Return to Spider-Verse, Part 2

The 17th 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

 * Avengers of the Round Table
 * Spyder Knight / Peter Parker
 * Crimson Rider / Tony Stark (first appearance)
 * Thor (first appearance)
 * Princess Marion (first appearance)
 * Merlyn
 * Web-Slinger / Peter Parker (first appearance)
 * Phantom Rider / Ben Parker (first appearance)
 * Phantom Spider (first appearance)

Villains

 * Fin Fang Foom (first appearance)
 * Doc. Ock Holiday / Otto Holiday (first appearance)
 * Wolf Spider (mentioned only)
 * J. Jonas James

Other Characters

 * Avengers
 * Captain America (mentioned only)
 * Iron Man (mentioned only)
 * Thor (mentioned only)
 * Madame Web (mentioned only)

Plot
Now that they have to contend with the enigmatic threat of Wolf Spider, who seeks the shards of the Siege Perilous to rule the multiverse, the New Avengers continue their journey on collecting the shards before the Wolf Spider does. Phoenix Princess and the Avengers with her stop in the Medieval homeland of Spyder-Knight, who is currently operating alongside the Avengers of the Round Table (consisting of himself, Crimson Rider (Iron Man’s counterpart) and a Viking version of Thor). The Web Warriors stop in a Western-themed reality where they encounter a cowboy version of Spider-Man called Webslinger, who lost his Uncle Ben who was the town’s sheriff before going missing during a hunt for outlaw Doc Ock Holiday. As Spider-Man and his teammates move on, a mysterious figure watches them in the shadows and follows them.

In the medieval reality, the New Avengers overhear that their town has been threatened by J. Jonah James after he was exposed for freeing the monstrous Fin Fang Foom from his prison during a shard of the Siege Perilous and used it to become a mad sorcerer after defeating Merlyn and imprisoning him in Foom’s cell. The young heroes manage to track down and defeat James before retrieving the shard and taking James to the townsfolk who proceed to punish him. The Avengers end up drawing the attentions of Spyder Knight and the Avengers of the Round Table (consisting of Crimson Rider (Iron Man’s counterpart) and a viking version of Thor) after freeing Merlyn, who agree to help them collect the second shard, which was taken away by Foom, who had also kidnapped Princess Marion (Mary Jane’s counterpart). As she follows the others, Mary Jane senses the presence of another hero travelling across dimensions… and he is not too far away from the Web Warriors’ current location.

Back in the Western-reality, the Web Warriors encounter Uncle Ben’s partner Sheriff America (Captain America’s western counterpart), who has been on a hunt for Doc Ock Holiday and his henchman Phantom Rider (who previously defeated and repelled Wolf Spider) since their last attempt to take over the town’s gold. The group ride on and follow their trail. They manage to find and get through Holiday’s hideout where they find the gold, but are confronted by Holiday, who is using the shard to create monstrous living gold statues, and a fight issues. Back in the medieval reality, they find and confront Foom in the palace. As the others fight Foom, Spyder Knight and Phoenix Princess sneak into the catacombs and free Marion, who reveals that destroying Foom’s horn will separate him from the shard. Back in the Western reality, Spider-Man duels with Phantom Spider, whom Spider-Man (through a psychic vision by Mary Jane) learns that he is actually Uncle Ben being brainwashed by Holiday.

As Spider-Man works to have Uncle Ben remember who he is, he gets help from the mysterious hero Mary Jane previously sensed: a spider-powered ghost-based hero calling himself the Phantom Spider. Phantom Rider is successfully reverted back to his true form and helps the others by shooting at the core of Holiday’s bionic arms, separating the shard from them and reverting the monsters back to gold rocks. Back in the medieval reality, following Marion’s advice, Spyder Knight manages to swing towards Foom’s head and cut off his horn before Phoenix Princess shoots a flame ball in Foom’s throat before he can attack, rendering him unconscious. As Foom is taken back to his prison, Spyder-Knight and his comrades thank the young heroes for their help before Phoenix Princess opens another portal with the shards and leaves with her teammates. Back in the Western reality, the Web Warriors watch as the three sheriffs take Holiday to custody (and Peter feels happy to be in a world where Uncle Ben is still alive) and thank Phantom Spider for his help before they leave to another dimension with the shards and Phantom Spider leaves to other realities in his own. While on their way to the next realities, Spider-Man and Phoenix Princess have a telepathic talk about the new hero and feel hopeful to see him again.

“To Be Continued…”