Menace No More, Part 1: Phoenix Heart

The 9th episode of 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

 * S.H.I.E.L.D. Academy
 * Web Warriors
 * Spider-Man / Peter Parker (flashback and main story)
 * Agent Venom / Flash Thompson
 * Iron Spider / Amadeus Cho
 * Kid Arachnid / Miles Morales
 * Scarlet Spider (origins revealed)
 * New Warriors
 * American Knight / Harry Osborn
 * Black Cat / Felicia Hardy (first appearance) (joins team)
 * White Tiger / Ava Ayala
 * Iron Fist / Danny Rand
 * Triton

Supporting Characters

 * S.H.I.E.L.D.
 * Director Nick Fury (appears in TV, Computer Screen or Hologram)
 * Maria Hill
 * Phil Coulson
 * Phoenix Corps (first appearance) (assembled)
 * Jean Grey (first full appearance)
 * Summer Knight / Winter Soldier / Bucky Barnes (first appearance as Summer Knight) (flashback and main story) (joins team) (leaves Hydra)
 * Sun-Hawk / Vulture / Adrian Toomes (first appearance as Sun-Hawk) (flashback and main story) (joins team) (leaves Hydra)
 * Red She-Hulk / Dr. Betty Ross (first appearance as Red She-Hulk) (flashback and main story) (joins team)
 * Inferno / Dante Pertuz
 * Light Phoenix (first appearance) (flashback and main story) (voice only)
 * Mary Jane Watson
 * Liz Allan
 * Betty Brant (first appearance)
 * Happy Hogan (first appearance)

Villains

 * Hydra
 * Doctor Octopus / Otto Octavius (appears in TV, Computer Screen or Hologram)
 * Madame Hydra / Ophelia Sarkissian
 * Crossbones / Brock Rumlow
 * Arnim Zola
 * Delta-9 Synthezoids (first appearance)
 * Bone Spider (first appearance) (appears in TV, Computer Screen or Hologram)
 * Ghost Spider (first appearance) (appears in TV, Computer Screen or Hologram)
 * Goliath Spider (first appearance) (appears in TV, Computer Screen or Hologram)
 * Rhino / Alex O’Hirn (mentioned only)
 * Daily Bugle Communications (disbanded)
 * J. Jonah Jameson
 * Eddie Brock (first full appearance)

Other Characters

 * Avengers
 * Captain America / Steve Rogers (flashback only)
 * Hulk / Bruce Banner (flashback and main story)
 * Sandman / Flint Marko (mentioned only)
 * Red Hulk / General Thunderbolt Ross (flashback only)
 * Kamala Khan (cameo)
 * Gwen Stacy (first appearance) (cameo)
 * Wolverine / Logan
 * Aunt May
 * Uncle Ben (picture only)
 * U.S.A. President
 * Mister Fantastic / Reed Richards (mentioned only)

Plot
In the Triskelion, Harry Osborn is in the training room practicing the suit of his upgraded American Knight armor while Flash Thompson is making body exercises to make sure his symbiote fully recovers after suffering great damage during the battle with Anti-Venom in the Gym. Meanwhile, in a street of Midtown, Spider-Man is fighting the metahuman criminal Shriek before he is aided by one of his old friends and his first superhero partner, Felicia Hardy a.k.a. the Black Cat, while being monitored by S.H.I.E.L.D. agent Maria Hill, who had been assigned by Director Fury to be the young heroes’ supervisor until Fury returns, about the previous attacks on S.H.I.E.L.D. by Hydra under the leadership of Doctor Octopus. Just then, they are informed by Phil Coulson that his agents have spotted an unknown metahuman warrior in a Inhuman Temple guarded by S.H.I.E.L.D. agents. Through the holograms, Spider-Man recognizes her as the same metahuman who helped him and his team defeat Doctor Octopus in the docks.

In the New York’s Mayor Hall, Mary Jane Watson and her fellow classmate Liz Allan are with their favorite Talk Show’s host Betty Brant, who is holding on a campaign known as the Superhuman Preservation Act, on which humans must respect the metahumans’ rights and make peace with them. Brant is also competing for the SPA against J. Jonah Jameson, who is in turn supporting an idea of campaign of his own called the Superhuman Registration Act, on which metahumans (both heroes and villains) must let their identities to be known for public and reduce their vigilance, which Mary Jane and Liz disapprove because this is just another attempt to torment and get rid of Spider-Man. Meanwhile, Spider-Man and his team (American Knight, Iron Fist, White Tiger, Triton and the Web Warriors) travel towards the temple the White Hooded vigilante is and exact to learn of her purposes. They are suddenly confronted by Hydra agents under leadership of Crossbones and Madame Hydra, who exacted to find a mutant and a Inhuman who sought for shelter in there and weaponize them.

Just as a fight begins, Spider-Man and his teammates are again aided by the vigilante, who forces the agents to retreat. This time, the vigilante stays with them and reveals herself as the X-Men’s most powerful mutant member: Jean Grey, who was planning to lure Hydra’s living weapons into the temple and convert them to the Light Side of the Phoenix Force. Jean explains that she was once bonded with the Phoenix Force until they destroyed Galactus, causing the entity’s heroic side, the Light Phoenix, to be separated from her corrupt twin, the Dark Phoenix, on which the two were entrapped in different realities. Light Phoenix was buried in the Main Stone of the Inhuman Temple while Dark Phoenix was imprisoned into the Infinity Vortex. The team agrees to help Jean bring back Light Phoenix using the Phoenix Badge, the artifact Jean collected during the battle with Anti-Venom. They also end up encountering Black Cat (she had sneaked into the Triskelion and secretly boarded the Quinjet to follow Spider-Man into the temple), who arrived in the temple looking for the Inhuman Inferno (whom Felicia’s friend spoke off), who is the Inhuman Hydra was looking for in the temple. Just as they manage to find Inferno and use the badge to convert him to the Phoenix Force, they get confronted again by Madame Hydra and Crossbones, and this time, with the brainwashed Winter Soldier, Vulture and Betty Ross, who had been turned into Red She-Hulk. As the fight begins, Jean connects the Phoenix Badge with Spider-Man, on which the badge duplicates a piece of Peter’s Spider powers and in turn enhances him and upgrades his armor, giving it a new look. He also discovers Scarlet Spider’s true origins as a synthezoid created by Doctor Octopus as a living weapon (a truth which not even Scarlet himself knew), to which the others deduce that Scarlet was the spy Vulture warned Spider-Man about, although they also assume he was also a pawn much like Rhino and Sandman.

Under Jean’s instructions, Spider-Man connects the Badge with Winter Soldier and Vulture (who regain their true memories of their past and are turned into Summer Knight and Sun-Hawk), converting them against Hydra, as well as with Red She-Hulk, who regains control over her Gamma Mutant form and is converted to the Phoenix Force. With the Badge charged enough, Jean has Peter take it to the Main Stone where Light Phoenix is buried and plugs the Badge in there. Light Phoenix eventually grants Peter’s wish to ‘fulfil a friend(Mary Jane Watson)’s purpose’, which is to help humanity. The entity eventually fulfills his wish by unleashing a massive Solar Wave across the globe which causes the humans to see that there is more on Mutants and Inhumans than meets the eye. This leads the citizens on the Mayor Hall to have Mayor Happy Hogan sign the Superhuman Preservation Act, much to the delight of Mary Jane, Liz and Brant and Jameson’s dismay. With their mission successful, the team (now joined by Black Cat) returns with Jean and the Phoenix-powered heroes (now known as the Phoenix Corps) into the Triskelion, where they are congratulated by Hill and Coulson. Jean thanks the young heroes for their help before their help and informs them that Light Phoenix will awaken when Sun rises over the temple next day bond with her new suitable host soon. As Peter watches New York in the distance, Jean acknowledges about the wish he made in the Stone and is pleased to know he did so for a friend he loves. At the time Mary Jane watches the streets from the top of a Building emotionally overjoyed to know that her best friend and her favorite hero are really the same man she loves.

“To Be Continued...”

Previous Episodes

 * Spider-Man and his teammates were still looking for answers about who the real spy was since the episodes Lizards and Double Agent Venom.
 * A small flashback of Iron Vulture is shown during the moment Spider-Man converts Vulture to the Phoenix Force with the Badge.
 * The story takes place one day after the Avengers: Ultron Revolution episode The Inhuman Condition and the alternate ending of Anti-Venom.
 * At the moment Red She-Hulk is reminded by Spider-Man of Bruce Banner, flashbacks of herself with Hulk and Bruce Banner in the Avengers: Ultron Revolution episode “Dehulked” and the Hulk and the Agents of S.M.A.S.H. episode “Banner Day” play.

Next Episodes

 * The story continues in Part 2: Freedom For All Meta Humankind and concludes in Part 3: The Sinister Revolution.

Voice Cast

 * Drake Bell as Spider-Man / Peter Parker
 * Ashley Johnson as Mary Jane Watson
 * Matt Lanter as American Knight / Harry Osborn, Agent Venom / Flash Thompson