Project Ultimate

??? is the th 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
 * Anya Corazon (first appearance)
 * Curt Connors (first appearance) (flashback and main story; as Lizard in flashback only)

Villains

 * Ultron
 * Ultimates
 * Ultimate Iron Man (Destroyed)
 * Ultimate Hulk (Destroyed
 * Ultimate Captain America Destroyed
 * Ultimate Black Widow (Destroyed)
 * Ultimate Thor (Destroyed)
 * Ultimate Hawkeye (Destroyed)
 * Ultimate Falcon (Destroyed)
 * Hydra
 * Red Skull
 * Arnim Zola
 * Spencer Smythe (first appearance)
 * Humanoid Animals
 * Lizards
 * Rhinos
 * Vultures

Premise
After taking over experiments and products from Oscorp, Red Skull and Arnim Zola enlist Dr. Curt Connors' assistance with creating 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
TBA...

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, Spencer Smythe
 * 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
 * Jim Meskimen as Ultron
 * Liam O'Brien as Red Skull
 * Armin Shimerman as Dr. Arnim Zola