Collects Ultimate Fallout #4, Ultimate Comics Spider-Man (2011) #1-12, Spider-Men #1-5. Miles Morales takes up the mantle of Spider-Man! Before Peter Parker died, young Miles was poised to start the next chapter in his life in a new school. Then, a spider's bite granted the teenager incredible arachnid-like powers. Now, Miles has been thrust into a world he doesn't understand, with only gut instinct and a little thing called responsibility as his guides. Can he live up to Peter's legacy as Spider-Man? As Miles grapples with his new life, Miles' Uncle Aaron—A.K.A. the Prowler—learns his secret! He's got plans for his nephew, but little does he know that the Scorpion is on his tail! Plus: Universes collide, and the wall-crawlers of the Marvel and Ultimate Universes unite in the most ultimate, amazing Spider-Man story ever!

Miles Morales is still getting used to being Spider-Man when Captain America makes him a very special off er. Is Miles really joining the Ultimates? With a wounded nation crying out for heroes, Miles Morales is determined to prove that he has what it takes! But when a terrifying new Venom symbiote surfaces, armed with the truth about the incident that gave the new Spider-Man his powers, Spidey might have just made his fi rst true archenemy. COLLECTING: ULTIMATE COMICS SPIDER-MAN (2011) 13-28, 16.1

The Ultimate Spider-Man is back in action! Unfortunately, Galactus has arrived in the Ultimate Universe, and he hungers. Miles must undertake a dangerous trip to Galactus' home universe if Earth has a chance of surviving this cataclysm! Then, Miles faces the worst villain from his predecessor's past: the Green Goblin - the man who killed Peter Parker! But is Peter truly dead? As events unravel in surprising fashion, Spidey takes on Spidey - and only one of the two will rise! COLLECTING: CATACLYSM: ULTIMATE COMICS SPIDER-MAN 1-3, ULTIMATE SPIDER-MAN 200, MILES MORALES: THE ULTIMATE SPIDER-MAN 1-12