Nightmare on Christmas

**Nightmare on Christmas** is the twenty-second episode of the third season of *Ultimate Spider-Man* and the seventy-fourth episode of the series overall.

## Synoposis

Spider-Man sees what the world would be like without him when Nightmare takes him on a journey through his past, present, and future.

## Characters

### Supporting Characters

* Hawkeye/Clint Barton (dream)
* Nova/Sam Alexander (dream)
* Blue Spider-Man Angel
* Red Spider-Man Devil

### Villains

* Nightmare
* Shocker/Herman Schultz
* Green Goblin/Goblin King/Norman Osborn (dream)
* Spider-Soldiers (dream)
* Enforcers (dream)
	+ Jackson "Montana" Brice (dream)
	+ Raymond "Ox" Bloch (dream)
	+ "Fancy Dan" Brito (dream)

### Other Characters

* S.H.I.E.L.D.
	+ S.H.I.E.L.D. Trainees
		- Nova/Sam Alexander
		- White Tiger/Ava Ayala
		- Iron Fist/Danny Rand
		- Power Man/Luke Cage
		- New Warriors
			* Squirrel Girl/Doreen Green
* Aunt May
* Daily Bugle
	+ J. Jonah Jameson
* Avengers (mentioned)
	+ Captain America/Steve Rodgers (mentioned)
	+ Iron Man/Tony Stark (mentioned)
	+ Thor (mentioned)
	+ Hulk/Dr. Bruce Banner (mentioned)
	+ Black Widow/Natasha Romanoff (mentioned)
	+ Falcon/Sameul "Sam" Wilson (mentioned)

## Cast

* Drake Bell as Spider-Man/Peter Parker
* Troy Baker as Hawkeye/Clinton Barton and Shocker/Herman Schultz
* Ogie Banks as Power Man/Luke Cage
* Greg Cipes as Iron Fist/Daniel Rand
* Mark Hamill as Nightmare and Raymond "Ox" Bloch
* Misty Lee as Maybelle Parker and Squirrel Girl/Doreen Green
* Caitlyn Taylor Love as White Tiger/Ava Ayala
* Logan Miller as Nova/Samuel Alexander
* J.K. Simmons as John Jonah Jameson
* Steven Weber as Green Goblin/Goblin King/Norman Osborn and Daniel "Fancy Dan" Brito

## Gallery

### Videos

Spider-Man Celebrates - "Marvel's Ultimate Spider-Man- Web Warriors" - Ep. 22, Clip 1Ultimate Spider-Man - Web Warriors- Retro Spider-Man! - Disney XDUltimate Spider-Man- Web Warriors - King Goblin! - Disney XD UK HD
## Trivia

### Marvel Reference

* The part where Spider-Man encounters the Enforcers is a reference to the 10th issue of *The Amazing Spider-Man* comics which is also where The Enforcers first appeared in. Also, the animation style is reminiscent of the 1960s cartoon. When chasing after the Enforcers, he even web-swings in the exact same fashion as Spider-Man '67 and lampshades the recycled backgrounds of the 60's cartoon.
* In the same segment, there is camera seen webbed to the underside of a bridge, midst Spider-Man's battle against the Enforcers. Not only is this a reference to how Peter Parker got his photos for the Daily Bugle in most other continuities, but apparently he did in this continuity as well. (Implying that this version of Peter quit working at the Bugle not long before joining S.H.I.E.L.D.)
* The scene where Peter quits being Spider-Man and throws his costume in the trash is taken shot-for-shot from the comic "Spider-Man No More!"
* In the "Christmas future" scene, the *Superior Spider-Man* series is referenced through Parker Industries, and even the "Goblin King".
* Luke wearing a tiara is a nod and reference to the comic version's first costume which included a metal band on his forehead.