<P> The thematic and often - quoted (including by the Supreme Court of the United States) Spider - Man phrase with great power comes great responsibility is widely attributed to Uncle Ben . However, in Amazing Fantasy #15, where it first appears, it is not spoken by any character . In fact, Ben has only two lines in the entire comic . The original version of the phrase appears in a narrative caption of the comic's last panel, rather than as spoken dialogue . It reads, "...with great power there must also come--great responsibility!". </P> <P> However, later stories and flashbacks that took place when Ben was still alive retroactively made the phrase one of Ben's many homilies he would lecture Peter with . Latter - day reinterpretations of Spider - Man, such as the Spider - Man film and the Ultimate Spider - Man comic, depict Ben as saying this phrase to Peter while he is still alive, in their last conversation . Both the aforementioned adaptations also had Peter lash out at Ben just after he says it, and both also mention his father . </P> <P> The origins of the phrase pre-date its use in Spider - Man . In 1817, member of British parliament William Lamb is recorded saying, "the possession of great power necessarily implies great responsibility ." In 1906, Under - Secretary of the Colonial Office Winston Churchill said, "Where there is great power there is great responsibility", even indicating that it was already a cultural maxim invoked toward government at the time . </P> <Ul> <Li> Uncle Ben appeared in the 1960s Spider - Man television series . He appeared in the episode "The Origin of Spider - Man". </Li> <Li> Uncle Ben is mentioned in the 1980s Spider - Man television series . In the episode "Arsenic and Aunt May", the Chameleon (after meeting the relative of the Burglar) escapes from prison and poses as a medium while using technology to make Aunt May seemingly see Ben's ghost . </Li> <Li> Uncle Ben appeared in Spider - Man and His Amazing Friends, voiced by Frank Welker . He appeared in the episode "Along Came Spidey". </Li> <Li> Uncle Ben appeared in Spider - Man: The Animated Series, voiced by Brian Keith (in "The Menace of Mysterio", "The Mutant Agenda" and the "Spider Wars" series finale). He appeared in the series as a spirit or seen in flashbacks talking to Peter Parker whenever his nephew gets frustrated the tough choices as Spider - Man . In the series finale when Spider - Man had to stop Spider - Carnage from destroying all reality, Spider - Man managed to make contact with an alternate reality of his uncle in a world where Peter Parker was a successful industrialist; realizing that Peter's counterpart in this reality had never failed or had any difficulties in life due to his casual attitude towards the crisis as opposed to Spider - Man or the other counterparts, Peter realized that Ben was almost certainly still alive in this reality if he was alive in any alternate timeline . Thanks to Ben's influence, Spider - Carnage was convinced to stop trying to destroy reality . After Spider - Carnage instead used the reality bomb to create a portal and subsequently committed suicide by entering the portal to end the threat once and for all, Spider - Man and Ben hugged; although they lived in different realities, Ben was proud of his different reality nephew while Spider - Man assured Ben that he will always have him in his own heart . </Li> <Li> In Spider - Man Unlimited, Uncle Ben is briefly mentioned in the pilot episode "Worlds Apart" (Part One). He is also seen in the theme song which Uncle Ben was killed . </Li> <Li> Uncle Ben appears in The Spectacular Spider - Man, voiced by Edward Asner . His character remains faithful to the comics . He is featured in Spider - Man's flashback in the episode "Intervention" revealed that Ben was killed while defending May Parker during a break - in at their house by a burglar that Peter Parker selfishly let go earlier that day . After Peter discovered that Ben was murdered by a burglar who broke into the Parker house and stole Ben's car, Peter furiously sought revenge, donning the Spider - Man costume and confronting the burglar in an old warehouse . Spider - Man unmasked his uncle's killer, realizing that it was the same burglar from earlier . After knocking the criminal out and lowered to policeman via web line, Peter vowed to use these spider powers for good and to never put himself before anyone else and to never to let another innocent person come to harm if anything could help it, and remembering his uncle's words:' With great power there must also come great responsibility' . </Li> <Li> Uncle Ben is featured in the Ultimate Spider - Man cartoon series, voiced by Greg Grunberg . His character is loosely based on his Ultimate Counterpart as opposed to his previous versions . In the pilot episodes "Great Power" and "Great Responsibility", Peter Parker recalled that fateful night of his uncle's murder and Nick Fury uses Ben's memory to have Spider - Man join S.H.I.E.L.D. instead of being solo . A picture of Ben is also seen having fun with May Parker and their young nephew . Ben is personally featured in the episode "Strange Days". Nightmare tries to use Spider - Man's failure being unable to save his uncle's life, however, this does not work; Ben actually motivates Peter to defeat Nightmare (something neither Iron Fist nor Doctor Strange was able to do). In the episode "Ultimate Deadpool", Spider - Man remembers his uncle's memory when thinking about Deadpool's own demons . The character is occasionally referenced in Ultimate Spider - Man vs. The Sinister Six primarily as May's source of Ben Reilly's name . The episode "Return to the Spider - Verse" Pt. 2 features a Wild West reality version of Uncle Ben (voiced by Clancy Brown) who is depicted as the "Phantom Rider" and Webslinger the Spider Cowboy's uncle . As Doc Ock Holliday's brainwashed Deputy, the Phantom Rider helped repelled Wolf Spider and later fought both Spider - Man and Kid Arachnid . Although unaffected by Kid Arachnid's venom blasts, Spider - Man and Webslinger eventually were able to defeat Doc Ock Holliday . Upon Doc Holliday's defeat, Ben was freed from the brainwashing and remanded Doc Ock Holliday to the hoosegow while reclaiming his Sheriff title . As Sheriff Ben and Webslinger are reunited, Spider - Man gets a final look at Sheriff Ben before departing to the next reality, quietly hopeful that one reality has Ben still alive . </Li> <Li> Uncle Ben appears in Spider - Man, voiced by Patton Oswalt . </Li> </Ul>

Where does the quote with great power comes great responsibility come from