The New Sinister 6: Part 2 is the eleventh episode of the fourth season of Ultimate Spider-Man.
- Aunt May
- Sandman/Flint Marko
- New Warriors
- Sinister Seven
- Uncle Ben (mentioned)
- Drake Bell as Spider-Man
- Scott Porter as Scarlet Spider
- Tom Kenny as Doctor Octopus
- Misty Lee as Aunt May
- Matt Lanter as Flash Thompson
- James Arnol Taylor as Hydro-Man
- Dee Bradley Baker as Sandman
- Mark Hamill as Arnim Zola
- Eric Bauza as Iron Spider
- Ogie Banks as Kid Arachnid
- Aunt May: Hello? Oh, I didn't hear you knock.
- Scarlet Spider: Uh, the door was open.
- Aunt May: No, I just locked it for the night.
- Scarlet Spider: Okay, look. I snuck in through the window. I didn't know if you were asleep and I didn't want to wake you, or something.
- Aunt May: (Sigh) Is this some kind of prank Peter's been putting you up to? Wait, was that call from S.H.I.E.L.D. just cover for some kind of birthday surprise?
- Scarlet Spider: Tell me, is this what he would do?
- Spider-Man: Who?
- Scarlet Spider: The other Ben, the one I'm named after.
- Spider-Man: Yeah, I guess it is... he gets anything to save people.
- Scarlet Spider: Peter, Ock was wrong, compassion isn't your greatest weakness. It's your greatest strength. Keep being a hero, punk.
- Kid Arachnid: Spidey, what do we do now?
- Spider-Man: I'm not sure. But the one thing we can do is what he said. We keep being heroes. Like Ben Reilly.