Ultimate Spider-Man Episode Ten: Freaky

Freaky

First Aired: June 17th, 2012

Synopsis: The mutant villain Mesmero is mind controlling people, and gets them to attack Spider-Man when he arrives on the scene. Wolverine shows up and although he's aggressive towards both Spider-Man and the civilians, he intimidates Mesmero enough that the villain undoes his mind control. SHIELD show up and grab Mesmero, but Spider-Man is disgusted by Wolverine's attitude, while Wolverine thinks that Spider-Man isn't pragmatic enough. Mesmero takes note of this. The next day, Peter starts to feel tired in class, and after closing his eyes finds himself in Wolverine's body, in a sleazy hotel. In school, Wolverine of course finds himself in Peter's body, and leaves class since he of course gives zero shits. Peter calls up Wolverine on his own mobile, and they realise that they swapped bodies, but it's at that point that Peter is attacked by Sabretooth. Peter tries telling Wolverine to stay in class, but the phone gets cut during the fight. He's unable to convince Sabretooth that he's not really Wolverine, so escapes on a bus.

Ultimate Spider-Man Episode Nine: Field Trip

Field Trip

First Aired: May 20th, 2012

Synopsis: The team's school is having a field trip at a museum, where they're shown a tablet with Norse runes. A frost giant appears from it, and after all of the civilians have fled, the team suit up and try to fight it. They're doing poorly until Thor shows up and defeats it. He examines a strange stone around the giant's neck which transforms him into a frog, and guesses that it's Loki's work. Thor transports the team to Asgard, but finds that it's all covered in ice. Frost giants attack the team, and they're captured by Loki. He explains that he made a pact with the frost giants and used the Norn Stone to turn Thor into a frog. The frost giants are trying to break into a room where Odin is currently recharging his powers with the Odinsleep, and once they do, Loki will kill him and rule Asgard. The team manage to free themselves and Thor, but when they start doing poorly against the frost giants, Spider-Man suggests a tactical retreat, and Thor reluctantly takes the team out of there.

Ultimate Spider-Man Episode Eight: Back in Black

Back in Black

First Aired: May 13th, 2012

Synopsis: Peter is sick and staying at home, and is surprised when he sees a mysterious, black-suited Spider-Man stop the android Dragon Man on television. The black-suited Spider-Man becomes insanely popular, and Peter starts getting jealous. His team debate recruiting the new Spider-Man and wonder where he's from, to which Peter says that it's obvious - the new Spider-Man is a new version of Venom. His team are sceptical, and Spider-Man investigates on his own. He manages to meet the new Spider-Man in the city later, but the new Spider-Man is dismissive of Spider-Man and leaves. The next day Peter notices that Harry has a fancy watch, and Harry reveals a secret to Peter - his watch contains a fragment of the symbiote he found at his house, and he's the new Spider-Man. Peter tries convincing Harry that he won't be able to control Venom, but Harry is annoyed that Peter won't support him and briefly acts unnaturally angry. Later that night, Harry tries revealing to Norman that he's the new Spider-Man, hoping to impress him, but Norman is dismissive and doesn't give him the chance.

Ultimate Spider-Man Episode Seven: Exclusive

Exclusive

First Aired: May 6th, 2012

Synopsis: Mary Jane reveals that she's going to be interviewing Spider-Man as part of a competition for the Daily Bugle. When she meets with Spider-Man, he explains that he's doing it so that he can give an unbiased source his point of view. Shortly into the interview, however, the Hulk arrives in Manhattan and starts rampaging around. Mary Jane films as Spider-Man tries fighting him, and Hulk mentions that he hates Spider-Man almost as much as he hates "energy man". Spider-Man realises that Hulk is fighting something or someone invisible, and uses the night vision of Mary Jane's camera to identify the Hulk's foe: an electrical being that Hulk dubs Zzzax. The police, unaware of Zzzax, try to stop the Hulk, and Spider-Man fails to talk them down. He next contacts SHIELD, who say that they're busy but will send people when they can. Spider-Man next tries and fails to lure Hulk and Zzzax out of the city, but when that fails, knocks over a water tower which soaks Zzzax, causing him to flee into the subway tunnels.

Ultimate Spider-Man Episode Six: Why I Hate Gym

Why I Hate Gym

First Aired: April 29th, 2012

Synopsis: Spider-Man and White Tiger team up to defeat Batroc the Leaper, and White Tiger criticises Spider-Man for not training enough. Unbeknownst to them, Doctor Octopus and Taskmaster watch them. The next day, Principal Coulson reveals that they've got a new gym teacher, Mr. Jaeger, who unbeknownst to the students, is Taskmaster in disguise. In gym class Jaeger puts the team through a rigorous obstacle course in the hopes of discovering which of them is Spider-Man, and gets suspicious of Flash Thompson. Peter, for his part, intentionally does badly at the course. Jaeger tells Flash, Harry Osborn, and Danny Rand to come to school the next day - a Saturday - since they've done so well. Ava did a good job but wasn't asked to come in, and she's insulted enough that she shows up the next day anyway, where she finds the school locked up and with the security devices SHIELD installed activated. She calls Peter up and the two of them enter the school as White Tiger and Spider-Man. The two find Coulson tied up in his office, where he reveals that Taskmaster has taken over the school, and they can't call Fury because signals are being blocked.

Ultimate Spider-Man Episode Five: Flight of the Iron Spider

Flight of the Iron Spider

First Aired: April 22nd, 2012

Synopsis: Spider-Man is fighting the Living Laser around New York and is soon joined by his superhero teammates. None of them are able to effectively hurt him, but Iron Man shows up and the Laser flees. Spider-Man starts fanboying over Iron Man, and impresses Iron Man with the idea of following the Laser's photon trail to track him. Iron Man suggests that Spider-Man visit his plant, and later that week, Spider-Man does. After seeing multiple inventions there, including a molecular disruption chamber, Spider-Man is given an Iron Man-esque suit of his own. He shows up late to training on the Helicarrier in the Iron Spider suit, where he proves to be abysmally bad at controlling it. His team get annoyed at him when he insists on using it in stopping villains, and when they confront the Living Laser again and Spider-Man again fails at using the suit, Iron Fist encourages Spider-Man to follow his own path. As the others leave, however, Living Laser takes over the suit, which he can do since he's made of energy.

Ultimate Spider-Man Episode Four: Venom

Venom

First Aired: April 15th, 2012

Synopsis: Spider-Man is riding the Spider-Cycle through a subway tunnel as he's chased by a robot, which he's eventually able to destroy by getting a train to hit it. Unbeknownst to him, the robot managed to get a bio-sample from him. At school, Harry reminds Peter about a movie night at his that night, but Peter's grabbed by his superhero friends which hurts Harry. It's made worse when he overhears Sam Alexander saying bad things about him, and he rejects Peter's apology. Mary Jane suggests to Peter that he invite his group to Harry's for the movie night, as Harry probably just feels left out. That night, Norman gives Harry a bunch of money for dinner, then heads out to Doctor Octopus' lab, where Ock has created a symbiote using Spider-Man's bio-sample, although it's escaped and Ock speculates it'll be looking for Spider-Man. Harry, meanwhile, is still angry at Peter, and so uses the money Norman left him to throw a massive party, which Peter and the superheroes discover when they show up.

Ultimate Spider-Man Episode Three: Doomed

Doomed

First Aired: April 8th, 2012

Synopsis: Peter's annoyed at Sam Alexander for hanging out at his lunch table, and when they start to fight about it, Coulson puts the two of them in detention. It turns out to be a pretense for them to get transported to SHIELD, where they'll do some training. Spider-Man and Nova get too hot-headed and destroy the drones that were supposed to be used, so Fury punishes the team by making them clean up. Afterwards, Spider-Man mentioning that he's taken out plenty of villains gives White Tiger an idea: if the team can capture someone on SHIELD's most wanted list, it'll put them in Fury's good books. Nova suggests Doctor Doom, and while White Tiger and Spider-Man think it's a terrible idea, the team set off for Latveria in SHIELD planes anyway. When they arrive Nova is nearly taken out by robots, but the team save him, only for Doctor Doom himself to arrive. 

Ultimate Spider-Man Episode Two: Great Responsibility

Great Responsibility

First Aired: April 1st, 2012

Synopsis: Spider-Man fights against robots designed to test him in the SHIELD helicarrier. Unbeknownst to him, he's watched by four other superheroes - Iron Fist, Power Man, Nova, and White Tiger - who all think that his style is too sloppy and not professional enough. In spite of their comments, Spider-Man is able to defeat the robots, and leaves the helicarrier using a web parachute from the new, advanced web shooter SHIELD has given him. The next day, he visits Harry Osborn in hospital before showing up at school, where Mary Jane reveals that she wants to meet Spider-Man and interview him, since he supposedly goes to their school. Although Peter does want to help her, and the interview would help her with her future career, he's worried that she'd recognise him as Spider-Man since she knows him too well. Later that day, at SHIELD Peter meets scientist Curt Connors and agent Phil Coulson. Spider-Man's given the Spider-Cycle, a motorbike that Connors developed for him, but accidentally drives it out of the helicarrier.