Monsters vs. Machines

The 18th episode 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
 * Phoenix Princess / Mary Jane Watson
 * Light Phoenix
 * American Son / Harry Osborn
 * Jocasta
 * Cyberstar / Liz Allan (first appearance as Cyberstar) (merges with Ultron Symbiote) (joins team)
 * White Tiger / Ava Ayala
 * Agent Venom / Flash Thompson
 * Iron Spider / Amadeus Cho
 * Iron Phoenix / Gwen Stacy
 * Nova / Sam Alexander
 * Cloak / Tyrone Johnson
 * Dagger / Tandy Bowen

Supporting Characters

 * Avengers
 * Agents of S.M.A.S.H.
 * Hulk / Dr. Bruce Banner
 * Red She-Hulk / Dr. Betty Ross
 * She-Hulk / Jennifer “Jen” Walters
 * A-Bomb / Ricky Jones
 * Red Hulk / General Thunderbolt Ross
 * Skaar
 * Iron Man / Tony Stark (mentioned only)
 * Vision / J.A.R.V.I.S. (impersonates Dr. Sykes)

Villains

 * The Leader / Dr. Samuel Sterns
 * Doctor Sykes (single appearance) (impersonated by Vision)
 * Ultra-Venom (single appearance)
 * Doctor Doom / Victor Von Doom (mentioned only)
 * Lucia Von Bardas
 * Doom Bots
 * HYDRA
 * Doctor Octopus / Dr. Otto Octavius
 * Viper Empress / Madame Hydra / Ophelia Sarkissian
 * Venom Symbiote (destruction)

Other Characters

 * Betty Brant (appears in Computer screen, TV or Hologram)
 * Deadpool / Wade Wilson (appears in Computer screen, TV or Hologram)
 * Deadpool Party Guests (single appearance)

Plot
Midtown students are taking part of another Science Fair presenting all new technological wonders and chemical projects (although some groups of students are growing very competitive with each other about which science project can help society better). Peter and his friends voice full respect on both technological and chemical-themed projects, specially because they hope to say hello to two of the Fair’s guests: Doctor Bruce Banner (Peter’s team knows him as the Hulk) and his colleague and lover Doctor Betty Ross. As she watches the other students bicker over their projects, Liz finds one of the Fair’s guest teachers discretely walking away and decides to follow him. As she catches up with him, however, she finds a terrible surprise about who the teacher really is and gets abducted by one of his henchmen (off-screen). Her screams alert Mary Jane (and later the rest of her friends). And the rogue guest reveals himself as the Hulk’s archenemy: Samuel Sterns a.k.a. the Leader.

Peter and his team quickly find somewhere to hide and change to their superhero forms in order to fight the Leader, who reveals to be armed with Doctor Octopus’ bionic tentacles and unleashes several Venom-mutated HYDRA agents to go for rampage in the school and later in Manhattan. Doctors Banner and Ross effectively change to Hulk and Red She-Hulk as they call their fellow Agents of S.M.A.S.H. and join the New Avengers in battle. As Spider-Man’s team continues battling the Symbiote monsters, the city ends up invaded by Doom-Bots led by Lucia Von Bardas, who wrongfully accuses the Americans for declaring war against Latveria with the Symbiotes. The New Avengers end up realising a much worse part of the Leader’s plot: he is manipulating both Monsters and Machines to fight each other until they destroy the city.

As Spider-Man and Hulk bring their teams together to stop the issuing chaos around the city, the Leader resumes his work on a HYDRA flagship he and his henchmen previously hijacked as he prepares to merge the Midtown students he abducted (including Liz and the science nerds who were bickering over their projects) with the Ultra-Venom, a hybrid of the Venom symbiote and Ultron’s synthetic components, turning them into his slaves. Doctor Octopus voices his displeasure over the Leader’s use of the symbiote he stole, but assures himself that his little knowledge over what he is really creating will be his downfall. As the others resume to battle the Venoms and Doom-Bots, Harry is informed that Liz has been kidnaped by Leader and rushes in to rescue her. Spider-Man voices his concern over a trap the Leader is preparing, but the Hulk assures him that Harry will not be as alone as the Leader expects him to be (alluding that there is a double-agent among the Leader’s henchmen). American Son breaks through the HYDRA ship, overcoming every trap in his way until he is confronted by the Leader, who voices his knowledge of the young patriot’s identity of Harry Osborn (the Leader was aware that his father Norman is the Iron Patriot) as well as the rest of his teammates’ (including Spider-Man’s identity of Peter Parker). To make it all even worse, the Leader reveals that Harry is too late and Liz has already been bonded with Ultra-Venom, to Harry’s horror.

As Harry finds himself face-to-face with his apparently mutated sweetheart, Leader offers him to serve him so that he and Liz can be together. Over Harry’s refusal, the Leader demands Liz to destroy him. However, to Harry’s surprise and Leader’s shock, Liz reveals she is still herself and turns on her kidnaper. Liz ends up revealing that she managed to get full control over the organism thanks to some hacking by one of the Leader’s henchmen, Dr. Sykes, who is revealed to be actually the Avengers’ recruit, the Vision, in disguise. Spider-Man, Phoenix Princess, Hulk and Red She-Hulk arrive to aid Harry and find themselves surprised to see that Liz has managed to control her Symbiote. Voicing his frustration over the double-crossing, the Leader formulates one last attempt to destroy the city by causing the ship to crash in the nearest Nuclear Weapons Facility. While Spider-Man, American Son, Hulk and Vision fight the Hulkbuster-armored Leader and Phoenix Princess and Red She-Hulk hold back the other Venom-mutated HYDRA agents, Liz and Jocasta work to control the ship and make sure it crashes somewhere away from the city. Liz successfully reprograms the ship to crash in the nearest sea after the others defeat the Leader and escape the ship with the hostage students and the incapacitated villains. Right after the Leader starts making petty threats of revenge on Spider-Man’s team, Liz uses her symbiote’s powers to create an device which teleports the Leader into a Virtual Reality dimension where he is forced to watch as inumerous duplicates of Deadpool dancing around him, which will drive the Leader crazy enough to make him forget about the New Avengers’ identities. Liz ends up joining the New Avengers as Cyberstar (a name she picked for herself while making her first use of the symbiote). Back in Midtown, the rival students end up apologising for each other and deciding to unite their projects to demonstrate how both technology and chemical experiments actually do well together, to which Peter is impressed to hear of.

Next Episodes

 * Lucia Von Bardas collecting a sample of the Venom symbiote is a prelude to the next episode Symbiotes of Doom.