Season 2

Spider-Man returns to stop the nefarious plot of Doctor Octopus. But not everything goes according to plan when Spidey’s friend, Dr. Curt Connors, transforms into The Lizard.

Spider-Man's old enemy Electro takes control of the city's electricity.

Spider-Man must stop Rhino’s personal vendetta against Spidey’s least favourite Midtown High classmate: Flash Thompson.

White Tiger comes to terms with her powers and origin, while she is hunted by a villain from her past.

Spider-Man and Hawkeye join forces when the Beetle returns to New York City.

Spider-Man gets trapped with six of his most dangerous foes, including Rhino; Kraven the Hunter; Lizard; Electro; Beetle; and a secret sixth member.

Spider-Man accepts an invitation from Boston to become the city's official hero.

The Green Goblin returns and tries to make Spider-Man into his perfect weapon, but Carnage has other ideas for the duo.

The security system at Aunt May's home becomes dangerous.

A disgruntled Stark Industries scientist named Michael Tan develops and envelops himself in a swarm of self-replicating nanobots. Now Spider-Man must work with Iron Man to contain Swarm.

Using a Norn Stone, Loki shrinks Spider-Man's team while looking for Thor. Nick Fury has Spider-Man's team placed in the Helicarrier's D.A.Y.C.A.R.E. area while S.H.I.E.L.D. continues to look for Thor. With Thor also having been shrunk, Spider-Man's team must find a way to help Thor fight Loki and the Destroyer Armor and return to normal size.

Spider-Man travels to the mystical city of K’un L’un to help Iron Fist fulfill his destiny. But The Scorpion plans to destroy them both.

Spider-Man and The Hulk switch minds, leading to lots of craziness and a clobberin’ from The Thing of The Fantastic Four.

Spider-Man, Mary Jane, Harry and Stan the Janitor have to descend into the sewer tunnels beneath Midtown High to track down the Lizard.

Spider-Man must work with his nemesis, Doctor Octopus, when The Green Goblin unleashes Venom on the Tricarrier.

Spider-Man and Nova team up with The Guardians of the Galaxy on a deep-space adventure to save Earth from destruction.

Spider-Man and Power Man infiltrate Zodiac's secret volcano base only to discover what really happened to Power Man's long-lost parents.

Spider-Man teams up with The Avengers' Captain America and the X-Men's Wolverine to stop a new threat to S.H.I.E.L.D.

It's Halloween for Marvel's Ultimate Spider-Man, but there's no time for Spider-Man and his friends to trick-or-treat when they find themselves attacked by evil vampires led by Dracula himself.

Spidey's only hope of stopping a world takeover is to team up with Nick Fury's secret team of super-powered monsters, The Howling Commandos. Led by Jack Russell, aka Werewolf by Night, The Howling Commandos include vampire hunter Blade, The Living Mummy, Frankenstein's Monster and Man-Thing.

Spider-Man forms an unlikely partnership with a cured Norman Osborn. But is Norman really a hero as the Iron Patriot?

Sandman proves he might not be the biggest bad after all. He's given the chance to start all over and Spidey must mentor his former foe as he struggles against his old instincts. What side will Sandman ultimately choose, hero or villain?

Doc Ock launches a surprise attack on Spider-Man and the heroes. They soon find themselves in one of the most challenging battles of the season when they're up against the newly reformed Sinister Six. Norman Osborn also returns as Iron Patriot despite Ock's alternate plans for him.

Doc Ock launches a surprise attack on Spider-Man and the heroes. They soon find themselves in one of the most challenging battles of the season when they're up against the newly reformed Sinister Six. Norman Osborn also returns as Iron Patriot despite Ock's alternate plans for him.