Ultimate Spider-Man
In the second season, following the fight with the Green Goblin which destroyed the S.H.I.E.L.D. Helicarrier, Spider-Man's team ends up staying at Peter Parker's house. In the season premiere, after learning that Spider-Man got his powers from one of Oscorp's genetically altered spiders at the end of last season, Doctor Octopus creates a bunch of serums with animal DNA in hopes of re-creating the process and S.H.I.E.L.D. scientist Dr. Curt Connors, still dealing with the aftermath of the Helicarrier's destruction after injuring his right arm and having it amputated, injects himself with one of these serums to become the Lizard. Later, Doctor Octopus controls Lizard so that he can join him, Electro, Rhino, Kraven the Hunter, and Beetle as a member of the Sinister Six. While Spider-Man and his team can defeat the Sinister Six, Lizard gets away, and Spider-Man swears to find and cure him. Later the Sinister Six reappears in the penultimate episode with Beetle replaced by Scorpion. During the season, Spider-Man learns more about his teammates' origins: Ava Ayala having assumed the mantle of White Tiger after her father Hector was killed by Kraven, Sam Alexander being the last member of the Nova Corps since former member Titus wiped the rest out trying to get another helmet and was recruited by the Guardians of the Galaxy, Danny Rand having assumed the mantle of Iron Fist after training in K'un-L'un and Luke Cage had received his powers from a S.H.I.E.L.D. version of the Super Soldier Formula developed by his parents.[8][9] Norman Osborn, who was the Green Goblin, was healed and reformed, becoming Iron Patriot to mend his mistakes in the past by helping Spider-Man and his team, but in the escape of the Sinister Six, Spider-Man cures the Lizard with an antidote which turns him back into Dr. Connors while Doctor Octopus turns Norman back into the Green Goblin who turns Spider-Man's team into monster goblins like him, but Spider-Man cures them with an antidote and they prevent Green Goblin from spreading the goblin gas on New York on the old Helicarrier.
Ultimate Spider-Man
In the third season, Spider-Man officially joins the Avengers, but after a fight with Loki, Doctor Octopus and a group of Norse creatures (Ulik the Savage - Rock Trolls, Frost Dragons, Frost Giants, Fenris Wolf) bonded with the Venom symbiote, he chooses to resign and remain with S.H.I.E.L.D. In the aftermath, the symbiote permanently bonds with Flash Thompson to become Agent Venom and Spider-Man is tasked by Nick Fury to recruit other young heroes to form the New Warriors. At the same time, Green Goblin hires Taskmaster to find the young heroes before Spider-Man does and form the Thunderbolts. Spider-Man manages to recruit Ka-Zar and his pet smilodon Zabu from the Savage Land, and Amadeus Cho in the Iron Spider armor, while Taskmaster recruits Cloak and Dagger and Vulture. When the Thunderbolts attempt to free Green Goblin, Doctor Octopus, Beetle and Scorpion, Spider-Man leads the New Warriors against the group, and is able to convince Cloak and Dagger to switch sides. The New Warriors ultimately defeat the villains, but Green Goblin escapes with the Siege Perilous, leading to a variation of the Spider-Verse storyline in which he travels across the Multiverse to collect DNA samples of Spider-Man's alternate counterparts to turn himself into the Spider-Goblin. Chasing after him, Spider-Man meets up with Spider-Man 2099, Spider-Girl, Spider-Man Noir, Spider-Ham, Spyder-Knight, and Miles Morales, helping them each one by one with their problems, before teaming up with all of them to take down Spider-Goblin and a giant Helicarrier robot controlled by Electro. After both are defeated and the alternate Spider-Men return to their homes, Goblin reverts into Norman Osborn and ends up suffering amnesia, making him forget his time as the Goblin.[10] Afterwards, Spider-Man and his team begin their education at the S.H.I.E.L.D. Academy located at the Triskelion while dealing with the reawakened Arnim Zola. Not long afterwards, Spider-Man gets involved in a contest between the Collector and the Grandmaster for the fate of Earth. During this time, Aunt May, Agent Venom, and Iron Spider learn of Spider-Man's identity.
Soon after, Spider-Man discovers the reason behind Fury and Nova's disappearance; they were protecting Madame Web from HYDRA, but were ultimately discovered and Fury was held hostage by HYDRA and Crossbones. After Fury is rescued by Spider-Man, Madame Web and Triton, Fury and Madame Web go into hiding again to protect themselves from HYDRA, with Fury leaving Spider-Man in complete control of S.H.I.E.L.D. Academy during his absence. Later, Crossbones and Michael Morbius do some experiments with the Venom symbiote which leads to the revival of Carnage leading up to Carnage's explosion causing every civilian to turn into Carnage-like monsters. Harry awakens from his coma and reverts into Anti-Venom, and begins to drain the Carnage symbiotes away from the civilians. 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 Carnage symbiote reveals itself to still be alive, however, and goes on a rampage throughout the city in direction of Midtown High to find Mary Jane Watson, who was overtaken by the Carnage symbiote to become the "Carnage Queen". They are attacked by Morbius, who became a living vampire due to the injection he received from Doctor Octopus. Spider-Man, Agent Venom and Patrioteer ultimately save Mary Jane from the symbiote after revealing their identities to her, and she destroys the symbiote herself. Unbeknownst to Spider-Man, a fragment of the Carnage symbiote is inside her body. 041b061a72