Scorpion, despite still being inexperienced and the Scorpion being much larger and stronger than him. It also averts the Running Gag and the uninterested citizens of his last few battles by having them instead cheer for him afterwards.

Ultimate Spider-Man, the tie-in game

 * Peter's response to Silver Sable about how she is gonna get Mary Jane and Aunt May now that she knows he is Spider-Man: "Leave my family alone!"
 * Sable has managed to get herself out of Venom before he could get a chance to absorb her life force.
 * Most bosses will do that. Notably, Wolverine slicing his way out.
 * Most of Spidey's victories over Venom, since Venom could normally tear Peter apart at close range in his early days, but in the game itself Pete seems to be barely out of breath.

Ultimate Spider-Man, Animated series.
"Fury: That ultimate."
 * In the first episode, while Fury is offering Spider-Man the chance to train with S.H.I.E.L.D., the Trapster somehow frees himself just as Spidey asks Fury how ultimate an "Ultimate Spider-Man" they're talking about is. Fury responds by casually looking over his shoulder at the fleeing Trapster, removing his plasma revolver from its holster, and firing seemingly blindly into the air. The plasma-bolt comes down and sheers through a flagpole a couple stories up, causing the pole to fall and bonk Trapster on the head, knocking him out.

"Spider-Man: If you wanna save someone, look down there (gestures to the civilians below). Superhero 101, we can defend ourselves, they can't. Trust me, I've got these meatheads. Go, protect and serve. White Tiger: You heard the man! Spider-Man: She called me "the man"!"
 * In "Great Responsibility", Spider-Man manages to rally the team behind him to fight the Frightful Four, after just declining to work with them minutes ago. White Tiger also gets one for finally giving Spidey some credit.

"Klaw: You're next. Iron Fist: Now, the scream of chaos, shall meet the soul of iron. KI-YAAAAAAHHHHHH! Cue Iron Fist one-shotting Klaw in a single, chi-enhanced punch so powerful, it creates a blast wave that knocks him off the roof and resonates like a sonic boom!"
 * Directly following that, the team not only keeps the civilians safe, but also beats down the Frightful Four. Iron Fist especially gets one for taking down Klaw in one blow.

"Thor: He is the "Man-of-Spiders"! Spider-Man: (Shrugs) Eh, close enough."
 * Iron-Fist gets another one in "Venom." Not only does he manage to evade the symbiote longer than anyone else on the team (save Spidey), but he even manages to expell it on his own. Even the way he expunged it was awesome. He punched the ground in a fit of rebellion, creating a radial shockwave that literally ripped Venom from his body! He wasn't even phased by the merging/separation process like Flash, Nova, and Power Man were! He just got back to his feet and leapt back into the fray like it was nothing.
 * Coulson, having his hands and feet bound, hung upside down above a vat of acid, and stripped down to his undies by Taskmaster, calmly telling Spidey and White Tiger not to worry about/help him, and get themselves to safety instead.
 * Spider-Man and White Tiger kicking Taskmaster's ass.
 * Spider-Man vs. Venom, both in "Venom" and "Back In Black."
 * Venom in general: unlike other villains (except Doctor Octopus and Taskmaster) who are treated as comical, Venom is taken more seriously and in every time he appears in an episode and very few scenes with Venom are played for humor, with Imagine Spots becoming less frequent as a result. Also . Also his design is rather impressive.
 * How does Spidey win the day in "Field Trip?" He tricks Loki, the god of tricksters by hitting him the right in the ego. Loki is flat-out incredulous that he was beat by a mortal, only for Thor himself to correct him that Spider-Man is "no mere mortal."