Project Ultimate

Project Ultimate is the 10th episode of Avengers Unleashed.

Featured Characters

 * Avengers
 * Captain America / Steve Rogers
 * Iron Man / Tony Stark
 * F.R.I.D.A.Y.
 * Spider-Man / Peter Parker (flashback and main story)
 * Thor
 * Hulk / Bruce Banner
 * Black Widow / Natasha Romanoff
 * Hawkeye / Clint Barton
 * Captain Marvel / Carol Danvers
 * Black Panther / T'Challa
 * Phoenix Princess / Mary Jane Watson
 * Black Cat / Felicia Hardy
 * White Swan / Gwen Stacy
 * Wasp / Janet Van Dyne
 * Falcon / Sam Wilson
 * Redwing
 * Ant-Man / Scott Lang
 * Kid Arachnid / Miles Morales (first appearance) (joins Avengers Academy)

Supporting Characters

 * Hank Pym
 * Avengers Academy
 * Adam Warlock (cameo)
 * American Son / Max Olson (cameo)
 * Iron Spider / Harley Keener (cameo)
 * Ms. Marvel / Kamala Khan
 * Mantis (cameo)
 * Midgard Valkyrie / Tarene Olson (cameo)
 * Nova / Sam Alexander
 * Reptil / Humberto Lopez (cameo)
 * Steel Spider / Ollie Osnick (cameo)
 * S.H.I.E.L.D.
 * Director Nick Fury
 * Maria Hill
 * Commissioner George Stacy
 * F.E.A.S.T.
 * Aunt May
 * Cindy Moon (flashback and main story)
 * Anya Corazon (first appearance) (flashback and main story)
 * Curt Connors (first appearance) (flashback and main story; as Lizard in flashback only)

Villains

 * Ultron
 * Ultimates
 * Golden Dynamo (Destroyed)
 * Kluh (Destroyed)
 * Captain Hydra Destroyed
 * Crimson Widow (Destroyed)
 * Ragnarok (Destroyed)
 * Bullseye (Destroyed)
 * Iron Vulture (Destroyed)
 * Spencer Smythe (first appearance)
 * Hydra
 * Red Skull
 * Arnim Zola
 * Humanoid Animals
 * Lizards
 * Rhinos
 * Vultures

Premise
After taking over experiments and products from Oscorp, Red Skull and Arnim Zola kidnap Dr. Curt Connors and force him into helping with the creation of their own version of the Avengers for Hydra. Things go wrong when Ultron takes over their project to begin the creation of the Ultimates, leading the Avengers to jump to action and stop him at any costs. Meanwhile, Peter discovers that Miles Morales, a young boy from his neighborhood, has been bitten by a second (and more advanced) lab spider which was created by Spencer Smythe and given his own spider powers and trains him to become a new hero.

Plot
Miles Morales and Anya Corazon are attending to a class science lesson with Dr. Curt Connors until they all watch as the Avengers are battling a pack of Humanoid animal monsters unleashed on streets by a unknown fugitive scientist working for Hydra. Just as they run to watch the event closer, Miles and Anya bump with Spencer Smythe, accidentally causing him to drop his tools. Just as Miles and Anya help pick up his tools, Smythe leaves without warning as Miles and Anya] +bitten by a spider which suddenly comes from one of Smythe's containers (which Smythe salvaged from Oscorp Science Researches years ago). As Miles leaves back to school after the Avengers defeat the monsters and hand them over to S.H.I.E.L.D., Smythe is shown contacting his mysterious benefactor, who happens to have personal grudges with both the Avengers and Hydra.

Sometime later, Peter Parker is having an conversation with his old college Cindy Moon abut the past events they witnessed, including the Oscorp incident which once turned Doctor Connors into the Lizard and resulted in the deaths of Anya's parents. Cindy, who is currently taking care of Anya as her own sister, expresses her support for Peter by claiming that the incident was not his fault and only Norman Osborn is to blame. As Cindy leaves with Anya, Peter witnesses Miles sticking on the buildings and finds out he developed spider powers, prompting Peter to reveal to Miles that he is Spider-Man and offer to train him as a new hero. Meanwhile, the Avengers are alerted by Maria Hill of the Red Skull's next scheme: he and Arnim Zola had kidnapped Dr. Curt Connors and are forcing him into helping creating their own version of the Avengers for Hydra with genecticaply modified synthezoids. As the Avengers spring to action, Smythe, also overhearing of Red Skull's plans, informs his benefactor about it.

Having been provided by Peter with a Spider-Man suit of his own and two Web-shooters, Miles begins to practice his spider abilities under Peter's tutelage. During of which, Miles discovers that he also manifested some of his own abilities (which Peter does not have): including camouflage and a technic called "Venom Strike", a type of directed energy which can be conducted through Miles' hands and gloves and paralyze almost anyone with just one touch. Peter continues training Miles as Cindy watches with a smile before Ms. Marvel and Nova arrive to join the training. Meanwhile, the Avengers break through the Hydra facility and confront Skull and Zola before they can activate the incomplete synthezoids. Right in the middle of the battle, the base is broken through by Ultron, who comes to collect Connor's tech for his new protect and takes over the synthezoids, converting them as the Ultimates.

More Coming Soon

Voice Cast

 * Scott Porter as Spider-Man / Peter Parker
 * Ashley Johnson as Phoenix Princess / Mary Jane Watson
 * Nadji Jeter as Kid Arachnid / Miles Morales
 * Roger Craig Smith as Captain America / Steve Rogers
 * Mick Wingert as Iron Man / Tony Stark
 * Laura Bailey as Black Widow / Natasha Romanoff
 * Jennifer Hale as Captain Marvel / Carol Danvers, F.R.I.D.A.Y.
 * Travis Willingham as Thor
 * Fred Tatasciore as Hulk
 * Nolan North as Bruce Banner
 * Troy Baker as Hawkeye / Clint Barton
 * Colleen Villard as Wasp / Janet Van Dyne
 * James C. Mathis III as Black Panther / T'Challa
 * Mae Whitman as White Swan / Gwen Stacy
 * Ashly Burch as Black Cat / Felicia Hardy
 * Bumper Robinson as Falcon / Sam Wilson
 * Crispin Freeman as Ant-Man / Scott Lang
 * Kathreen Khavari as Ms. Marvel / Kamala Khan
 * Scott Menville as Nova / Sam Alexander
 * Ali Hillis as Cindy Moon
 * Kari Wahlgren as Anya Corazon
 * Wally Wingert as Hank Pym
 * Keith David as Nick Fury
 * Alan Tudyk as Commissioner George Stacy
 * Misty Lee as Aunt May
 * Benjamin Diskin as Doctor Curt Connors, Spencer Smythe
 * Jim Meskimen as Ultron
 * Liam O'Brien as Red Skull
 * Armin Shimerman as Dr. Arnim Zola