Ends of the Earth, Part 6: Everyone Dies (Amazing Spider-Man episode)

Plot
Spider-Man, Silver Sable and Black Widow face off against Dr. Octopus' new "Sinister Six," the Avengers. Taking personal control of each of them in turn, Doc Ock is surprised when he takes control of Thor and can no longer hold Mjolnir due to him being unworthy. Utilizing an electromagnetic pulse, Mysterio helps Spider-Man by freeing the Avengers from mind control and Thor, Iron Man and Red Hulk instantly take to the air to try and stop the rest of the satellites from making orbit. Mysterio tells Spidey and Silver Sable where Doc Ock's lab is and where his vehicle is to get there, then disappears in a cloud of smoke, his "good deed" being done. Taking the Octo-Sub to the base, they dock with it and are forced to fight their way to the main lab, but encounter the Rhino standing in their way. He tells them that he's always known what the plan was, and he wants the world to burn, he doesn't want to live in a world where his wife Oksana is dead. Grabbing Silver Sable and holding her to the floor as the level is flooding, Rhino promises that he will not move and he and Silver Sable will die together. With no other choice, Spidey leaves her and goes after Doc Ock to try and save them all. Using his armor, Doc Ock pins Spidey completely and then climbs out of his armor so that he can push the button that will burn 99% of the world. Finally managing to break himself free, Spidey stops Doc Ock, who demands that Spider-Man leave him so that he can die. But Spidey saves even him, and taking him to the surface leaves him with the team of scientists. They congratulate him on saving the world, but Spidey tells them that he failed, someone died.

Cast

 * Tom Holland as Peter Parker / Spider-Man: An member of Horizon Labs and Avenger, who was bitten by a radioactive spider, granting him spider-like abilities.
 * Lea Seydoux as Silvija Sablinova / Silver Sable: An former assassin, former leader of the Wild Pack, former member of Heroes for Hire, Outlaws, Silver Sable International, and former partner of Dominic Fortune, and agent of S.H.I.E.L.D.
 * Chris Evans as Steve Rogers / Captain America: An World War II veteran and Avenger, who after being enhanced by a special formula, was granted a peak physical body.
 * Robert Downey, Jr. as Tony Stark / Iron Man: An self-described genius, philanthropist, playboy, and the CEO of Stark Industries, who developed exoskeletal suits of armor of his own making and the former director of S.H.I.E.L.D. and the benefactor of the Avengers.
 * Chris Hemsworth as Thor Odinson: The crown prince of Asgard, based on the Norse mythological deity of the same name.
 * Jeremy Renner as Clint Barton / Hawkeye: A former supervillain and Avenger, who is a skilled marksman.
 * Daisy Ridley as Jessica Drew / Spider-Woman: A former super assassin and agent of HYDRA, and Avenger who received spider-like abilities after her mother was shot by a radioactive beam of spider DNA.
 * William Hurt as General Thaddeus "Thunderbolt" Ross / Red Hulk: An general in the United States Army who turned himself into an red version of Bruce Banner / Hulk to hunt him.
 * Scarlett Johansson as Natasha Romanoff / Black Widow: An former KGB spy, member of the Red Room, and Avenger who is trained in esponiage.
 * Dan Fogler as Max Modell: The CEO and founder of Horizon Labs, and Peter's boss.
 * Jeremy Ray Taylor as Grady Scraps: Peter's co-worker at Horizon Labs.
 * Logan Riley Hassel as Bella Fishbach: Peter's co-worker at Horizon Labs.
 * Mark Hamill as Dr. Otto Octavius / Doctor Octopus: An scientist and Peter's archnemesis who after being exposed to atomic radiation, became imbued with mechanical arms. Octavius suffers from brain damage due to previous battles with superheroes, such as Peter and Rogers.
 * Jake Gyllenhaal as Quentin Beck / Mysterio: An former special effects man, illusionist, and member of the Sinister Six, who uses illusions to try to trick Spider-Man.
 * Hafpor Julius Bjornsson as Aleksei Systevich / Rhino: An supervillain who uses an high-tech rhino suit to commit crimes, and a member of the Sinister Six.

Other roles include Peter's co-workers at Horizon Labs, Sajani Jaffrey, Uatu Jackson, and Tiberius Stone, who becomes the CEO of Alchemax later, and the father of Miguel O'Hara / Spider-Man 2099.