Return to Spider-Verse, Part 3

The 18th episode of the the second version of the alternate fourth season of Ultimate Spider-Man TV Show, originally entitled Ultimate Spider-Man vs. the Sinister 6, here entitled Ultimate Spider-Man and the New Avengers.

Featured Characters

 * New Avengers
 * Spider-Man / Peter Parker
 * Agent Venom / Flash Thompson
 * Iron Spider / Amadeus Cho
 * Kid Arachnid / Miles Morales
 * Scarlet Spider / Ben Reilly
 * Phoenix Princess / Mary Jane Watson
 * Light Phoenix
 * American Knight / Harry Osborn
 * Nova / Sam Alexander
 * White Tiger / Ava Ayala
 * Iron Fist / Danny Rand
 * Power Man / Luke Cage

Supporting Characters

 * Phantom Spider
 * Rockstar Avengers (first appearance)
 * Spider-Punk / Robbie Brown (first appearance)
 * Rockstar-Lord / Peter Quill (first appearance)
 * G-Bear / Bruce Banner (first appearance)
 * DemoGoblin / Harry Osborn (first appearance) (joins team)
 * 2099 Avengers (first appearance)
 * Spider-Man / Miguel O’Hara
 * Iron Man / Andros Stark (first appearance)
 * Captain Marvel / Sharon Ventura (first appearance)
 * El Diablo (first appearance)

Villains

 * Wolf Spider
 * Norman "Ozzy Osborn" (first appearance)
 * V.E.N.O.M. Troops
 * Baron Zemo 2099 (first appearance)
 * Maestro (first appearance)

Other Characters

 * Star-Lord (mentioned only)
 * Hulk (mentioned only)

Plot
Having reached half of their quest, the New Avengers, now confident that the mysterious new hero the Phantom Spider is helping them save the universe, continue travelling across dimensions to gather the remaining shards of the Siege Perilous before the Wolf Spider does. The Web Warriors’ next stop is in a dystopian looking reality where U.S.A. is ruled through iron fist of corrupt President Ozzy Osborn and his V.E.N.O.M. troops. The Avengers with Phoenix Princess stop in the 2099 reality, where they overhear news about Hydra attacking Alchemax. As she leads her teammates in their mission, however, Mary Jane is spotted on the distance by Wolf Spider, who is determined to “break Parker’s heart”.

The Web Warriors explore the dystopic looking New York until they are attacked by V.E.N.O.M. troops led by Osborn’s son Harry, who was brainwashed as DemoGoblin. They have their lives saved by Spider-Punk (a rockstar version of Spider-Man) and his “band” (consisting of Rockstar versions of Hulk (here called G-Bear) and Star-Lord (called Rockstar-Lord)), who are leading the Resistance against Osborn’s tyranny. Back in the 2099 reality, the New Avengers confront the Hydra troops, which are led by a muscular descendant of Baron Zemo, who is in a turf war with Maestro (the Hulk’s corrupt counterpart), who seeks “magic stones” which are being studied by Alchemax scientists (the shards of the Siege Perilous). The young heroes get help from the 2099 Avengers (Spider-Man (Miguel O’Hara), Iron Man (Andros Stark), Captain Marvel (Sharon Ventura) and El Diablo (a highly intelligent and evolved version of Devil Dinosaur)), who help them repel the two villains and the Hydra troops and agree to infiltrate Alchemax to get the shards. Back in the Rockstar Avengers’ reality, as he and his teammates discuss with the Avengers a plan to defeat President Osborn, Peter hears a voice saying that Mary Jane is in danger.

As the others prepare the Freedom Fighters for battle, Peter uses a shard of the Perilous to contact Mary Jane and inform her of the situation she is in. Mary Jane assures him that she will be fine and suggests that they must continue with the mission. As the Freedom Fighters use decoys to distract the V.E.N.O.M. troops, Spider-Man and his Web Warriors infiltrate Osborn’s fortress and exact to take down the defense systems. Once the defenses are sabotaged, the Freedom Fighters manage to break through the fortress and attack the guards as Spider-Man battles DemoGoblin and the Web Warriors battle Osborn himself in his Iron Patriot suit. Back in the 2099 universe, the Avengers reach the research laboratory where the shards are, but are ambushed by Maestro and Baron Zemo and another fight begins. Phoenix Princess manages to recover the shards, but she is ambushed by Wolf Spider, who challenges her for a fight.

After a fierce fight, Phoenix Princess manages to outwit Wolf Spider with psychic attacks to disrupt his sight, although Mary Jane senses a dark connection between him and Peter. Wolf Spider recovers, but he is attacked and defeated by Mary Jane’s teammates, forcing him to retreat. Just as the Avengers struggle against Baron Zemo and Maestro, the heroes are aided by Phantom Spider, who arrives from nowhere and possesses Maestro to help the heroes. Back in the Dystopian New York reality, Spider-Man manages to use the Phoenix mind tricks he learned from Jean Grey to help Harry remember who he is and get him to the heroes’ side. The Web Warriors and the Rockstar Avengers together destroy the fortress after recovering the shards and defeat Osborn, ending his tyranny. As Maestro and Zemo are taken to prison and the Rockstar Avengers celebrate their victory with a Rock ’n Roll Live show, Peter and Mary Jane manage to link the shards and open dimensional portals to the next dimension (which they know their both groups will be in). As they reach the next reality, Mary Jane telepathically informs Peter that there is an strange connection between him and Wolf Spider and also Phantom Spider. Peter telepathically admits he sensed it as well, and both now hope that, maybe, when their mission is over, they will find more answers.

“To Be Continued…”