The grammar of “With great power must also come great responsibility”

What is the subject of this sentence:

With great power must also come great responsibility!

It’s either with great power or great responsibility.

Think about it again. Are you sure of your choice? Did you change your mind?

I asked Twitter and was surprised at the results.

I’m in the minority here. In my opinion, the subject is with great power. Let me explain. *Thwip*


We’re used to noun phrases being subjects, but prepositional phrases can also function as the subject:

Up in front will suit me.

Before midday would be convenient.

The clearest way to test which phrase is the subject is by adding a question tag. These are little questions on the end of a sentence – and they include a pronoun in them that refers to the subject. For example, the subject of the following sentence is “Your mother” and it is picked up in the question tag with “she”:

Your mother was a hamster, wasn’t she?

When we apply this test to our spider-sentence, we get:

With great power must also come great responsibility, mustn’t it?

That’s one point for with great power as the subject.

Another test is that the Subject comes before the finite verb. The finite verb here is must, so that’s another point for with great power as subject.

The Subject also occurs before the finite verb in questions that start with wh-words (who, what, where, etc.) – but only when the wh-word is the subject. For example, in the following question, does is the finite verb and who is the subject (which is placed before it)

Who does whatever a spider can?

Here’s where things get a little interesting. If I try to make a question with a wh-word holding the subject position, I get:

*What must also come great responsibility?

That is clearly ungrammatical. It would need to be With what must also come great responsibility? But it’s debatable whether even that sentence is grammatical. Instead, when we flip things around we can make a grammatical question in which great responsibility is the subject:

What must also come with great power?

So the score is superheroes 2, super villains 1. But more on that last sentence later.

Another test we can make is how the Subject comes after the finite operator in questions which can be answered by “yes” or “no”:

Is it a radioactive spider? (Is = finite operator in this yes/no question)

Do you catch thieves just like flies? (Did = finite operator in this yes/no question)

Again, we’re left with an ungrammatical question when with great power is the subject, but a grammatical one when great responsibility is:

*Must with great power also come great responsibility? (ungrammatical)

Must great responsibility also come with great power? (Spider-grammar approved)

That’s another point for great responsibility. It’s all tied up!

A final test concerns how the Subject also comes after the finite operator in wh-questions in which the wh-word is not the subject:

What price did he pay for the pictures? (What price = Object, did = finite operator, you = subject)

When did Peter get bit? (When = Adverbial, did = finite operator, Peter = subject)

When we apply this to our sentence, we get the opposite of what we just found. If great responsibility was the subject, the test fails and we’re left with an ungrammatical question:

*What must great responsibility also come?

However, if with great power was the subject, the test also fails and gives us another ungrammatical question:

*What must with great power also come?

We would need to move the preposition with to the end and keep it with come. And if we did that then either phrase could be the subject (but more on this below).

What must great power also come with?

What must great responsibility also come with?

This leaves us with the score tied 2-2. How are we going to figure out the subject of this sentence? Is everyone right? Will Spider-Man escape the grip of this grammar goblin?!

Before we answer that, let’s consider how we had to shift things around a bit too much (for my taste) to make great responsibility the Subject in our tests. That doesn’t mean that great responsibility can’t be the subject. Stan Lee could have just as easily written Great responsibility must also come with great power (or even With great responsibility must also come great power). These two phrases are perfectly grammatical, but they do not make much sense because the responsibility is what follows the acquisition of power. In the narrative, Spider-Man (or rather – Spoiler Alert! – Peter Parker) first gets great power and then learns of the great responsibility he has because of it.

Ok, let’s get technical.


English grammar has a feature called fronting. This is where some syntactic element (such as the object) is moved to the front of the sentence, which is where the Subject most commonly appears. If this sentence is an example of fronting, then with great power would be a fronted object and great responsibility would be the subject. So is this what’s happening?

Probably not. There’s nothing wrong with fronting an object, but when that happens, the subject and verb don’t change places. Consider these examples of fronted objects:

A web I spin. (A web is object, I is subject, spin is the verb)

Such a blunder I had now committed. (Such a blunder is object, I is subject)

So if great responsibility was the subject, then it should appear before the verb:

*With great power great responsibility must also come

I’m marking that one as ungrammatical, although your mileage may vary.

There is another possibility with fronting though. An adverb particle, or the other word in phrasal verbs (more on these in a bit) can be fronted for rhetorical purposes when it has a directional meaning, such as in

The rain came down >> Down came the rain

This might answer the question. We could say that the with in our clause is an adverb particle with directional meaning (at least the verb come implies directional movement). The phrasal verb would then be come with.

However, with does not seem to be a particle in the normal sense, but rather a preposition. We know this because when the object of a transitive phrasal verb is a noun phrase, it can follow the particle. This fulfills the principle of putting new information at the end of the clause and is exactly what we see if we modify our sentence a bit.

Great responsibility must also come with great power.

However, when the object is made into a pronoun, things change. Pronouns in phrasal verbs follow the preposition, but precede the particle.

Spider-Man webbed up the criminals.

Spider-Man webbed them up.

In our case, it would be ungrammatical for a pronoun to precede with:

Great responsibility must also come with it.

*Great responsibility must also come it with.

This would imply that with is a preposition, which means that we’re not dealing with an adverb particle being fronted.

Phrasal verb, prepositional verb or free combination?

You’re probably used to the term “phrasal verb” for those two or three-word units like get up and get down and rock out. But there are actually (at least) three different types of grammatical units which fall under this term. Following some linguistic grammar books, we’ll call them phrasal verbs, prepositional verbs, and “free combination” units.

Phrasal verbs consist of a verb + an adverb particle. Examples are get up and switch it off. Prepositional verbs consist of a verb + a preposition. Examples are look after, rely on and laugh at. In clauses with prepositional verbs, a specific preposition is needed to make the clause grammatical. Changing the preposition will either make things ungrammatical or will change the meaning. Free combination multi-word verbs consist of a verb + a particle. Examples are go in and come back. Free combination multi-word verbs are very frequent, especially with the verbs come and go.

We’ve already seen that come with is not a phrasal verb because with is not an adverb particle. So it has to be either a prepositional verb or a free combination verb. But the line between these two is drawn with chalk rather than a magic marker. Some verbs are more like prepositional verbs and others are more “free”.

We can use semantic criteria to figure out which kind of verb we have. The meaning of a prepositional verb can’t (usually) be predicted by the meanings of each of the parts (the verb and the preposition). Free combination verbs, on the other hand, can usually be figured out by considering the meanings of the verb and the other word. This would make our example more like a free combination form because the meaning can be predicted from the individual parts (come + with = accompany, travel in the company of, etc.).

So what we have is something in between a prepositional verb and a free combination verb. Our example does not allow for movement of the particle (with), but it maybe allows for fronting. But with great power is not a fronted object (as we saw above), so it must be the subject.

Full disclosure

Ok, I know you’re spider senses are tingling because the sentence in the comic book is actually

“And a lean, silent figure slowly fades into the gathering darkness, aware at last that in this world, with great power there must also come — great responsibility!”


Whatever. The analysis is (probably) still the same.

But even with all that grammaring I just did, I’m not above someone pointing out any mistakes I made or points I failed to consider. So let me know if you know something I don’t know!

For what it’s worth, this page claims that great responsibility is the Subject. They are only answering the question of whether the sentence is grammatically correct, and the first answerer offers some plausible advice on grammar. But the answerers fail to consider the grammar points that we just went through. They are also looking at a slightly different clause, which does not have the modal verb must: “With great power comes great responsibility”. I think this is actually important because flipping that clause around to make great responsibility fill the usual Subject place at the start of the sentence also makes the clause sound more “normal” semantically and pragmatically, but does not follow the points from the previous paragraph.


The relevant page numbers and sections in the grammars I used for this post are:

Downing, Angela & Philip Locke. 2006. English Grammar: A University Course (2nd ed.). London: Routledge.

Pages 43-44, 61-62 and Section 23.8

Biber, Douglas, Stig Johansson, Geoffrey Leech, Susan Conrad & Edward Finegan. 1999. Longman Grammar of Spoken and Written English. Harlow: Pearson.

Pages 403-4, 407, 900, 932, 1029 and Sections 5.3, 5.3.1, D, and