The Spectacular Spiderman Evolution

The Spectacular Spiderman Evolution
This show is about Peter Parker and his new job as Spiderman. he also learns the parts with having teammates. Spiderman and friends goes on adventures facing powerful new foes and some old ones. ==Episodes == Season 1 Destructive Testing Shear Strength Night of the young Green Beast Spider vs. Ninja The Rhino attacks Cold Armor Goblin Madness King Pin’s trap Iron Man and Spidey Battle of the Bands Vulture strikes back Burning shock Power Outage Alien Symbiote Clone or Chameleon The Gang The Sinister Six New Leaders Nature vs. Nurture Season 2 Snowbunt Hill Growing Pains Friends vs. Frenemies Blueprints Sewer Battle, Juggernaut appears Identity Crisis 3 Spiderman’s Superman Dangers of Hydro-man Severe Incidents The Phantom of Venom pt. I The Phantom of Venom pt. II Lizard’s revenge The return of Anti-Superman: Brainiac’s revenge Carnage Season 3 4-man Spider battle X-men Reunite Furious Five Spiderman in B.C. Tough powers Gangland Venom returns Vulnerability Luke Cage comes Man-Wolf Terror of Batman Sidekicks Identity Crisis 2: Peter Parker vs. Eddie Brock Magneto’s triumph Heroes vs. Villains Galactus’ Revenge pt. I Galactus’ Revenge pt. II Galactus’ Revenge pt. III Galactus’ Revenge pt. IIII Season 4 Molten Man’s entry Confusion at the mall Bug Buzz Tombstones Tarantula powers unite Calyps of Calypso The four Goblins Machine Battle Cesspool of the deep end Final Battle: Venom’s last strike American way Heroes Banquet pt. I Heroes Banquet pt. II

Bonus: Season 5 Anti-Venom Night of the Spiders Carnage’s Last stand Shear Strength War Machine strikes Iron vs. Spidey Survival for the fittest Colossus returns Albino Six Market Forces Natural Causes Dynasty Plant Final Curtain

Villains Appearances
This is a list of the episodes villains were in

Season 1

 * Episode 6: Goblin Madness
 * Episode 14: The Gang

Season 2

 * Episode 16: Friends vs. Frenemies
 * Episode 20: Growing Pains
 * Episode 21: Clone or Chameleon
 * Episode 24: Dangers of Hydro-man

Season 3

 * Episode 34: Gangland
 * Episode 36: X-men Reunite
 * Episode 37: Sidekicks
 * Episode 38: Terrors of Batman
 * Episode 43: Furious Five
 * Episode 48: Heroes vs. Villains

Season 1

 * Episode 11: Alien Symbiote Suit
 * Episode 12: Battle of the Bands
 * Episode 13: Nature vs. Nurture

Season 2

 * Episode 16: Friends vs. Frenemies
 * Episode 18: Blueprints
 * Episode 19: Snowbunt Hill
 * Episode 22: Identity Crisis
 * Episode 28: Several Incidents
 * Episode 29: 3 Spiderman's
 * Episode 30: The Phantom of Venom pt. I
 * Episode 31: The Phantom of Venom pt. II
 * Episode 32: Carnage

Season 3

 * Episode 33: 4-Man Spider Battle
 * Episode 37: Sidekicks
 * Episode 42: Venom Returns
 * Episode 43: Furious Five
 * Episode 44: Vulnerability
 * Episode 45: Identity Crisis 2: Peter Parker vs. Eddie Brock
 * Episode 46: The Return of Anti-Superman: Braniac's Revenge
 * Episode 48: Heroes vs. Villains

Season 1
====Heroes Recruit Arc ==== ====Episode 1: Night of the Young ====

Guide: Peter Parker goes to his first day of school meeting new friends and old ones. When Peter gets home he finds out on the news that there’s a blue alien on the loose and that he’s terrorizing the town. Spiderman then has an all out fight with the mysterious Nightcrawler. The battle continues into the sewers where they soon help each other out and build their own 30 story building.

====Episode 2: Green Beast ====

Guide: The Hulk destroys and goes on a rampage through New York. Spiderman and Nightcrawler go on (a full episode) a hunt for the Hulk until they fight him on a building. Where he joins the team once defeated.

====Episode 3: Deadpool’s Revenge ====

Guide: The ninja Deadpool makes a cameo appearance at a mall, and then steals. Spiderman and his friends quickly lose to him. Deadpool then fights Nightcrawler and Hulk alone but capture them. Pete then must fight Deadpool himself if he wants his friends. Deadpool joins the party.

====The Sinister Six Arc ====

====Episode 4: The Rhino attacks ====

Guide: Tombstone creates his villains and orders them to defeat Spiderman. Rhino then comes face to face with the team. Dr. Octavious is also creating Sandman. The Rhino beats Spiderman and his friends but Hulk is tied with him. Hulk soon gets support when he destroys all water and creates steam, thus defeating the Rhino.

====Episode 5: Cold Armor ====

Guide: Sandman comes upon the earth and searches for Spiderman. Meanwhile, Peter is finding a way to get a girl for the dance. Aunt May then sends Mary Jane to go with Peter. Making Gwen jealous and Eddie Brock feel stupid. Cletus Kasady makes an appearance while working with Hammerhead.

Sandman then crashes the party and Nightcrawler and Deadpool arrive and fight off Sandman. Hulk then easily gets defeated by Sandman once confused about Sandman’s appearance. Spiderman then fights Sandman to no prevail. He then melts Sandman to which Sandman gets sent back to prison for. Harry Osborn takes some Green medicine.

Episode 6: Goblin Madness Guide: Spiderman and his friends find Green Goblin and stalk him to his hideout, to where they meet Black Cat. She flirts with Spiderman and Deadpool. Hulk then gets attacked by Green Goblin and Green Goblin blows Spiderman up (not really). Black Cat then fights Green Goblin but gets trapped in a time bomb.

Deadpool then uses his explosives and Green Goblin’s airship nearly gets destroyed. Nightcrawler and Hulk tag team and kick Green Goblin to the window to where Spiderman gets beat up but gets rescued by his teammates and they all beat Green Goblin (revealed to be Harry Osborn later on). Spiderman then lets Harry go and apologizes to Gwen for the night before.

Episode 7: Vulture Strikes Back Guide: The Vulture comes to get revenge on Norman Osborn for stealing money from him. Hammerhead makes a deal with the King Pin and Tombstone tries to make a deal with Silvermane. Spiderman and friends pursue Vulture and saves Norman several times. Back at school Flash Thompson bullies Peter again and again.

Harry then asks Gwen to go to the movies. Vulture then goes after Spiderman for ruining him. Vulture attacks the tower they live in and Spiderman appears to be dead. Hulk then smashes one of his wings. Deadpool then fights Vulture and breaks his other wing. Nightcrawler saves Spiderman. Spiderman then wraps Vulture up for the police. Eddie Brock then welcomes Gwen and Peter back to the lab with Kurt Conners.

Episode 8: Burning Shock Guide: Tombstone wants a deal with Spiderman but he refuses. Tombstone then beats Spiderman up. At school Harry uses the medicine again but doesn’t go Green. They both then try out for football. Liz Allan then asks for Peter’s help. Gwen tries to have an opportunity to talk to Pete but can’t. The Shocker then comes to town and almost crushes the Hulk and Deadpool.

Nightcrawler and Spiderman then must save the two, before Shocker kills them. Meanwhile, the Tinkerer joins Dr. Octavious in his studies. Pete then makes dinner for Gwen’s family and Aunt May. Before Gwen leaves, she kisses Peter.

Episode 9: Power Outage Guide: Max Dillon got electrocuted and then went to Kurt Conners for a cure. Eddie Brock tries to distract Max with Kurt but he goes out of control when he faces the Hulk. Deadpool beats him up but then he blasts him outside. Nightcrawler and Spiderman come but lose too.

Eddie Brock, Mary Jane, Liz Allan, Flash Thompson, and Gwen Stacy save Spiderman and his friends when a billboard is about to fall on them. Deadpool then fights Electro alone and beats him but almost dies from the aftershock. Nightcrawler then helps and puts Max in jail.

Episode 10: Group Therapy Guide: Peter and Eddie discover the Symbiote and before they leave, the suit goes onto Peter. Kurt then finds out it’s missing. Doctor Octopus, Electro, Shocker, Rhino, Sandman, and Vulture then go on monster hunt for Spiderman and friends.

Once found, they all get beat up to the park. Though the Symbiote suit turned the Spiderman costume to black, Peter wasn’t awake for this battle. Hulk then tries to communicate with the team, but Spiderman just fights. Nightcrawler and Deadpool then uses the black sword combo and Shocker is long gone.

Doctor Octopus then fights Hulk who struggles. Spiderman then gets rid of Vulture and then Sandman. Electro and Rhino still obliterate Spiderman and Nightcrawler, Deadpool then cause Rhino to fall on Electro, defeating him. Dr. Octopus then defeats all of them except Spiderman. Spiderman after a tough battle defeats Octavious and leaves with his team. Gwen and Mary Jane tell Peter that Aunt May is in the hospital from a stroke.

====Venom Is Born Arc ====

Episode 11: Alien Symbiote Suit Guide: Peter checks up on Aunt May and then goes meet up with his pals. Spiderman and Black Cat then try to bust out of prison where they share a kiss. Once escaping, the Symbiote starts to take over, and Eddie Brock meets Spiderman at the top of the Bell Tower and gets webs stuck to him. Deadpool then trains against Hulk and Nightcrawler.

While Spiderman/Peter turns against everyone. Peter then fights the Symbiote and gains control over it. He then freezes it in the lab and Eddie Brock thanks him. But soon Eddie breaks the suit free and finds out Peter is Spiderman and vows to kill Spiderman.

Episode 12: Battle of the Bands Guide: Peter and Gwen have a band solo with each other for the talent show. Meanwhile Spiderman and his friends are challenged by Dr. Octavious once again and gets the tar beaten out of them.

Dr. Octopus then goes to the Halloween carnival and tries to get a geo-magnet. Spiderman and his friends then stops him and leaves; being chased by Octavious. Venom still lurks the shadows desperate to find Spiderman and squash him, but plans on getting him at the right moment.

Peter misses the solo with Gwen and she does it alone. Nightcrawler takes over as leader and they defeat Octopus. Peter then does an after night solo with Gwen to make up for his absence. Venom then becomes more broad and searches for Spiderman on rooftops. Peter then takes some gene cleanser to make himself human but decides that the world needs Spidey.

Episode 13: Nature vs. Nurture Guide: Peter dresses up in his Spiderman uniform and then gets attacked by an evil black web. Venom then introduces himself. Spiderman and Venom then fought but Venom easily won. Spiderman was tied and Venom went after Gwen Stacy. The others then rescue Peter and they pursue Venom and Spiderman stops him from harming Gwen, Mary Jane, Aunt May and Harry Osborn. They then fight in the middle of a parade and Hulk smashes down on Venom but Venom counters the attack.

Deadpool uses smoke bombs and then slices Venom (which proves to hurt him); Venom then knocks out Deadpool. Nightcrawler then faints from being choked by Venom’s web. Spiderman nearly dying manages to defeat Venom and the Symbiote suit goes away.

Eddie Brock then runs away and Spiderman carries the team back to the base, where they are all healed. At school Peter goes to Flash’s party that his mom invited him to.

Season 2
====Hydro-man Arc ====

Episode 14: The Gang Guide: Spiderman and his friends train against one an other until they are reported that Hydro-man has recruited some villains of his own. He has recruited Mysterio, Rhino, Silvermane, and Sandman.

There Hydro-man gets tricked by Green Goblin that Spiderman made him into a freak. Hydro-man then goes after Spiderman, crashing their base. As the team gets defeated, Hydro-man’s team takes over the base and they live at Pete’s house in his spare room. Liz came to Peter’s door step and kissed him after she got a 100% on her test after Peter helped her.

Though he didn’t notice that Gwen was calling. Spiderman and his friends attempt to take their base back with no prevail. Hammerhead then cuts a deal with Spiderman and Spiderman’s team gets an upgrade with their abilities. Once done, they go back for one last round against Hydro-man. Deadpool fought Hydro-man, Spiderman fought Mysterio, Hulk fought Rhino, and Nightcrawler fought Sandman.

Hydro-man’s army are defeated and Deadpool is thrown out the window. As the others get beat up, Deadpool returns and uses his rage power he got from Hammerhead. Hammerhead then watches the fight and sighs with happiness. Tombstone then retires as the big man and King Pin replaces him as the new big man in town.

Episode 15: King Pin’s trap Guide: King Pin then recruits Hydro-man and Silvermane and is determined to get even with Spiderman. Meanwhile, Eddie Brock makes Peter and Spiderman paranoid. Nightcrawler then fights Silvermane at night but loses when Silvermane blackmails him.

Hulk also gets blackmailed and Deadpool. Soon Spiderman fights King Pin but is interrupted when Silvermane and Hydro-man come to fight him. Spiderman takes the battle on the rooftops and easily gains the advantage against Hydro-man until Silvermane beats Spiderman and he falls to a car. Hydro-man then is prepared to finish Spiderman, but Deadpool saves Spiderman. Hulk finishes off King Pin and Silvermane. Nightcrawler then teamed up with Spiderman and took Hydro-man down.

Episode 16: Friends vs. Frenemies Guide: Venom strikes again and Spiderman is off guard and is lost in a cavern. The rest of the team must then stop Venom from raiding havoc in New York. Venom then tries to kill Aunt May but Nightcrawler stops him.

Deadpool and Hulk then power up but Venom runs away. But catches them off guard and now only Hulk is left to defend for the team. As Venom beats Hulk to a pulp, Hulk then turns red (from Hammerhead’s experiment)s and ties with Venom. Spiderman comes near the end and defeats Venom with Hulk helping from behind.

Tombstone then find Cletus Kasady and asks for his help. Cletus accepts and Tombstone laughs evilly. King Pin and Hammerhead then used some of the DNA of Venom’s suit and experimented with it. Dr. Octavious broke out of prison to help. Black Cat then helps Spiderman solve the crime of the mysterious jewelry stealer.

Episode 17: New Leaders Guide: Max Dillon and the Tinkerer upgrade on his powers. Hydro-man and Sandman then make a deal to kill Spiderman to win the loyalty of Tombstone. Deadpool and Hulk then have a night out. Sandman and Hydro-man fight the friends but both lose. They both then combine their prowess and make Hydrossand-man. The team then gets beaten up and the fight drags out to Cletus’ house, where Dr. Octopus joins the brawl and Spiderman faints from the fight. Hulk then fights Hydrossand-man alone on a tower, while Nightcrawler and Deadpool fight Dr. Octopus. Deadpool has a one on one and then defeats doc. Where Nightcrawler finishes him off.

Spiderman then awakens and helps his friend Hulk in need. Hydro-man then blasts Spiderman off the tower and Spiderman loses his webs. Hulk then defeats Sandman eventually, but the team helps Spiderman when Hydro-man is beating him up.

Spiderman and his friends then uses a team special to end Hydro-man once and for all. Peter pays some of the bills for Aunt May after getting his paycheck from Jonah Jamerson.

Episode 18: Blueprints Guide: Electro and Shocker team up and spread mayhem. Spiderman and Deadpool then fights them. Nightcrawler then goes to the city with Hulk and discover that Eddie Brock was seen at the lab.

Peter then goes to the lab where he sees Eddie and Eddie tells him what’s in store for him later on. Soon Spidey encounters Venom and they have an all out duel. Spiderman crashes on top of a train and stops it before it dropped. Venom then throws him into the water.

Hulk then comes to fight Venom with Nightcrawler, they both stall until Deadpool fires missiles at Venom. Damaging the suit, Spiderman jumps out the water and tackles Venom. He then fights Venom on top of a bridge and the police fire a cannon blast and hits Venom deep in the water, where he isn’t spotted. The team returns to the base almost ready to go to the hospital.

Episode 19: Snowbunt Hill Guide: Peter apologizes to Liz for ditching her last night and makes it up to her by buying her ice cream. Eddie Brock then comes to town again and goes takes Peter out of school, where Venom threw Spiderman all the way to his base. Venom then fights off the team one-by-one. Hulk and Nightcrawler then run away. Deadpool faints from being kicked out the window. Spiderman then must search for his falling friends in the snow. Venom also pursues Spiderman and when he finds Deadpool and Hulk, Venom attacks them.

The Rhino also joins Venom along with Silvermane and Calypso. Spiderman runs from them but quickly re-fights them. All of them lose but Venom who thrashes the team about. Nightcrawler comes and saves them from Venom’s wrath. Spiderman then captures the Symbiote once tricking it. He then put it under concrete, leaving Eddie Brock powerless.

Episode 20: Growing Pains Guide: Peter becomes paranoid when Eddie Brock shows up places. Meanwhile, Mysterio and Vulture are back at it. Deadpool then goes to defeat them alone. Black Cat and Spiderman then challenge Hammerhead, King Pin, and Tombstone at the same time. Morbius at the same time is being experimented with DNA.

Spiderman and Black Cat kiss before fighting them. Cable then makes an appearance and fights off the team after being brained washed. King Pin then betrays Hammerhead and runs off. Hammerhead and Tombstone are forced to work together so they fight Spiderman and his friends. They then prepare to trap him in acid that will kill him.

Black Cat then saves them and defeats Hammerhead but Tombstone gets away to chase after King Pin. Green Goblin then comes to kill Spiderman but fails and the lab almost explodes. Chameleon comes to town, dressed as Calypso to fool people. Black Cat and team Spidey makes their escape.

Episode 21: Clone or Chameleon Guide: Chameleon makes himself look like Spiderman to fool people. Meanwhile Peter keeps seeing Eddie Brock everywhere. Flash Thompson helps Peter out when in trouble. Mary Jane then asks if Gwen likes Peter, to which she replies with a yes. Norman Osborn then tells Nightcrawler and Deadpool about the Green Goblin sighting he saw. Green Goblin then comes to fight the team. He trashes the building and nearly blows up the entire place. Eddie makes another appearance, which prompts Peter to check where the suit is and finds out it’s still there.

Hulk, Deadpool, Nightcrawler, and Spiderman then encounter Chameleon but hurts Spiderman, unaware of where Chameleon has gone to. Chameleon then goes Hulk and Spiderman and Deadpool trap Chameleon, leaving Nightcrawler and Hulk for an open attack. Once done they all head home. Peter goes home sighing that Eddie doesn’t have the suit.

Eddie then breaks the concrete and reunites with the Symbiote, telling Spiderman/Peter Parker to watch out for himself. He later makes a deal with Tombstone and reveals to the news that Peter is Spiderman.

Episode 22: Identity Crisis Guide: Peter finds out about this and soon everyone Peter knows has an interview of to see if Peter is Spiderman. Meanwhile, Spiderman, and his team fight Venom trying to beat him. The media then watches to see who Spiderman is.

When people try to interview Gwen, Peter takes her and they hide in a love rock. They are about to kiss but stop when Gwen’s phone rings. Venom comes again and beats the tar out of Spiderman, Hulk, and Nightcrawler. Deadpool fights him and is able to let Hulk and Spiderman free. But Hulk and Deadpool lose. Spiderman then has one last showdown.

Venom has the gene cleanser and is prepared to shift it down Spiderman’s throat. They fight on the bell tower, where Venom is weakened by the sound. Spiderman gets his advantage and shifts the cleanser down Venom’s throat. Making Venom turn back to Eddie Brock.

The suit goes to the sewers and Eddie Brock is taken away for medical help. They all fix the building. Harry and Peter then go to his house to examine the Green stuff.

====The Big Man Arc ====

Episode 23: Superman Guide: The team thinks Pete isn’t helping out with his part of the share. He protest but then goes to the New York coliseum to fight Superman. They both greet before fighting and Superman takes control over the fight until Spiderman attacks him and they soon fight all over New York. The Army soon tries to take both down but they both tell them its an expedition match.

They both continue to fight while Nightcrawler, hulk, and Deadpool become board and try to find crime. They discover that Morbius is being change into a vampire, and that King Pin sent Calypso to kill them. They all fight Calypso and King Pin and when they beat both, Morbius comes out as a vampire and takes down Hulk and Nightcrawler.

Spiderman and Superman then fight in the sewers and Spiderman was partly assist by Black Cat. Superman nearly kill Spiderman but then they talk. Spiderman then kicks Superman up and they fight on the Empire State Building. Spiderman and Superman are tied. Morbius is neck to neck with Deadpool and they both fight until Morbius absorbs Deadpool’s energy, only for Deadpool to isolate his powers for a full day.

Superman is prepared to finish Spiderman until Spiderman tricks him and Spiderman takes Superman down full blast. Leaving Spiderman the winner. The team congratulates Spidey and they all head home (unaware that Superman got transferred to an alien space ship).

Episode 24: Dangers of Hydro-man Guide: As Tinkerer fixes up Hydro-man, Hydro-man goes to avenge himself by killing Spiderman. At school Harry and Gwen date, leaving Peter anxious about his friendship with both.

Mary Jane then comes to his house and they study until he sees Cletus Kasady and Peter leaves. Cletus tries to kill Peter but fails. Spiderman then finds Hulk and Hydro-man brawling on top of a cage in Tombstone’s lair. Spiderman fights Tombstone again but loses. Deadpool and Nightcrawler then comes in and fights him to no prevail.

Soon Tombstone tries to make a deal but Cletus breaks the deal with him and accidentally sets Peter and his friends free. Where Spiderman and his team defeat Tombstone. Hydro-man then comes and has Hammerhead hostage. Only Spiderman goes to stop him but the Tinkerer made Hydro-man impervious to all Spider DNA type of attacks. Nightcrawler then comes to help Spiderman in trouble. He stops Hydro-man and manages to evaporate Hydro-man before killing Spiderman. Peter is safe and tries to study with Mary Jane again. It goes well but Gwen tries calling but when Peter gets to school, Liz kisses him in front of Gwen. Lastly, Spiderman and his friends go through the city.

Episode 25: Destructive Testing Guide: Kraven the hunter finds a flyer for a million dollars for whoever catches Spiderman. He then goes to New York and fights him. Spiderman loses and losses track on where Kraven is.

But Deadpool defeats Kraven’s lion. Peter and Liz hang out again and go on a double date with Harry and Gwen. Both feel awkward and go to the bathroom where they discuss their kiss. Spiderman and his team encounter Kraven again and still loses. Hammerhead then works with Morbius and tries to fix him. Kraven and Morbius then are after the same thing and they all soon fight. Kraven beats up Deadpool and Nightcrawler, while Morbius drains the energy from Hulk and Spiderman (partly).

Deadpool and Nightcrawler and Bruce Banner trick Morbius and Spiderman gets his energy back by Morbius draining himself and the power going back to Spiderman and Bruce. Kraven still fights Spiderman but when they fight in a lab where there’s a fusing ray, Spiderman fuses Kraven with his Lion, to make Kraven half Lion-half Human. Kraven then becomes stronger and faster. He beats Spiderman up until Hulk saves him with his body slam.

Kraven is put in jail and King Pin discovers that he must take down Tombstone or at least recruit Calypso and Silvermane before him and Hammerhead. Silvermane vows to get revenge on Spiderman.

Episode 26: Lizard’s Revenge Guide: Dr. Kurt Conners inject himself with some lizard DNA that heals his arm loss. His family worries but he feels fine. Peter gives Jonah some pictures of Spiderman in action.

Deadpool then goes after the creature that lurks the streets. Nightcrawler follows him. They find out its Dr. Kurt Conners as a Lizard and so they fight him but quickly lose and he runs away to the zoo. Gwen, and Kurt’s family goes to the zoo with some gene cleanser to heal himself. Spiderman and his friends pursue the Lizard and fight him in the water.

As he nearly drowns all of them, Gwen saves them and sees the lip of Spiderman, and kisses him. Spiderman then gets up and fights Lizard again. As Spiderman is losing, Hulk restrains him and Deadpool uses the gene cleanser and Kurt goes back to normal. A giant crocodile then fights Nightcrawler and Hulk goes to save him.

Unable to do it, Deadpool rescues him and Spiderman finishes off the reptile. Kurt then just makes a super robotic arm to the arm that is not an arm. Kurt then says thanks to Peter and Gwen and soon Spiderman takes Gwen home talking about Gwen’s situations with Peter and Harry.

Episode 27: Sewer Battle; The Juggernaut appears Guide: A new villain comes busting through town and Spiderman and friends fight him. Discovering he is one of Nightcrawler’s old enemies, named Juggernaut. They all lose until Hulk fights him.

Hulk then gets smashed and then thrown into the water. Juggernaut then disappears. Tombstone, hammerhead, and King Pin then all swore to work together, then they recruited Calypso, Morbius, Kraven, Silvermane, and Electro to go hunt for Spiderman. Juggernaut appears again and quickly beats them all up but Spiderman while robbing a bank.

Spiderman fights him on the roof but gets smashed down to a car where Spiderman still continues to fight him but Juggernaut takes it to the sewers. Spiderman then loses and gets strapped to a machine and Juggernaut brain washes Spiderman into thinking he’s evil.

They both then laugh evilly and then goes to the city. Nightcrawler and friends then fight Dr. Octopus once released (broke out of) from jail. He defeats them but throws them to the bank, where they encounter Juggernaut and Spiderman stealing money.

They try to stop them but can’t. They both run to the sewers and Deadpool and them search for them. They fight the three big man’s army of villains and Electro reveals where they went. Spiderman and Juggernaut then fight them again but this time they are losing but Deadpool sets a trap, letting Hulk strap Spiderman and returning him to his old self.

Juggernaut then defeats them all but Spiderman defeats him but Deadpool had one more extraterrestrial bomb. The sewers blew up with Juggernaut. King Pin and Hammerhead then got Morbius back for more experiments, while Tombstone worked with Doc and Kraven. The team goes home peacefully and quietly in the city.

====Venom’s Revenge Arc ====

Episode 28: Several Incidents Guide: The Tinkerer leaves the workshop to go help Tombstone and the other big men. Meanwhile Aunt May and Peter split the bills evenly to pay. Peter and Liz are up for a school project but accidentally insults Flash and Gwen. Harry then after school yells at Peter, accusing him on doing that on purpose. Mary Jane then say to just apologize. Meanwhile, Eddie re-reunites with the Symbiote after finding it in the burned debris in the sewers. Eddie sees Gwen, Liz, and Pete after school.

He greets Liz and Gwen. He then takes Peter but Peter stays with Gwen. Eddie then leaves. Liz leaves too. Before Peter can apologize to Gwen, he sees Venom on the loose in the city. He then hugs Gwen good-bye and meets his friends where Venom is. They all then fight him but he seems to be better and know all their tricks. Venom then uses a second mouth from his stomach and shows the team the acid that the Symbiote healed from. Venom then grew 2 extra arms on his own and destroyed the team.

Spiderman tried to get up but, Venom mainly pounded on him and wouldn’t stop. Nightcrawler and Deadpool chase Venom while Bruce goes back to the lab to refill his energy. Spiderman fights Venom with the two but can’t win. Spiderman eventually after being hurt too much is locked in a crystal cave with Venom. Nightcrawler and Deadpool just head home. At the base, Bruce tells them that the acid that healed that was on Venom, mutated him even more. Giving him more powers and abilities.

Spiderman and Venom trade punches for a while until Venom puts away his 2 extra arms and beats the tar out of Spiderman. Venom then shoots venom out his mouth and burns some of Pete’s costume. Soon Pete is nearly defeated until he cuts some of the Symbiote and Venom accidentally shoots acid on it, creating a black Spiderman that looks like Spiderman but made entirely out of the alien Symbiote. Venom and Spiderman are in shock as the new Spiderman is formed.

Episode 29: 3 Spiderman’s Guide: Spiderman, Venom and Black Spiderman all fight each other and they soon around New York. Spiderman takes the most abuse Bruce predicts. Deadpool then goes alone to confront Hammerhead. But Morbius stops him in the process. Black Spiderman at firsthand proves to be stronger and faster than Spiderman and equivalent to Venom.

Venom then knocks out Spiderman and when Spiderman awakens, Black Spiderman and Venom are still fighting. Nightcrawler finds Aunt May and saves her from a fire that Hulk stops. Spiderman then thinks of a way to take both out. He goes to his school and they all fight in the hallway as the school watches. Spiderman makes noise which is the problem to the two. They temporarily work together to get rid of Spiderman.

Once they nearly kill him, Spiderman heads to the Bell tower. Black Spiderman follows. He says he won’t be fooled by the same trick but Spiderman beats him up and makes so much noise, the Symbiote shrinks and runs away. Venom then swoops in and beats down on Spiderman. Spiderman then kicks him off and when Morbius comes, he defeats Venom easily and then goes on and beats Spiderman up.

Hulk, Deadpool, and Nightcrawler finally go help Peter from dying and stops Morbius. Morbius then beats them and runs away. Where he reveals his location to Spiderman. They all then go to the base to heal Pete, and at school, Flash starts to bully Harry and Gwen. Peter then stands up to Flash and tells him to stop.

Episode 30: The Phantom of Venom pt. I Guide: Spiderman goes to the snow out in the middle of nowhere to get rid of the Symbiote again. But he notices it clings to someone and they have it (Eddie Brock). Black Spiderman then comes and fights Spiderman. They keep fighting until Spiderman wins the fight.

Then Black Spiderman told Spiderman that Venom and him was working together but Venom was a phantom at the time. At first Spiderman didn’t buy it, but then a ghostly hand hit him and he almost fell of the snowy cliff. Once Spiderman luckily escapes to New York, Venom takes the chip off himself and laughs as Peter has been fooled. Venom has a chip that makes him invisible.

The two then head to New York to get Spiderman. Nightcrawler, Deadpool, and Hulk went on a mission to fight against Magneto’s army. Deadpool even fought Electra. Doctor Octopus discovers that Morbius has been using energy to gain power. Morbius then gets hungry and tries to attack doc. Tombstone and Hammerhead then fight Morbius and restrain him. Venom and Black Spiderman find Spiderman and fight him. Spiderman can’t detect the ghostly movements.

Black Spiderman then beats Spiderman. Peter then gets paranoid that Eddie Brock could have died after the Symbiote incident. Spiderman then fights Black Spiderman and manages to immobilize him for a while, while he’s being beat up by an invisible Venom. Spiderman then runs away and goes to the lab to ask Kurt Conners what he knows about invisibility or phantoms.

Episode 31: The Phantom of Venom pt. II Guide: Peter looks for Eddie Brock all day, ignoring his friend Gwen. Spiderman’s friends returns from the mission and helps Spiderman. Spiderman then goes to King Pin to find out what’s going on. Morbius tries to take his energy, but gets defeated in one quick punch. Hammerhead works on busting Rhino and Sandman out. Black Spiderman gets Peter and Peter goes Spidey.

Spiderman loses to Black Spiderman and the phantom. As Spiderman is getting hurt, he hit’s the phantom’s stomach and feels the chip. He then removes it and beats Venom and Black Spiderman up (note: this is the only few minutes in Spectacular Spiderman Evolution History that Spiderman beaten the tar out of an opponent without being hurt himself). Venom then drags Spiderman to the nowhere snow land.

The two aliens beat Spiderman up until Spiderman threw some bombs he got from Deadpool. Ultimately Venom and Black Spiderman head back to the city of New York and Spiderman’s comrades take him to the base.

Episode 32: Carnage Guide: Peter finally talks to Gwen and Harry and when Harry leaves, they decide to be a couple. Peter dumps Liz and Mary Jane gives him props for that. Meanwhile, Spiderman and his friends fight Venom and Black Spiderman.

They recruited Kraven the hunter and Rhino to their team for strength. Spiderman’s team fairly lost to Venom’s team. Venom then went to attack the “Big Man”. King Pin and Tombstone use Morbius and Mysterio to defeat the team. Rhino gets defeated but Kraven goes after Spiderman. When he does, Venom and Black Spiderman defeats him and Spiderman’s team fights Venom and Black Spiderman, Tombstone, Hammerhead, Mysterio, and Morbius.

Hulk and Spiderman defeated Tombstone, Hammerhead and King Pin with the Web-Quake. Deadpool and Nightcrawler were being held as hostages. Then Hulk went to attack but became a hostage. They all then fight outside where Cletus Kasady finds them and watched. Venom and Black Spiderman then got lead to the Bell Tower.

Spiderman hid, making them hit the bell on their own. Then Spiderman defeated them and a small goop of the Symbiote from Venom and Black Spiderman landed near Cletus. He went near it as everyone ignored him and Spiderman and friends went home. The Symbiote on Kasady turns red and combines with him and creates the monstrous mutant, Carnage.

Season 3
====Tyranny of Carnage Arc ====

Episode 33: 4-Man Spider Battle Guide: Spiderman is on his way home, until Venom attacks him. They fight him until a red web gets Spiderman. Venom and Spiderman then realize its Cletus Kasady (Carnage). Soon Black Spiderman joins and all the people fight each other but Spiderman takes the most damage overall.

Venom talks to his "son" Carnage but Carnage beats Venom up. Spiderman and Black Spiderman fight but its endless. Soon Hulk and them come and fight off Black Spiderman. Black Cat talks to Spiderman and she fights but quickly faints. Spiderman saves her and fights the last two villains. Meanwhile, Electro, Shocker, Vulture, Kraven, Mysterio, and Slivermane join the Sinister Six.

Spiderman finally beats Venom and Carnage with pure luck. Venom then runs away, as Carnage follows Spiderman’s team. Spiderman creates sound and then finishes Carnage, making Cletus Kasady seem dead. Carnage returns for a last fight with Spiderman. He fights him at the fountain in front of Peter’s school. Spiderman almost loses but his team saves him.

Spiderman then defeats Carnage out of anger, almost killing him. Carnage runs away and Spiderman regrets leaving his friends. They all then look up at the sky as police arrives.

Episode 34: Gangland Guide: Harry and Gwen confront Peter about his absence at school. He then leaves when he spots Cletus Kasady bullying a four year old kid. Spiderman then finds Kasady and he goes Carnage. They both fight until Spiderman loses and Carnage tells Spiderman that he unleashed all of Spiderman’s strongest villains out as a plot in his plan. Soon Spiderman and friends find King Pin and asks what he did to Cletus, he then objects what they’re talking about.

They then go to an all villain party to where Dr. Octopus, Shocker, Rhino, Kraven, Vulture, Mysterio, and Calypso are all fighting. The villains beat the team up. Spiderman and Nightcrawler took both Mysterio and Vulture down again. Kraven and Hulk duel as Rhino fights them too. Hulk with his powers from Hammerhead beats them both.

Deadpool then takes care of Calypso, Shocker, and Dr. Octavious. Carnage them comes fighting the Green Goblin and they fight each other and the team. As only Spiderman and Deadpool are left, Deadpool handles Green Goblin while Spidey gets Carnage. Soon Goblin is beat. But Spiderman is unable to beat Carnage alone. The team gives him their powers and he uses and earthquake from Hulk’s strength, teleports and uses the black-tornado that Nightcrawler has.

He then uses ninja moves from Deadpool. Carnage unable to beat Spiderman at this point, goes after his team. Spiderman creates a web ball with explosives, dark matter, and a hard crystal-like rock at Carnage, defeating him. Cletus reunites with the suit but retreats, unable to access enough power to finish Spiderman off. Spiderman and his team escapes an explosive building from Green Goblin.

Episode 35: Tough Powers Guide: Peter talks to Gwen and Harry and breaks up with Liz for good. He then sees Flash fighting Eddie Brock. Flash loses and Peter goes with Eddie. As Spiderman and Venom fight they are interrupted by Carnage who defeats Venom and beats Spiderman up to a pulp.

Hulk and Nightcrawler then helps as Deadpool is sick. Hulk and Nightcrawler are barely a match for him. Spiderman and Carnage then fight in a dynamite house. As Spiderman’s costume is being shredded little by little by Carnage, the bombs are soon going to explode. Spiderman then devises a plan and Carnage is still thrashing Spiderman.

Spiderman then uses his plan and it barely works. Carnage begins to lose the fight and right before the building blew up, Spiderman left. Thinking Carnage is dead, Spiderman goes home but is attacked by Black Spiderman. Spiderman in a raged mood beats the tar out of Black Spiderman. Carnage then comes and almost kills Spiderman. He is saved by Deadpool and the others when they make the Symbiote come off him and they throw it to the tip of New York.

Cletus Kasady is put in a mental institute and Peter checks up on him with Harry, Mary Jane, and Gwen. They all soon exit after Cletus vows to get back at Peter (since the Symbiote was on Cletus and he knows Spiderman’s identity) when whispering to him only.

Peter then gulp and then has a sigh of relief when he remembers Cletus is locked up and the Symbiote that is Carnage is long gone. But Symbiote finds its way back to New York City and finds Kasady’s room. There it comes back to Cletus and Carnage sneaks out the window screaming outside vowing to settle the score with Spiderman.

====Green Goblin Arc ====

Episode 36: X-men Reunite Guide: Green Goblin shows up and declares himself as the new big man of New York. Spiderman and friends fight him but soon spot Cletus Kasady. Green Goblin then captures Cletus and continues fighting the team.

Green Goblin then leads them to an old factory where he defeats them, and goes on with his plans. The team then meets with Colossus. He then is welcomed by all except Peter. They create a rivalry and Colossus takes Nightcrawler back to the X-men. He first encounters Spiderman along the way. Once defeating Spiderman, the X-men welcome Nightcrawler and Colossus back.

Shortly after, Green Goblin comes and invades the territorial area of the X-men underground. Spiderman comes and challenges Colossus and makes a deal with him. They fight but before Colossus wins, Green Goblin fights both. Nightcrawler also fights him. Hulk and Deadpool then joined the fight. Meanwhile, Aunt May, Harry, Mary Jane, and Gwen are all worried when Peter has gone missing. Spiderman and the friends then defeat the Green Goblin and he retreats.

Nightcrawler goes back to Spiderman’s team and Colossus said that he’ll be an ally with them forever. Deadpool tells Peter that he has to go home. When he gets home, everyone asked him where he’s been, he then lied that he was with Eddie Brock studying. Everyone then ate cake they made for Pete’s return. Green Goblin and Cletus then talk about their shared hatred for Spiderman.

Episode 37: Sidekicks Guide: Peter and Flash finally become frenemies. Green Goblin and Carnage then work together and the team gets overwhelmed by their power. Spiderman then recruits Venom to helping them.

Venom agrees after beating Spiderman and his team up. Green Goblin and Carnage fight the five of them and they still lose. Peter and Eddie thinks of a plan but get too distracted in their rivalry and they burst out fighting each other. Carnage then fights Spiderman and Venom and takes their energy. Morbius shows up and fights Carnage and Spiderman. Venom helps Spiderman but throws him. Spiderman, and Venom then defeat Morbius, but Carnage takes all their energy and leaves them captured by Green Goblin.

Hulk, Deadpool, and Nightcrawler then save them but they lose and get captured. Spiderman and Venom then fight Carnage for real, but is losing the fight. Carnage takes some of their energy and uses their powers against them. Spiderman and Venom makes an idea that backfires on them. Spiderman and Venom then combine speed, endurance, agility, and strength to make Spider Venom.

They are equaled to Carnage and they go Super Spider Venom. They soon before beating him turns normal. Venom then ditches Spiderman to plot revenge. Spiderman manages to get Carnage off guard long enough for him to beat him. Green Goblin and Spiderman then go at it with Dr. Octopus following them. Hulk breaks the team free and pursue Dr. Octavious. Once defeated, the team helps Spidey finish Green Goblin off. He then creates an explosive bomb and leaves. Peter thinks about if his team up with Venom was the brightest or best idea he ever made. Then he said that he should be thankful that Cletus is defeated; Though Carnage is still lurking about in the city.

Episode 38: Terrors of Batman Guide: Green Goblin uses Chameleon to disguise as Batman and Batman fights himself. Spiderman and his team come but beat Batman up. Chameleon then escapes and Batman defeats them except Deadpool. Deadpool then ties with him. Batman then helps them fight off Green Goblin.

Though he isn’t there. King Pin then summons a new team called team miracle. Consisting of Mysterio, Calypso, Silvermane, and Morbius. Morbius regrets a bit becoming a villain but Tombstone threatens to kill Morbius for that. Hammerhead sends them into battle. As Batman and them find team miracle, Green Goblin continues on with his plan.

When Cletus Kasady asks for his raise, Green Goblin rejects him and says he doesn’t need Kasady anymore. Almost convincing Kasady to join Spiderman in defeating Green Goblin. Green Goblin then finishes his plans and talks to the big man’s of town. They all try to kill him but can’t. He then captures them. As the heroes and the villains are equaled, Batman knocks them unconscious, leading them to King Pin’s lab.

They then help the big man’s in trouble. Green Goblin then makes clones of himself and they all fight the heroes. As everyone is down but Spiderman and Batman, Batman fights Chameleon as Batman and Spiderman fights Green Goblin (or clones). Batman traps Chameleon, making the police come for him. Spiderman beats Green Goblin (barely) and beats the clones. He then gets hit by Tombstone’s laser and Green Goblin escapes before the cops come. Spiderman and friends then leave. As they go they look at their achievements and failures.

Cletus Kasady and Eddie Brock then talk with Black Spiderman about joining together to defeat Peter/Spiderman for good, They all laugh and agree. Batman and Spiderman shakes on it and Batman becomes one of their alliance members.

====Kraven the Hunter: Predator or Prey Arc ====

Episode 39: Man-Wolf Guide: Morbius leaves team miracle to work with Kraven. Morbius and Kraven find the base and raid it. Spiderman and friends are off guard and get beaten up. Kraven handles Spiderman and Hulk, while Morbius handles Nightcrawler and Deadpool. Morbius is losing the fight until he counters Deadpool’s attack, making Deadpool lose.

Nightcrawler’s shadow moses ball inflict damage on him when he launches it. Morbius absorbs the energy and defeats Nightcrawler. Kraven finishes Hulk off with the lion part power. He and Spiderman then go head to head but Morbius helps Kraven and they take over the base and keep Hulk hostage. Peter then gives up being a hero for good and leaves to work on school.

Peter goes with Gwen to the lab and discovers that Dr. Conners found some part of the Symbiote, both black and red. Peter then walks Gwen home but Gwen gets captured by Kraven when Kraven mistakes Peter for Spiderman. Peter while going home thinks of how Dr. Conners could have found both Eddie Brock’s (Venom) and Cletus Kasady’s (Carnage) suits.

He then wonders but goes Spiderman and meets Nightcrawler and Deadpool to save Gwen and Hulk. Hulk gets beat up by Morbius but Morbius looses focus on Hulk, letting Hulk throw him out the window. He is saved by Calypso who takes him under his wing. Kraven then defeats everyone but Deadpool. Deadpool then lies to Kraven, causing Nightcrawler to unleash his raw night shade.

Gwen is saved and Kraven retreats before the cops come, making the team feel stupid. Gwen asks Spiderman how does he feel protecting the city. He doesn’t answer, she then said that she has really big feelings towards Peter Parker and she didn’t know how to tell him. She then said that his voiced sounded similar to Peter’s and tries to unmask him. As Spiderman leaves, Gwen smiles and waves good-bye.

Episode 40: Luke Cage Comes Guide: As Peter goes home he runs into a guy names Luke Cage who throws him to a stop sign. Peter then goes Spiderman and fights Luke. They seemed to be equal, but Spiderman gained the advantage after being pummeled into the ground.

Luke then asks for a tour around the city, Spiderman accepts and shows him until Kraven tackles them. Luke then punches Kraven. Spiderman and Luke fight off Kraven until Hydro-man put an end to them.

Kraven captures them and holds them hostage. Kraven then lets Luke go thinking he has joined him, Luke lies and releases Spiderman. Spiderman and Luke then fight Kraven in the street. Spiderman claims he saw Eddie but then gets hit to a car. Spiderman’s team then helps them and they all overwhelm Kraven. Kraven then uses Kryptonite that he found and said it came from a distant planet.

Spiderman and Luke are shocked. Kraven hits Spiderman and he faints with the Kryptonite in his chest. The team and Luke then chase Kraven until he gets trapped and Luke finishes him off. Luke then helps Spiderman and leaves the team (becoming an ally with them). Back at their base, they try their new transporter that can make them go back in time. Once powered up, Kraven tackles Spiderman, bringing him with him into the machine. Nightcrawler follows and then the machine breaks. Bruce and Deadpool then gasp and looks at each other.

Episode 41: Spiderman in B.C. Guide: Spiderman and Kraven fight but stops after Nightcrawler stops them. They see the, Jurassic animal wild. A giant gorilla chased them until Kraven, Nightcrawler and Spiderman together stops it.

Then a T-rex comes to fight the heroes and villain to force them to have a tea party with them. Kraven then kills the T-rex. Meanwhile Hulk and Deadpool are fixing the generator and tells Peter to the end of the B,C. end of the world. Spiderman and Nightcrawler keep fighting Kraven until he falls under a duckasaraus and he fights it as the two escapes.

Though they run into Kraven’s father and they fight him off. Green Goblin comes and fights Hulk and Deadpool but the tea man was there and Deadpool protected him as Hulk fell out the window. Deadpool then defeats Green Goblin and he retreats reminding that he will return. Deadpool and Bruce say that they only have 10 minutes until the portal closes.

As they are about to go, Kraven comes again and Nightcrawler makes it out. Spiderman then fights Kraven but to no prevail. Kraven about to strand them both there is cocky until the giant gorilla stops Kraven for a last round fight, letting Spiderman escape and Kraven vowing his revenge one day. Spiderman makes it out and they all cheer by getting some pizza.

====Venom’s Last Stand Arc ====

Episode 42: Venom Returns Guide: Aunt May welcomes Eddie Brock to the house and Flash, Liz, Gwen, and Harry as Peter throws a party. Everyone likes it but Eddie and Peter are trying to find each other. Aunt May spends the night at her friend’s house playing black jack. Eddie and Flash has another fight and it’s a tie. Liz and Pete feel weird next to each other but decide to remain as friends. Eddie Brock and Peter then go out and talk.

Gwen tries to find Peter but can’t. Everyone hears noises in Peter’s room and watches Spiderman fight Venom. Deadpool, Nightcrawler and Hulk join Spiderman and fights Venom together. The fight travels to outside where Carnage joins the fight but Hulk and Deadpool take care of him.

Nightcrawler, Deadpool, and Hulk are defeated when Venom creates two more arms. Spiderman then goes head to head with Venom. Carnage tries to escape but, Nightcrawler and Deadpool stop him and destroy the suit (so they think). Cletus Kasady then is revealed to everyone and he runs away.

Four-armed Venom tries to unmask Spiderman but Gwen comes and Venom freezes, giving Spiderman the time to defeat him. Venom comes again for one last strike but Spiderman holds him down while Hulk finishes Venom off with a couple of kicks and punches. Peter then shows up and sees the “heroes”. The team then leaves and Eddie and Cletus still schemes to get Spiderman. Then Venom thinks of a plan to kidnap Nightcrawler. Then lure Hulk into a trap, while Carnage fights Deadpool, Spiderman fights him.

Episode 43: Furious Five Guide: Peter and his team then go swinging through the city and they spot Rhino, Morbius, Hydro-man, Sandman, and Venom robbing a bank. Spiderman and his team comes but are outnumbered. Hulk fights Rhino and Sandman. Deadpool fights Morbius and Nightcrawler fights Venom. Spiderman is chased around by Hydro-man who tries to kill him.

Spiderman almost convinces Hydro-man that Green Goblin lied about whatever he said. Hydro-man then crushed Spiderman but Venom and Hydro-man switch enemies. As Sandman kept pounding Hulk to the ground, Rhino was quickly defeated when he fell and Hulk lit steam in his face. Hulk then fainted and got captured by Sandman.

Dead pool and Morbius are equaled but can’t seem to take much damage on each other. Morbius then drains half of Deadpool’s energy but Deadpool blows him up with a bomb/grenade. Nightcrawler gets kidnapped by Hydro-man and Venom beats down Spiderman and leaves. Deadpool helps him and they head back to the tower to think of strategy. At school Harry is staying in the hospital when his father Norman Osborn is sick from a implant by Green Goblin and Dr. Octavious. Gwen and Peter then talk but before they could kiss, they see Eddie and Gwen leaves Pete for Eddie.

Mary Jane and Flash then cheer Pete up. Liz also comes but says nothing but hi to Pete. Meanwhile, Venom threatens the two captured heroes until a hole bursts through the wall. Deadpool comes but is at a disadvantage against Carnage. Black Spiderman comes to assist Carnage. They both gang up on Deadpool. The Furious Five then dominate Spiderman.

They then almost kill him until King Pin and Hammerhead stop Sandman and Rhino. Spiderman is saved by Tombstone as a “I owe you”. Venom and Morbius still prove to be Pete’s match. With no help, Spiderman almost falls until Nightcrawler breaks loose and stops Morbius. Hulk then breaks through to help Spiderman take Venom down.

After Venom defeats Spidey, Deadpool, Nightcrawler, and Hulk combine attacks and defeats Venom. Venom laughed at them and vowed to strike one last time before going serious. Spiderman then gasps as Venom escapes. At school Peter finally kisses Gwen when they had 5 minutes alone.

Episode 44: Vulnerability Guide: Harry is still in the hospital and Peter and Gwen watch Flash at football. Liz and Mary Jane spot Venom. Peter then says to meet him when the game is over. Spiderman leads Venom to the base where Nightcrawler captures him.

Deadpool and Hulk take the Symbiote from Eddie but the Symbiote shoves the gene cleanser down Peter’s throat. Eddie laughs but Hulk thinks it’s a good thing. Nightcrawler, Deadpool and Hulk then went to fight Dr. Octavious, Silvermane and Calypso. Morbius cam but quickly retreated when Carnage and Black Spiderman arrived. After the villains were defeated, Deadpool was gonna fight Black Spiderman.

Nightcrawler and Hulk were losing to Carnage at first but then starts to beat him. Deadpool accidentally told Carnage and Black Spiderman that Peter was vulnerable. Carnage and Black Spiderman then defeat them and go to the base. Eddie and Peter are fighting each other but are tied. Dr. Octavious then captures Deadpool and runs away. Nightcrawler tells Hulk to follow and he does. Nightcrawler then finds Peter locked up with Eddie turning into Venom. Cletus then pokes his head out and cocks at Peter.

Nightcrawler rescues him and the villains pursue them. Meanwhile, Gwen waits for Peter but she starts to get drowsy and falls asleep. Peter then recovered and Spiderman and Nightcrawler made a plan and Venom was the only one left standing. Venom nearly kills Everyone but is stopped by Nightcrawler. Spiderman then steals the Symbiotes from Cletus and Eddie and hid them in the sewers. Eddie then fights Spiderman to no prevail. Hulk fights Doc but to no prevail.

Deadpool then escapes and helps Hulk. They both successfully obliterate Doctor Octopus’ tentacles. He then falls and goes to jail. Peter then wakes Gwen up and they walk home together and kiss. Soon Flash claps for them and rides them both home with his mom in the front seat. Eddie and Cletus find their Symbiotes (thanks to Black Spiderman), but only Venom decides to kill Spiderman before this gets way out of hand.

Episode 45: Identity Crisis 2: Peter Parker vs. Eddie Brock Guide: Peter and Gwen walk to school and Norman Osborn and Harry drive them to school. Harry still thinks Gwen and him are going out and tries to kiss her once they get to school. Gwen stops him and goes with Peter. Harry gets jealous and vows revenge on Peter. Gwen, and Liz told Peter that a new villain named the Hobgoblin has come to town as the new big man. Peter then wondered what was going on.

Spiderman and his friends then go talk to King Pin, Hammerhead, and Tombstone. They all say that Hobgoblin is a lone worker and only cares for himself. Then Venom comes and defeats Spiderman. Hobgoblin also comes and engages with Spiderman. Meanwhile, the team was fighting Venom and couldn’t win. Hobgoblin was tied with Spiderman but Venom has a duel with them but they all are trading punches. The team then takes Hobgoblin down while Spiderman fights Venom.

They both are tied and have trouble taking each other out. Venom then uses his venom and burns some of Pete’s costume. Spiderman then grows 6 more arms and takes over the fight against Venom. They soon fight on a train track outside but Venom throws Spiderman to a train and Spiderman stops the train from going off the tracks.

Venom then starts pounding Spiderman until the police force, the team and Spiderman all gang up on Venom. Gwen ends up defeating Venom when he is vulnerable to her (because he likes her) and she accidentally trips and pushes him in an electrical wire. Before he falls, Venom showed Spiderman’s identity to his friends and Pete showed Eddie’s identity. Gwen faints and Peter gasps. Spiderman and his friends then take him home and she kisses Spiderman again. At the base they discover there are some sound breaches that heard throughout New York. They all then fall asleep being wiped from fighting. Spaceship comes and Superman comes with Braniac.

Episode 46: The Return of Anti-Superman: Braniac’s Revenge Guide: Spiderman and his friends notice this and go finds out. There are mini villains and the team tells Pete to go on while they handle this. Spiderman sees Superman and says hi.

But Superman then punches him to a wall of a building. Spiderman then noticed the three wire dots on Superman’s forehead and fights him. But he soon quickly horribly loses. Braniac then comes and Spiderman fights him as Superman watches. Spiderman seems to be winning the fight until Braniac uses his tri attack. Braniac then explains to Spiderman that Superman is just a step in his plan to take over New York and get half of the city top turn against Spiderman. Spiderman tries to get him but Superman holds him and Braniac escapes.

Spiderman tries to snap Superman out of it but horribly fails. Spiderman fights Superman one more time but loses again. As his friends are still fighting the minions, Spiderman is forced to team up with his most unlikely partner; Venom! As Spiderman finds Venom, they fight but Spiderman then slashes him with his web mace and after some tough convincing, Venom agreed. Venom first gets a last hit on Spiderman. They both then interact in fighting Superman but Superman is too strong and nearly kills them.

Thought dead by Superman, Venom and Spiderman thinks of a plan and discover that the wires on his head has to be a weakness though it’s a supporter. Venom then argues with Spiderman and throws him out the window. Spiderman admits he deserved that but punches Venom to a car. Before they fight they discover that they need to save New York.

Braniac then starts controlling electrical powers and fears the city’s people. Superman then notices Spiderman and Venom and engages battle with them again. They still get beat up but Spiderman and Venom destroy the first dot. Making Superman dizzy and Venom strikes the last two. Spiderman congratulates him and he says thanks. Braniac then uses his psychic and they both go hurdling towards him. He then laughs at them as they prepare to fight. They fight him but to no prevail. The team looks for the two and finds them fighting Braniac.

They then heal Superman and watch the battle from the street. On the rooftop, Spiderman and Venom are about to die until Venom falls unconscious on a car. Spiderman getting annihilated by Braniac is unable to defend himself. Braniac then uses his psychic on him but Spiderman then thinking of a plan breaks one of his dots and his plan works, barely.

Braniac then talks to Spiderman and wonders how did he do that. Spiderman then easily hit’s the last one. He goes for the last one but gets psywave-ed back. He is almost dead and has no more ideas. Venom then breaks the last one with his web and he hurls Braniac to Colorado. Superman and the team then thank Venom and Spiderman. Then they watch Spiderman and Venom about to fight.

====Galactus’ Revenge Arc ====

Episode 47: Magneto’s Triumph Guide: Peter and Flash go to an amusement park with Liz, Harry, Gwen and Mary Jane. They all have fun and get along. Peter and Gwen then kiss again but Harry sees and plots revenge. At the base Spiderman discovers his friends is on break again.

He asks why he never gets a break and they say because they made that an official rule. Spiderman then goes out and fights Sandman. It is a tie and they both see Magneto. Magneto’s steel destroys Sandman and Spiderman talks and then fights him. It is a tie at first but soon Magneto beats the tar out of Spiderman.

Harry then tries to put gene cleanser down Peter’s throat but Peter dodges it and Harry then tells Peter that he vows to kill him. Peter tells Liz and Mary Jane this and they both go to Gwen. Spiderman fights Magneto again but it goes to the yard of Peter’s house. They are fighting but Spiderman gets distracted by Aunt May who is talking with her friend and Magneto traps him as he goes take over the city. Spiderman then calls for Aunt May but she can’t hear him.

Harry and Gwen comes to Peter’s house and see Spiderman. Harry tempted to reveal who it is tries to take the mask off but Gwen stops him and helps Spiderman out. She then hugs him and Spiderman takes flight. As Magneto terrorizes the city, Spiderman comes for a final round and gets mad when the villains of his past fights him.

Spiderman then convinces them to help him and they help. But they first beat him up. They all then team up and fight Magneto. But Magneto sends them back to prison and Spiderman kicks him into the base where He gets beat up but his friends throw him into another dimension where they said they helped.

Spiderman glares at them and the police clear up the area. Colonel Jupiter shows up and teams up with Hobgoblin and they plot revenge for Spiderman. The gang at school go to the carnival and they have a fun time but Harry leaves and Peter gets curious but can’t find him. Hobgoblin and Colonel Jupiter threaten Spiderman and soon Peter leaves and Spiderman shows up stopping them after a tough battle. A scientist then copies the DNA from Spiderman and Colonel Jupiter.

Episode 48: Heroes vs. Villains Guide: Peter and Flash talk as they leave school. Harry comes and tries to spill juice on Pete but he dodges it and it lands on Flash. Flash then said Harry is lucky that he’s his friend. Harry then glares at Peter and goes with Mary Jane and Gwen. At the base Deadpool and Nightcrawler see that Hulk is having a chain reaction and he turns red.

Hulk goes on a rampage and the villains (Doctor Octopus, Vulture, Electro, Hydro-man, Morbius, Venom, Carnage, Black Spiderman) tame him. They all plot revenge on Spiderman. Hobgoblin shows up and fights Spiderman and the team until the League of villains come and beats all of them up. Spiderman and the team then teams up with Hobgoblin and Deadpool and Nightcrawler both take down Vulture and Electro but just barely. Doc then seizes them as the other villains fight.

Hulk comes and thrashes both of them. The fight goes to 34th street where Norman Osborn is there. Hobgoblin is concerned for his safety and saves him. Superman and Colossus help out and defeats Morbius when Iron Man and War Machine help out too.

Hobgoblin then blows the base up and runs away. Hydro-man about to kill Spiderman (again) is stopped by War Machine who blows him up and evaporates him. Venom and the other web-heads all fight the team while Carnage fights Spiderman. Iron Man stops Black Spiderman. Venom then is defeated by Superman but faints from Hulk.

All the heroes help Pete and stop Carnage. Doctor Octopus then defeats them all and keeps them in a secret base. Then, the Tinkerer tells everyone that will create a monster with all of the heroes and villains DNA in it. Thus Galactus is reborn from his slumber and captures every villain. Then Spiderman and his pals run but Galactus captures them but Spiderman escapes with his last web.

He then refills his webs and even sees Braniac caught. Pete then figures out that Galactus is way more evil and powerful then any other villain he fought. Galactus then fights Spiderman and flings him to his house in his bead where he faints. Tinkerer then goes with Galactus to take over New York and then the world.

Episode 49: Galactus’ Revenge pt. I Guide: Spiderman wakes up and Aunt May brings him to the hospital where she gathers all of Pete’s friends only for Pete not to show up. Then they all remember that Pete is Spiderman and unmask him. Pete wakes up and wonders how they are doing. Mary Jane then said that Pete looked good in red and blue. Pete sees his costume and admits the truth. Harry leaves and smiles sinisterly. Galactus is on the loose and Tinkerer still laughs. All the villains plan to take him down but he continues. Spiderman then finds out that Hammerhead, Tombstone and King Pin. As they all agree a truce until this new menace is destroyed. Galactus is in central New York and is destroying buildings everywhere.

They all make weapons as Spiderman distracts Galactus. Both engage in battle but Spiderman is easily outmatched by Galactus. The Tinkerer Bot then comes and fights Spiderman. Spiderman knocks out one of the arms before getting blasted. King Pin saves Spiderman from dying as Tombstone and Hammerhead takes out the last three arms.

Tinkerer then yells at them promising that Galactus will kill them. Galactus then takes energy from the sun to power himself up more. Spiderman stops him from gaining power from the moon and then kicks Galactus to the ground. As Galactus gets up, Tinkerer comes and helps him up. He knocks Spiderman out with Galactus and they go to the Mayor’s office to make an announcement. Spiderman wakes up but forgot where he was going and goes home. He lost his memory and now wonders why he is dressed like Spiderman.

Gwen comes and asks Pete to stop the villain but he didn’t know what she was talking about. She then had to show him all over again that he had powers like a spider. He then goes swinging webs feeling under confident. He then sees Hulk, Deadpool and Nightcrawler. He then remembers and heads for the Mayor’s office to stop Tinkerer.

Episode 50: Galactus’ Revenge pt. II

Peter goes to Liz's house and wonders what is going on. Liz then takes Pete to everyone else. Flash then tells Peter to find out how to stop Tinkerer. Spiderman then goes as Gwen kisses him good-bye. Spidey then goes and finds Tinkerer's lair. The webs smacked Tinkerer. Tinkerer then sends Galactus but he disobeys his master and traps Tinkerer. Spiderman then tries to get Tinkerer. When he does, Tinkerer abandons Spidey and leaves to Florida. Spiderman then challenges Galactus and tricks him into obvious places. Spiderman then kicks Galactus and Galactus is at the pier. Spiderman tries to catch him but he goes to the moon and starts to steal the solar power to kill everyone. Spiderman keeps trying and frees his teammates. They then thought of a plan and went to the moon. Once there, they all defiantly battle him but are unsuccessful. They all then go back to earth and must stop him.

Hulk and Nightcrawler then head to HQ to find out how to stop him while Deadpool and Spiderman went to go to talk to the villains. The villains protested that they did not like being smacked around like Spiderman does. The villains then get put back in jail by George Stacy. Spiderman thanks him and he and Deadpool then go to the HQ. Bruce tells them that the only way to beat Galactus is by making him hurt himself. Spiderman and Deadpool then faints after they get bruised by a laser that breaks open the HQ ceiling. Hulk and NIghtcrawler then fights Galactus but gets defeated.

Gwen finds the HQ and wonders where they are. She then sees the heroes leaving and tells her to watch Pete. Gwen aids Pete and when he wakes up, he sees all of his friends. Harry asks Peter how he is going to win and Peter says he does not know. Flash then taunts Peter and helps him up. Peter then goes web-slinging off to find Galactus. Liz and Gwen literally argue over Peter's feelings as Mary Jane wonders how Galactus could steal energy. As Spiderman is going around town, his teammates are all defeated.

Episode 51: Galactus' Revenge pt. III & pt. IV
Spiderman spots Tinkerer and gets him. He then asks a better way on how to stop Galactus. Tinkerer is relunctant to talk and then talks after threatened to die. He then says that there is a chip in Galactus. Spiderman fights Galactus but loses. Spiderman then sneaks into Galactus' brain and looks for the chip. Spiderman then fights the electrical wires in Galactus and gets beat up. He then starts to destroy them and finds the chip. He then fights the chip. Long story short, Spiderman wins.

Episode 52: Molten Man's Entry
Green Goblin and Spiderman are fighting until Spiderman defeats him but Green Goblin tricks him and Deadpool save Spiderman from being obliterated. Green Goblin meanwhile is at Mark Allan's house and Mark agrees to do his bidding. Green Goblin then turns into the Molten Man and hunts down Spiderman. Liz and Mary Jane both find out that Mark is Molten Man. Peter and Gwen both kiss in front of Harry and Harry vows revenge on Peter. Spiderman and his team then goes and fights Mark (Molten Man) Molten Man easily bests them and is prepared to defeat them. Molten Man destroys all fo their weapons. Green Goblin then comes and Hulk goes to fight him. Nightcrawler goes to join him

Spiderman Greatest Foes

 * Green Goblin
 * Doctor Octopus
 * Venom
 * Galactus

Spiderman Special Enemies

 * Carnage
 * Hydro-man
 * Molten Man
 * Mysterio
 * Kraven the Hunter
 * Magneto