Swinging for a Friend

The two-parter Premiere 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

 * Spider-Man / Peter Parker (flashback and main story)


 * Mary Jane Watson

Supporting Characters

 * Redwing (first appearance)
 * Wanda Maximoff  (first appearance) (flashback and main story)
 * S.H.I.E.L.D.
 * Nick Fury
 * Maria Hill
 * Phil Coulson
 * Doctor Curt Connors
 * Doctor Helen Cho (first appearance)
 * Commissioner George Stacy (first appearance) (flashback and main story)
 * New Warriors / New Avengers (first appearance as the New Avengers)
 * White Tiger / Ava Ayala
 * Iron Fist / Danny Rand
 * Nova / Sam Alexander
 * Power Man / Luke Cage
 * Agent Venom / Flash Thompson
 * Iron Spider / Amadeus Cho
 * Black Cat / Felicia Hardy (first appearance) (joins team)
 * Firestar / Angelica Jones (first appearance) (joins team)
 * Jewel / Jessica Jones (first appearance) (joins team)
 * Avengers
 * Captain America / Steve Rogers
 * Iron Man / Tony Stark
 * F.R.I.D.A.Y.
 * Thor (mentioned only)
 * Hulk / Bruce Banner (mentioned only)

Villains

 * HYDRA (flashback only)
 * Baron Wolfgang Von Strucker (first appearance) (flashback only)
 * Spider Slayers (only appearance) (flashback and main story) (disbanded)
 * J. Jonah Jameson
 * Doctor Octopus (hologram only)
 * Spider Slayer Androids (destruction)
 * Frightful Four
 * Wizard (cameo)
 * Thundra (cameo)
 * Trapster (cameo)
 * Klaw (cameo)
 * Batroc the Leaper
 * A.I.M. (mentioned only)
 * Justin Hammer (mentioned only)
 * Beetle / Abner Jenkins (mentioned only)
 * Loki (cameo) (appears in TV, Computer Screen or Hologram)

Other Characters

 * May Reilly (cameo) (flashback and main story)
 * Anna Watson (first appearance)
 * Gwen Stacy (first appearance) (flashback only) (cameo)
 * Norman Osborn (mentioned only)
 * Harry Osborn (mentioned only)
 * Justin Hammer (mentioned only)
 * A.I.M. (mentioned only)
 * Pietro Maximoff (only appearance) (flashback only) (death)
 * Ben Parker (grave, flashback and voice only)
 * Maggie Lang (first appearance) (Appears on a Computer Screen, TV or Hologram Only)
 * Beth (first appearance) (Appears on a Computer Screen, TV or Hologram Only)
 * Pepper Potts (mentioned only)
 * Jane Foster (mentioned only)
 * Emma Holmes (mentioned only) (deceased)
 * Human Torch (mentioned only)
 * Light Phoenix (voice only)
 * Wolverine (mentioned only)

Locations

 * New York City
 * Sokovia (flashback only)
 * Nest of Helios (first appearance) (unnamed)

Part 1: The Falcon Among Us
Directly after the Contest of Champions, It all starts with Mary Jane Watson walking in the streets until she finds Spider-Man with Aunt May in a graveyard next to Queens and gets curious to see them in front of a grave they are visiting. After they leave, Mary Jane looks at the grave stone with an inscription saying: "Here Lies Ben Parker, Beloved Husband of May Reilly and Uncle of Peter Parker". Surprised and reminded that Peter had lost his uncle some time ago, Mary Jane, learns with a smile that her most favorite hero in New York is also her childhood best friend Peter. As she leaves as well, the three of them are watched by a mysterious peregrine falcon, which then flies towards Spider-Man.

Next day, Spider-Man continues his role of superhero in New York as he keeps trying to ignore J. Jonah Jameson's increasingly immature reports and critics about him. To his satisfaction, he learns that Daily Bugle is losing popularity and money the more he proves Jameson wrong and for some reason, the Bugle is not broadcasting Jameson’s live report due to awkward technical difficulties he has been facing recently (it is deduced by the Police that there is a HYDRA agent posing as a DBC employee called Emma Holmes, who is sabotaging Jameson’s reports as ordered by her leaders), though he still decides to increase his own reputation to insure there is no one to think Jameson is right. Spider-Man is later approached by his fellow Avenger and mentor Captain America, who gives him proper training to increase his reputation, while Mary Jane, accompanied by her Aunt Anna Watson, has an exclusive interview with Tony Stark in the nearby restaurant. His actions are again observed by Mary Jane, who personally reports to New York in her website with videos about the good man he is really meant to be. The videos include several people Mary Jane interviewed about Spider-Man and all see him as a hero and citizen of New York. Spider-Man's training is later interrupted when they are attacked by a Spider-Slayer, a robotic mech programed to destroy Spider-Man.

Before Spider-Man can fight it, the robot is caught off-guard by the same peregrine falcon which was observing him and Mary Jane in the graveyard, revealing its metahuman nature and powers and tearing the robot apart. Spider-Man approaches the falcon, who shows some friendly interest in him, and finds himself able to understand what the bird says when he introduces himself as Redwing. Captain America claims to have heard of Redwing before, claiming that he has been flying around New York and chasing criminals since the Contest of Champions incident was averted to win one of the authorities or heroes' attention (some of the victims of Redwing's attacks include the Frightful Four, who are contained in their sells deeply traumatized). Stark analyses Redwing with his armor's stanners, discovering the bird is enhanced by an unknown source of cosmic energy. They are approached by Mary Jane, who is able to understand Redwing as well when he reacts friendly to her, making the others deduce that anyone who the bird befriends can understand him. As Spider-Man leaves with Redwing, Captain America and Iron Man take the destroyed Spider-Slayer to the Avengers Tower for personal analysis and Mary Jane becomes suspicious that the mech might have come from Daily Bugle, since Jameson hates Spider-Man a lot more than anyone of his enemies does. Stark initially does not believe this possibility until F.R.I.D.A.Y. traces the Slayer’s origin in the undergrounds of Daily Bugle Communications. Next day, while Redwing goes to S.H.I.E.L.D. for a check-up as suggested by Director Fury, Peter and his teammates attend to a Welcome Back Committee organised by their friends in Midtown High. During the event, Peter is reunited with Mary Jane, who introduces him to Wanda Maximoff, a teenager born in Sokovia who is looking for a new home in New York since a tragic accident cost her former one and is spending a few nights in Mary Jane's home. As they have a moment alone, Mary Jane reveals that she has Daily Bugle Access Documents which allow her to keep Jameson from broadcasting his critics in public, allowing the company's rival, the New York Sun Communications, to take over the reports. Plus, she is the one who has been sabotaging Jameson’s live reports and Emma Holmes is just a false identity she took from an employee who died in Sokovia. Peter ends up winning her loving sympathy when he vows to keep her secret. Sometime later, Peter notices that Mary Jane’s behavior towards him is the same she showed to him as Spider-Man (as demonstrated when she called them both ‘Tiger’), to which Redwing reveals to him (with a picture of Uncle Ben) that she was there when he and Aunt May visited Uncle Ben's grave and that she knows his secret identity. In the Daily Bugle Building, Iron Man, regarding Mary Jane' suspicions, controls a small camouflaged Stark Drone to keep Jameson in check. Learning that Daily Bugle's fortune is falling apart due to the lack of employees, Jameson sends in a trio of mercenaries to capture Mary Jane, who is apparently stealing his popularity with her own reports, as Stark records everything with his drone.

Meanwhile, Mary Jane, who is spending time with Wanda in the streets, gets a call from Captain America, who warns her about Jameson’s hostile intentions against her. Suddenly, Wanda, having heard her conversation with Peter in Midtown, reveals to have Telekinetic and Telepathic powers by paralysing her with her mind controlling spells. As Wanda leaves with Mary Jane's access documents to Daily Bugle, Mary Jane experiences disturbing visions of the past, which reveal that HYDRA Agents under Baron Strucker's orders were working on a science project for the creation of Metahuman Living Weapons, on which Wanda and her brother Pietro, who was given with Superhuman Speed power, were the only surviving subjects, until a Spider-Slayer bursted in and wrecked havoc in their base, inadvertently causing collateral damage in a small city of Sokovia and resulting in the demise of twelve innocent people,including Pietro, who sacrificed himself to save his sister. Later, Mary Jane has a more terrifying and haunting vision of a possible future of what would occur if Jameson remained as reporter, which involves heroes led by Captain America and Iron Man fighting each other until most of heroes perish. Mary Jane is unable to wake up from her nightmare until she watches in horror as a unmasked Spider-Man is accidentally killed by a collision blast between Captain America and Iron Man. Tearfully terrified and feeling guilty for what she might become, Mary Jane runs away. Spider-Man is approached by Iron Man, who informs him about Jameson's whereabouts. Angrily deciding that Jameson has gone too far and his career ends today, he goes to help Mary Jane, but not before Redwing, having heard how much she means for Peter and deciding he is worthy, uses his magic to upgrade his suit, giving it a new look. As his teammates and Iron Man rush in to help Captain America to evacuate the city, Spider-Man swings away to action as he whispers: "Hold on, MJ. I'm coming for you.".

Part 2, New Avengers Assemble!
Still haunted by the horrible visions she had, Mary Jane is trying to keep as far as she can from Daily Bugle until she is approached and comforted by Captain America. Right beforeJameson’s mercenaries can reach Mary Jane, Spider-Man ambushes and defeats them after destroying their communicators, keeping them from reporting to Jameson, before swinging away with Mary Jane. Meanwhile, Jameson, receiving no answer from his mercenaries, thinks of more ideas about how to end Spider-Man and turn the city against him, but is caught by Wanda's mind control as she orders him to "do it himself".

In the top of a building away from Daily Bugle, Peter has a heart to heart with Mary Jane to help her overcome the visions which haunted her. He also apologises for not telling her the truth when he needed to. Mary Jane gently forgives him, saying she understands why he did not tell her, and the two share a warm and loving embrace. Their moment together is interrupted by Jameson who, under Wanda's mind control, is mistaking New York with "Spiderland" (an imaginary city ruled by Spider-Man) and wreaking havoc with a Spider-Slayer giant mech along with a army of Spider-Slayer Octobots. Right after Redwing alerts them that Wanda is controlling Jameson, they discover with a message by Iron Man that Jameson had paid Doctor Octopus to build the Slayers and Mary Jane remembers that Wanda was in Sokovia before one of them destroyed her home and killed her brother. Plus, they both realise this is an act of revenge.

As his fellow S.H.I.E.L.D. Trainees arrive in the streets to prevent disaster, Peter decides to go in there and help them, but not before Mary Jane approaches and kisses him, thanking him for always being there for her. As Spider-Man battles the Spider-Slayers alongside his teammates, Mary Jane, with Redwing's help, arrives in Daily Bugle to sabotage the Slayers' central control systems and try to reason with Wanda. As they continue fighting the Slayers, Spider-Man and his team are joined in battle by Captain America and Iron Man as well as Spider-Man's two first superhero companions: Black Cat and Firestar, who join the battle along with their new friend and Captain America’s personal prodigy: Jessica Jones a.k.a. Jewel. Just as they hear Captain America addressing not only Spider-Man and Iron Man, but all of the young heroes as Avengers, the New Warriors decide to rename their team as the New Avengers, and they continue fighting the Spider-Slayers with Spider-Man saying: "New Avengers Assemble!".

Just after the heroes manage to defeat most of the Slayers and Mary Jane and Redwing successfully sabotage the central control systems, the enraged Jameson threatens to attack the Bugle Building where Mary Jane is standing, but he is stopped by Spider-Man, who destroys the armor’s flight components while the heroes manage to destroy the rest of it with their combined efforts. Following the complete result of her plan, Wanda attempts to hijack the armor to be self destructed, but through Redwing, she is persuaded by Spider-Man, who reveals himself to her as Mary Jane's friend Peter, that this is not what Pietro would have wanted as he shares with her his memories of Uncle Ben's death and the lessons Peter learned from him. Wanda, tearfully accepting that he is right and realizing that what she was doing is wrong, finally releases Jameson from her control and leaves with Mary Jane. Dismayed with the damage his Slayers caused, Jameson, admitting the error of his ways, has no choice but to surrender to the police. As the officers arrest him, he tries to apologise Spider-Man for what happened. But Spider-Man ignores him and leaves him to the officers' custody. A few hours later, the New Avengers, now officially joined by Black Cat, Firestar and Jewel, are congratulated by S.H.I.E.L.D. Agents Fury and Hill for their heroic dedication and promoted as tutors for the next young heroes in S.H.I.E.L.D. Academy, a role they enjoy naturally. As Peter and his teammates friendly get along with each other, they are approached by Mary Jane, who tells them that Wanda, unable to forgive herself for the incident, has left with Redwing to the mystic island he came from so that she can find piece. Peter is sure they will come back while Captain America vows that more about Redwing will be explored. The scene shifts to the atmosphere of Earth where a small meteorite approaches Earth. A bird cry is heard as the meteorite begins to fracture and an astral light ignites from the inside with a female spiritual voice whispering "Peace".

Previous Episodes:

 * During a conversation with officers working for Commissioner Stacy, Spider-Man mentions his team up with the Hulk in Exclusive.


 * Peter mentions Harry having been bonded with Venom in Back in Black.


 * Beetle’s assassination attempt in Beetle Mania is mentioned to have been Jameson’s own plan.


 * Spider-Man’s temporary inclusion in the Avengers and their team up against Doctor Octopus and Loki in Season 3 Two-Parter The Avenging Spider-Man is mentioned by New York Sun Reporter.


 * The first part of the episode directly follows events of the four part season finale of Web Warriors Contest of the Champions:
 * Aunt May is shown getting along with Peter after admitting she always knew he was Spider-Man in Part 3.
 * Iron Man mentions that Doctor Octopus had created the Slayers two days before the Contest begun.
 * Redwing is mentioned to have been chasing criminals after the Collector and Grandmaster had released New York from their game.
 * The New York Sun reporter also mentions Spider-Man’s role in the Contest.


 * After Spider-Man and his teammates rename themselves the New Avengers, Captain America mentions that the expansion program is still on, referencing their plans in the end of the Avengers Assemble Season 2 finale Avengers World, on which the Avengers have begun to expand their team by recruiting numerous heroes around the world.

Next Episodes:

 * The story continues in the Avengers: New Heroes’ Time episode The Avengers Triangle, where Captain America enjoys his own romance with Andrea Carter, and Iron Man investigates the damage caused by the Spider-Slayer in Sokovia.


 * The final scene of Part 2 is a prelude of the next episode The Phoenix Awakens, where Mary Jane is bonded with the Light Side of the Phoenix Force and becomes the Phoenix Princess.


 * Jameson is replaced for the rest of the series as New York’s reporter by Betty Brant, who gently supports Spider-Man's reputation by reporting about his heroic acts, unlike Jameson, who was always attacking Spider-Man's reputation and trying to turn the city against him by publicity calling him a menace.


 * It is stated by Iron Man that the Spider-Slayer attack in Sokovia cost the lives of twelve people, including Wanda’s brother Pietro. The identities of the other eleven victims are revealed in the next episodes.
 * Rosy Barsi’s parents and older sister in The Phoenix Quest.
 * Dr. Spencer Smythe (one of Doctor Octopus’ former colleagues) and Sebastian Derik, a secret agent of S.H.I.E.L.D. responsible for converting Scarlet Spider and She-Vulture against HYDRA in Shadows of HYDRA.
 * Carlie Cooper, a universitary student and daughter of detective Ray Cooper, in Flight of the Iron Phoenix.
 * Officer Joseph Morales (Miles’ father), an unnamed fellow officer, Emma Holmes (revealed to be John Jameson’s wife, who J. Jonah Jameson attempted to frame for interfering with his accesses with Daily Bugle) and Silver Sable’s sister and husband in The Kid Arachnid is Alright.


 * It is revealed in Phoenix Lake that the pilot of the Spider-Slayer armor which attacked Sokovia was Eddie Brock, who was fired by Jameson for taking pictures of Redwing (which Jameson wrongfully accused for being false and petty) and not of Spider-Man and, as an act of revenge, stole one of the armors to attack the sokovian HYDRA Base and caused collateral damage in there. This caused Brock to expose himself to the Anti-Venom symbiote, a secret experiment created by Doctor Octopus to destroy the original Venom.

Voice Actors

 * Drake Bell as Spider-Man / Peter Parker
 * Ashley Johnson as Mary Jane Watson, Beth the Waitress
 * Matt Lanter as Agent Venom / Flash Thompson
 * Chi McBride as Director Nick Fury, School Principal
 * Lacey Chabert as Wanda Maximoff
 * Caitlyn Taylor Love as White Tiger / Ava Ayala
 * Greg Cipes as Iron Fist / Danny Rand
 * Logan Miller - Nova / Sam Alexander
 * Ogie Banks as Power-Man / Luke Cage
 * Eric Bauza - Iron Spider / Amadeus Cho, Male Citizens
 * Roger Craig Smith as Captain America / Steve Rogers
 * Adrian Pasdar as Iron Man / Tony Stark
 * E.G. Daily as Black Cat / Felicia Hardy
 * Kath Soucie as Firestar / Angelica Jones
 * Kimberly Brooks as Jewel / Jessica Jones
 * Alan Tudyk as Commissioner George Stacy, Uncle Ben
 * Clark Gregg as Phil Coulson
 * Susan Eisenberg as Maria Hill
 * J.K. Simmons as J. Jonah Jameson
 * Tara Strong as Maggie Lang, Female Citizens
 * Laura Bailey as Anna Watson, New York Sun Reporter
 * Tom Kenny as Doctor Octopus / Dr. Otto Octavius, Daily Bugle Mercenary #2
 * Rob Paulsen as Batroc the Leaper
 * Kari Wahlgren as Dr. Helen Cho, Female Officer
 * Chris Cox as Daily Bugle Mercenary Leader
 * Dee Bradley Baker - Dr. Curt Connors, Crane Boss, Jameson Puppet, Daily Bugle Mercenary #1
 * Jennifer Hale as F.R.I.D.A.Y., Female Voice