Marvel: Ultimate Alliance Wiki

Spider-Woman is a superhero who once worked for the villainous Hydra and for S.H.I.E.L.D.

Character History

Jessica Drew was born in London, England to Jonathan Drew and Merriam Drew on February, 23rd. At a young age, her family moves to a lab built by her father and Herbert Wyndham near Mount Wundagore in Transia, where she becomes gravely ill from months of uranium exposure. To save her life, her father injects her with an experimental serum based on irradiated spiders' blood. Because the serum requires a month's incubation, Wyndham places her in a genetic accelerator. Shortly after, her mother dies and her father leaves for the United States, leaving Wyndham to care of her.

While in the accelerator, she ages at a decelerated rate. When she is finally released, decades later, Drew is only 17 years old. Drew is ostracized by the other residents of Mount Wundagore, the High Evolutionary's New Men since she was originally human while they were animals. Because of this, she eventually leaves to seek human civilization. She is captured by a HYDRA reserve unit under Count Otto Vermis's leadership who erases her memories, brainwashes her, and recruits her as a HYDRA agent under the codename Arachne. One of HYDRA's top agents, Jared, is assigned to train her in combat and espionage and to seduce her. Once Jessica has become his lover, he allows himself to be captured by S.H.I.E.L.D. so that she can be goaded into assassinating S.H.I.E.L.D. commander, Nick Fury.

While battling Fury, Jessica accidentally kills Jared and learns HYDRA's true nature. She quits HYDRA and assaults the unit's base, sending Count Vermis into a fatal crash, but not before he unlocks memory implants that she was actually an evolved spider and had killed a man before her association with HYDRA. Despondent from these revelations, she wanders the woods where Vermis crashed until being recaptured and hypnotized by HYDRA. She was later rescued by the Avengers and in return, she assisted them on many of their adventures. Jessica Drew joins the team, claiming she has nowhere else to go and becomes an agent of S.H.I.E.L.D. She would team up with other heroes like Jessica Jones, Ms. Marvel, and Spider-Man during her time as an Avenger, but the team later disbanded. She later becomes a member of the Ultimate Alliance.


Marvel: Ultimate Alliance

Body Hero

Body: 36
Focus: 18
Strike: 21


  • Venom Blast (Beam)
Shoots a bioelectric beam that pierces multiple enemies if fully charged
  • Ensnare (Special)
Throws out several incapacitating traps that for a time deliver energy damage to the enemies caught in them
  • Spider's Blood (Projectile)
Throws a bouncing projectile that causes energy damage and has a 50% chance to stun
  • Bio-electric Surge (Radial)
Releases powerful radial blast causing energy damage and knockback
  • Spider's Bite (Special)
Spawns several energy balls from both her feet and hands causing energy damage
  • Attract (Boost)
Uses a pheromone that causes enemies near Spider-Woman to focus on her. Also giver her a 50% ongoing resistance to the last damage type that hit her
  • Metabolic Aura (Boost)
Surrounds Spider-Woman with a healing aura that also heals allies that come in her range
  • Bio Web (Xtreme)
Weaves a bio-electric web that breaks causing energy damage. It also has a chance to turn enemies into allies for a time. Once time expires the affected enemies are instantly killed.


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  • Classic
A skintight red-and-yellow spandex outfit with a mask containing one-way lenses, yellow elbow-length rubber gloves, and yellow knee-high boots.
Resistance - Increases all resistances
Bio Energy Mastery - Increases the energy damage done by all attacks'                              '                                                                   
  • Agent of S.H.I.E.L.D.    
A standard S.H.I.E.L.D. Agent uniform, consisting of a black zippered jumpsuit, white leather gloves, and black boots.
Melee Damage - Increase melee damage                                                                                                                 Dodge Melee Attacks - Increases the chance to dodge melee attacks
  • Secret Wars
This is actually Julia Carpenter as seen in the Secret Wars Comic Mini Series, not Jessica Drew.
A form-fitting black spandex costume bearing a large, white spider-emblem and accompanied by a mask with one-way lenses, white shoulder-length rubber gloves, and white thigh-high boots.
Power Rank Increase - Adds a chance to temporarily increase the skill level of all powers by 1
Max Health - Raises maximum health
  • Spider-Girl
A skintight all-spandex costume mirroring the basic design of Spider-Man's outfit. Above the torso, the costume's design is highly reminiscent of Spider-Man, with a web pattern sewn into the red-colored regions, a black spider-emblem framed against the breast, and a mask containing one-way lenses and covering the whole face. However, the web-shooters of the costume are bulky and placed outside the uniform, and much of the costume beneath the waist is solidly black. The gloves and boots contain both solid black regions and red regions containing the web pattern. This costume is not actually a look Spider-Woman has had in the past, but is rather the costume of the alternate continuity character Spider-Girl, real name May Parker.
Bio Energy Mastery - Increases the energy damage done by all attacks
XP - Increases amount of XP gained



  • <Act I, Stark Tower> Black Widow (minor)
  • <Act I, Iron Man's Lab> Jarvis (minor)
  • <Act I, Golden Court> Grey Gargoyle
  • <Act II, Inner Sanctum> The Vision (minor)
  • <Act III, Asgard> Enchantress and Executioner
  • <Act IV, Attilan> Uatu (unused on-disk, before going to Shi'ar)
  • <Act V, Castle Doom> Doctor Doom

Marvel: Ultimate Alliance 2

Spider-Woman Icon (MUA2).png

Spider-Woman was one of many Anti-reg heroes to be infected with the nanites.


Spider-Woman's Dossier can be collected within the Pro-Reg mission Detour.

Real Name: Jessica Drew
Capabilities: Bioelectric "venom blasts,"
Pheromone emmision (varied effects on human psychology),
Enhanced strength, speed, durability,
Self-powered flight,
Extensive espionage training.

Special Damage Types: Energy

Resistances: Energy

Jessica Drew has played a lot of roles in her life: spy, black-ops agent, super hero. With a wide range of powers and a level head, she was one of S.H.I.E.L.D.'s most valuable agents and a key member of the new Avengers. However, she's also had a long history of being manipulated, including years as a brainwashed HYDRA agent. It surprised no one when she joined the Anti-Reg forces.

Seeing heroes fight each other is never pretty, but this one's especially wrenching. I wouldn't be so schmaltzy as to say Jessica was like a daughter, but seeing an ex-agent catch this much trouble from S.H.I.E.L.D. is tough.