Spider-Noir Changes The Origin Of Spider-Man's Most Famous Quote

Contains spoilers for "Spider-Noir" Season 1, Episode 1

The Prime Video series "Spider-Noir" shakes up the traditional Spider-Man lore with a host of dramatic changes. Many characters aren't the way in which fans may remember them, and there's even a shake-up over who uttered the famous quote, "With great power comes great responsibility" — a motto that Spider-Man borrowed from another superhero. It isn't Uncle Ben who imparts this advice on his nephew, but it's Ruby J. Williams (played by Amanda Schull).

So who exactly is Ruby in "Spider-Noir"? She is Ben Reilly's (Nicolas Cage) deceased girlfriend. He planned to propose to her, but she died before he was able to pop the big question. In the opening monologue of the "Spider-Noir" premiere, Ben reveals that she was the one who told him that "with great power comes great responsibility." But Ben viewed Ruby herself as "the greatest responsibility [he] ever had," deciding after her death that he "didn't want the power or responsibility" and giving up being the Spider for five years.

The character of Ruby is an amalgamation of both Uncle Ben and Gwen Stacy in this series. In traditional comic book lore, the deaths of Ben and Gwen shake Peter Parker to the core and change his life's trajectory.

In the Marvel Cinematic Universe, fans don't get to see Tom Holland's Spider-Man interact with his Uncle Ben. He's long departed by the time we meet Peter in "Captain America: Civil War," while a younger Ben (played by Adam Scott) appears in "Madame Web." As a result, there isn't a chance to see Ben give Peter all sorts of life advice and encourage him to be a better person.

However, a derivative of the famous "with great power comes great responsibility" is uttered in the MCU. In a heartbreaking moment in "Spider-Man: No Way Home," seconds before Aunt May (Marisa Tomei) dies, she tells Peter, "You have a gift. You have power. And with great power, there must also come great responsibility."

Funnily enough, it wasn't Uncle Ben who initially said this famous quote in a Spider-Man comic either. Instead, it was part of a caption in the comic — written by Stan Lee — and only attributed to Ben later on. So while it might appear like "Spider-Noir" is breaking tradition here, it's only doing what has been done many times before: passing on the "responsibility" of saying this phrase to somebody else.