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Ultimate Spider-Man Season 3 Episodes
Season 3 Episode Guide
26 Episodes 2014 - 2015
Episode 1
The Avenging Spider-Man: Part 1
Sun, Aug 31, 201423 mins
Spider-Man has been offered to join the Avengers after he single-handedly defeated the Green Goblin and he has successfully saved Connors from his Lizard alter-ego and he has cured his teammates from their goblin forms. Spider-Man begins to wonder if he is truly ready to become an Avenger and his friends start to feel left out. Loki soon teams up with Doctor Octopus, they both want revenge on Spider-Man and they plan on making the hero's dream on becoming an Avenger a nightmare for him. Loki swaps bodies with Spider-Man and it ensues complications for both him and his new team.
Episode 2
The Avenging Spider-Man: Part 2
Sun, Aug 31, 201423 mins
Loki has managed to put Spider-Man back in his original body, but the God of Mischief turns the Avengers against Spider-Man and he is unable to get help from Thor and the Hulk. Spider-Man goes to Midtown High to seek help from his real team in order to defeat Loki and Doc Ock. The S.H.I.E.L.D. Team soon learns about Loki's ruse and they help Spider-Man convince the Avengers that he is not the enemy. During an ensuing fight, the Avengers soon discover that they have been tricked by Loki, the heroes decide to work together to put a stop to Loki and Doc Ock's schemes for good.
Episode 3
Agent Venom
Sun, Sep 7, 201423 mins
When Flash tries to become a hero like Spider-Man, he discovers the Venom symbiote has bonded with him permanently and he names himself Agent Venom. Taskmaster and Beetle have plans to take the Venom symbiote for villainous purposes. Spider-Man and Agent Venom must work together to stop Taskmaster and Beetle.
Episode 4
Cloak and Dagger
Sun, Sep 14, 201423 mins
Spider-Man plans on recruiting the superhero duo Cloak and Dagger, who both have the ability to manipulate dark and light, respectively. Spider-Man encounters Dagger during a brief fight, both of them notice that Cloak has been corrupted by Dormammu and he has made off with Iron Fist. Spider-Man convinces Dagger to help rescue his teammate, they agree to work together to save their friends. At the New York Sanctum, Spider-Man and Dagger meet up with Doctor Stange so they can seek his aid to rescue their friends. However, Iron Fist, White Tiger, and Doctor Strange have been corrupted by Dormammu. Spider-Man uses Doctor Strange's cloak and he convinces Cloak to fight Dormammu's influence and succeeds. Spider-Man, Cloak, and Dagger are able to purify Iron Fist and White Tiger, they gain brand new costumes. The heroes are able to escape the Dark Dimension. Spider-Man then approaches Cloak and Dagger and he convinces them to join S.H.I.E.L.D., the two heroes decide to think about the offer, but unbeknownst to Spider-Man. Taskmaster has already recruited Cloak and Dagger to be on his team, the duo soon rejects Spider-Man's offer without giving a second thought.
Episode 5
The Next Iron Spider
Sun, Sep 21, 201423 mins
Spider-Man becomes dismayed that he has to recruit another science genius named Amadeus Cho. During a fundraiser at Midtown High, Peter is less than thrilled that Amadeus is attending his school. Amadeus begins to admire the Iron Spider armor that Iron Man has gifted Spider-Man. Amadeus soon begins to control the Iron Spider armor so he could become a superhero. Spider-Man and Amadeus put aside their differences to stop Taskmaster from stealing the armor. Amadeus manages to counteract the virus Taskmaster has planted on the Iron Spider armor. Spider-Man allows Amadeus to keep the armor, they head to the Tri-Carrier. Spider-Man introduces Iron Spider to Agent Venom and the hero reveals to them that he plans on recruiting more heroes to the New Warriors initiative, but Amadeus reveals to Spider-Man that he obtained Taskmaster's list of superhero recruits when his armor was hacked, this causes Spider-Man and Nick Fury to realize that someone has sent the list of superhero recruits and someone has given this information to Taskmaster. Spider-Man decides to recruit the rest of the heroes before Taskmaster gets to them first.
Episode 6
The Vulture
Sun, Sep 28, 201423 mins
Spider-Man encounters a mysterious criminal named the Vulture, but the hero learns that the Vulture has no memory of his past or identity. Vulture tries to get answers at Oscorp and he holds Harry hostage in order to demand Norman's whereabouts. Spider-Man convinces the Vulture to spare Harry and he reluctantly agrees to the hero's request. Spider-Man and Vulture head to the Tri-Carrier to interrogate Doc Ock for brainwashing Vulture, but he activates his trigger phrase. Vulture escapes with Doc Ock. Spider-Man follows Vulture to Ock's secret lair and he convinces Vulture to help him stop Doc Ock. Vulture reluctantly spares Doc Ock and the villain is arrested. Vulture parts ways with Spider-Man, but he is approached by Taskmaster. Meanwhile, Peter takes a break from being Spider-Man and he spends some quality time with Harry.
Episode 7
The Savage Spider-Man
Tue, Oct 7, 201423 mins
Spider-Man and Wolverine go to the Savage Land so they can recruit Ka-Zar to join the New Warriors. However, Spider-Man and Wolverine must help Ka-Zar rescue his sabretooth brother Zabu from Kraven the Hunter and Taskmaster. Kraven plans on sacrificing Zabu so he can gain his immorality for himself.
Episode 8
New Warriors
Tue, Oct 14, 201423 mins
Spider-Man realizes he has inspired a whole new generation of aspiring super-heroes and wants to encourage them to have S.H.I.E.L.D. training and form a new team, the New Warriors. However, Taskmaster and his Thunderbolts stage a surprise attack on the S.H.I.E.L.D. Carrier, and the New Warriors must face their first trial by fire when they strive to prevent a breakout of the Green Goblin, Dr. Octopus, Beetle and Scorpion.
Episode 9
The Spider-Verse: Part 1
Thu, Mar 5, 201523 mins
Goblin uses Electro to power up the siege perilous to collect the DNA of other Spider-Men. Spider-Man follows Goblin and boosts the confidence of Spider-Man 2099 and helps Spider-Girl to defeat Norma Osborn.
Episode 10
The Spider-Verse: Part 2
Thu, Mar 12, 201523 mins
Spider-Man continues following Green Goblin across the multiverse to stop him from collecting Spider-Men DNA. He helps Spider-Man Noir to renew his friendship with Mary Jane.
Episode 11
The Spider-Verse: Part 3
Thu, Mar 19, 201523 mins
Spider-Man helps Spyder-Knight take down the medieval Dr. Octopus and save York, then helps Miles Morales forgive himself for what happened to Peter Parker in his universe.
Episode 12
The Spider-Verse: Part 4
Thu, Mar 26, 201523 mins
Spider-Man finally ends up back in his own universe, he finds Green Goblin has injected himself with the Spider-Men DNA from all the universes to become the Spider-Goblin. With Electro's help from the Siege Perilous he summons all the Spider-Men dubbed Web-Warriors to battle the Spider-Goblin and save New York.
Episode 13
The Return of the Guardians of the Galaxy
Sun, Jul 6, 201423 mins
The Guardians of the Galaxy land on Earth to repair their ship at the same time Titus leads the Chitauri into targeting Nova's helmet. Now Spider-Man and Nova must work with the Guardians of the Galaxy to defeat Titus and the Chitauri.
Episode 14
SHIELD Academy
Tue, Jul 7, 201523 mins
Spider-Man's education at the Academy begins, but it might be cut seriously short when a long-dormant villain wakes from hibernation and sets out to destroy S.H.I.E.L.D.
Episode 15
Rampaging Rhino
Tue, Jul 14, 201523 mins
Spidey and Hulk are the last line of defense when a bitter rivalry between Agent Venom and Rhino threatens to destroy New York City.
Episode 16
Ant-Man
Tue, Jul 21, 201523 mins
Spider-Man and Ant-Man must shrink down to miniature size in a special submarine to rid Nick Fury's body of nanobots implanted by Doc Ock.
Episode 17
Burrito Run
Tue, Jul 28, 201523 mins
Spider-Man, Power Man, and Squirrel Girl decide to sneak out of the Triskelion at night so that they can get burritos at a Mexican restaurant, but their trip becomes complicated when they are forced to fight off brainwashed supervillains and civilians, who are being controlled by Mesmero.
Episode 18
Inhumanity
Tue, Aug 4, 201523 mins
Spider-Man is the only person who is openly supporting Trtion to attend S.H.I.E.L.D. Academy, but the rest of the heroes become uncertain to trust Triton, despite the fact he's the only Inhuman being recruited to in the New Warriors. Matters soon become worse, when Maximus the Mad brainwashes the Inhuman Royal Family to wage war on humanity. Spider-Man and Trition must find a way to resolve the matter peacefully and save the royal family from Maximus' brainwashing.
Episode 19
Attack of the Synthezoids
Sat, Sep 19, 201523 mins
Spider-Man wakes up in a stasis pod but things start to take a strange turn for the hero when he learns that most of the heroes and S.H.I.E.L.D. personnel are also synthezoids. Spider-Man tries to see if Iron Fist and Cho are synthezoids, but they are normal individuals; Cho soon learns that Spider-Man has also taken the blame for Zola's accidental release and he starts to feel guilty for getting Spider-Man in trouble. During the fight with the synthezoids, Cho allows Spider-Man and Iron Fist to escape. Spider-Man and Iron Fist meet up with Agent Venom, Rhino, White Tiger, Cloak, and Dagger in order to stop the synthezoid process. However, the heroes soon learn that White Tiger is also a synthezoid like the rest of the heroes and personnel. Spider-Man and the rest of the heroes lure all of the synthezoids to the training area and they are destroyed, but Dagger also gets captured. Cloak reveals to Spider-Man, Agent Venom, and Rhino that all of the heroes and everyone else are being held prisoner by Zola on the Tri-Carrier. Spider-Man and the remaining heroes decide to save their comrades from Zola's capture.
Episode 20
The Revenge of Arnim Zola
Sat, Sep 26, 201523 mins
Spider-Man, Agent Venom, and Rhino work together to save their friends, who have been captured by Arnim Zola, the captured heroes are being held prisoner on the Tri-Carrier. Agent Venom and Rhino continue to bicker, causing Spider-Man to talk some sense into them, Agent Venom and Rhino finally put their animosity aside. The three heroes notice that their friends are placed in stasis pods and Zola is absorbing their powers to make himself stronger. Zola captures Spider-Man and he meets with his classic team, he uses his web fluid to absorb his friends superpowers, he is able to defeat Zola with ease. Agent Venom and Rhino are able to free themselves in their pods. Spider-Man dons the Iron Spider armor again, he sets all of his friends and allies free from their stasis pods. Spider-Man, Nick Fury, and the New Warriors witness the Triskelion being rebuilt.
Episode 21
Halloween Night at the Museum
Fri, Oct 10, 201423 mins
It's Halloween and Spider-Man goes to the Museum of Natural History to see the Camelot exhibit. Along the way, he meets a young nanny named Jessie and the Ross kids. Their visit becomes more dangerous when Morgan Le Fay is accidentally released from her imprisonment. Morgan reveals her true intentions on casting the world into eternal darkness by using the Excalibur sword. Spider-Man and Jessie must work together to stop Morgan Le Fay and save Halloween.
Episode 22
Nightmare on Christmas
Wed, Dec 3, 201423 mins
Spider-Man sees what the world would be like without him when Nightmare takes the web-slinger on a journey through his past, present and future.
Episode 23
Contest of Champions: Part 1
Sat, Oct 3, 201521 mins
In this first of a four part story, Spider-Man, the Avengers and the Agents of S.M.A.S.H. battle their greatest foes for the fate of the planet. In the first round Spider-Man is chosen to be part of The Collector's team and is partnered with Hulk and Iron Man against The Grandmaster's team of villains consisting of Kraven, Molten Man and The Wendigo King.
Episode 24
Contest of Champions: Part 2
Sat, Oct 10, 201521 mins
In this second of a four-part story, Spider-Man, the Avengers and the Agents of S.M.A.S.H. battle their greatest foes for the fate of the planet. Spider-Man is partnered with Captain America, Red Hulk and Iron Fist in a game of capture the flag against Sandman, Blastaar and Ymir. Then Spider-Man is partnered with Power Man, Black Widow and Skaar against Doctor Octopus, Absorbing Man and Zzzax in a game of last team standing but things become a problem when the Grandmaster starts changing the environment of the game.
Episode 25
Contest of Champions: Part 3
Sat, Oct 17, 201521 mins
In this third of a four-part story, Spider-Man, the Avengers and the Agents of S.M.A.S.H. battle their greatest foes for the fate of the planet. Spider-Man teams up with Iron Spider, Agent Venom and Thor against Terrax, Attuma and Annihilus. Then Spider-Man uses LMDs to distract The Grandmaster so he, Iron Spider and Agent Venom can board Grandmasters ship to save the hostages. Can his plan succeed?
Episode 26
Contest of Champions: Part 4
Sat, Oct 24, 201521 mins
In this final part of a four-part story, Spider-Man, the Avengers and the Agents of S.M.A.S.H. battle their greatest foes for the fate of the planet. The Grandmaster has won the Contest of Champions, but Spidey asks for a winner take all rematch, can Spider-Man win?
