He bribes Rhino into becoming a spy for him while operating as a student at the S. Later, as Spider-Man, he visits S. When they are arriving Latveria , they are attacked with missiles; when Nova destorys them all, they are attacked by Doombots. Later, Flash Thompson , Peter's all life bully, appears and puts him in a locker, Peter is soon released by Stan the janitor. Spider-Man, swings across the city until he encounters with a robbery, he saves a police officer from crashing with his car to a shop by using a web.
As soon as Wizard mentions a client, Spider-Man attacks him, having faked his unconsciousness. At Midtown High , Peter meets Mary Jane Watson , one of his best friends since they were kids. He has saved lives and fought supervillains, but he is still in the process of learning how to be a Ultimate Spider Man. Using a web parachute, Spider-Man saves his own life. There, Peter realizes it was a trick to gather the S. Spider-Man takes a webbed Doom to his jet, while the others follow him.
Meanwhile Spider-Man battles Thundra, Klaw tries to take down Mary Jane, who was using her camera to record the battle. He forces Sam to go to talk in the hallway, where Peter discuss with him about having his Peter Parker life separated from Spider-Man's. The next day, at Midtown High, Thompson is about to put Peter in a locker, until Power Man, in civilian clothes, shows up and locks Thompson up instead. However, Scarlet Spider has a change of heart at the last minute, he ends up sacrificing himself to save the city from Doctor Octopus. Jameson from Daily Bugle Communications is giving a report asking for the apprehension of the vigilante known as Spider-Man. The teen heroes Spider-Man will be teaming up with are Nova, White Tiger, Iron Fist, and Power Man. He reveals to Peter that now he and the other heroes will be attending to Midtown along with him.
Harry awakens from his coma and reverts into Anti-Venom, and begins the drain the Carnage symbiotes away from the civilians. Spider-Man, disinterested, is leaving the scene when Fury tells him he knows he's Peter Parker, and Spider-Man remembers his childhood, his his uncles, when he got his powers and when Uncle Ben died. When Trapster tries to take Spider-Man down using his special glue pistol, Spider-Man punches him to a car. Unbeknownst to Spider-Man, a fragment of the Carnage symbiote is inside her body. When the four heroes take down all of them, Doctor Doom appears, taking down all of them easily, except Spider-Man, who manages to dodge his laser blasts.
The villain takes two granades and trows them to the hero, he manages to avoid one, while other explodes, letting him glued to a wall. After searching the list, Nova decides they'll take down Doctor Doom. In the epilogue, Doctor Octopus eventually surrenders as he is taken under custody by Iron Man, Spider-Man successfully graduates as Agent Venom and Scarlet Spider are named the new teachers in S. During their adventure, they reunite with Spider-Man Noir and meet other spider-based characters as they work to get to the Siege Perilous shards before Wolf Spider does. Fury scolds Spider-Man for the collateral damage from the battle, saying that Captain America would have made it in just three secons, but that even Iron Man had a learining curve.
After losing control, Peter reveals his identity to Harry, who reverts to himself, before re-emerging with Anti-Venom to destroy the Carnage symbiotes. The officer thanks Spider-Man as he jumps to the scene, where he meets the Trapster , breaking the fourth wall Spider-Man explains his previous three encounters with this criminal, who is more a pilferer than a super-villain. Together with her, they repair the Siege Perilous, but Wolf Spider manages to swipe it and go forth with his plan. Harry saves her, but is hit by Klaw's sonic wave. Surprisingly, Mary Jane is able to control the Carnage Symbiote inside her, thanks to Dr Connors experiment and assumes the identity of Spider-Woman. While leaving, Fury approaches Spider-Man and tells him why he asked him to join, that he knew he had potential to be a great hero; anyways, he quits. At night, Spider-Man arrives to the Helicarrier, where after destroying most of the security systems, he's totally pointed by guns, Fury appears and deactivates them.
After distracting the villains by starting a food fight against them, Peter changes, and finds in his arm a tracer which Trapster left him during the battle which took place hours before. They are attacked by Morbius, who became a living vampire due to the injection he received from Doc Ock. After realizing this situation is not that bad, Peter accepts his new classmates. Spider-Man kicks Wizard out of the cafeteria to the school's corridor, there, Flash appears telling Spider-Man he was his biggest fan and wanted to help him. While reflecting about his life, Peter relizes he has to take Fury's offer. .
It was later revealed that Scarlet Spider was the real spy for Doctor Octopus, and unmasks Spider-Man in front of Doctor Octopus, revealing his identity. Helicarrier , and Fury puts them a test to battle giant robots. Spider-Man convinces Nova to use his powers to lift the Helicarrier, while the other three takes care of the Doombots. The same morning, Peter visits Harry in hospital and leaves him some homework. Spidey reveals the mysterious objects, which is a special motorcycle. After saving his life, Spider-Man tests the cycle around New York. Finally, when they arrive to the reactor, they all, working together, destroys the Doombot.
His soon-to-be fellow teammates watch him with different reactions, while Iron Fist and Power Man believe they can make it, Nova and White Tiger think the opposite. After learning they are also part of S. As the series begins, Peter Parker has been Spider-Man for one year. Spider-Man quickly goes to the Triskelion and assembles all the Web-Warriors and New Warriors, and tells them about what happened in the morning. Spider-Man joins the battle, and Wizard announces to Osborn via a communicator that they found him.