S01E13 "Ultimate Spider-Man"

Characters: Peter Parker/Spider-Man; Miles Morales; Mac Gargan/Scorpion; Mendel Stromm; Norman Osborn; J. Jonah Jameson; Chief Watanabe; Dr. Otto Octavius; Gwen Stacy; Anya Corazon; Robby Robinson

Teaser
MILES MORALES is rushing out of his brownstone when he sees a neighborhood kid across the street being bullied. Instead of running over to help, he slinks off the other way. Once out of sight, he calls PETER PARKER to confirm that they'll be meeting up at the cafe across the street from Oscorp in an hour: he hopes to have some awesome news for Peter when he sees him.

Spider-Man has taken the call while swinging through the city on his way to keep an appointment at Oscorp too: he wants some extra spending money, so is going to buzz Oscorp and get some pictures he can sell to the Bugle. (His camera-drone is flying nearby.) He spots THE SCORPION clambering the skyscraper too, which he thinks will make for extra-great photos. But as he swoops at the Scorpion, a squad of octo-bots—four-limbed, spider-like robots—deploy across the face of the building. They surprise both Scorpion and Spider-Man. Miles, passing the front of Oscorp, looks up to see Spider-Man falling out of control toward the ground.

Act I
Miles, exhibiting Spider-Man-like powers, leaps his way up the side of the skyscraper and catches Spider-Man, carrying him to safety on another rooftop. After confirming that Spider-Man is still alive, he toys with removing the mask to see who it is, but decides not too. When he notices the hovering camera-drone, he panics and runs away.

Inside Oscorp, a manacled Scorpion is brought before NORMAN OSBORN, who demands to know what he was doing. Gargan says that he was trying to break in to steal some power cells: his suit is running out of power, and MENDEL STROMM won't provide him any more, saying that his usefulness is done. Osborn says that he'll provide Gargan what he needs in exchange for doing "one job": capture Spider-Man (alive!) and bring him to Oscorp. Gargan hesitates, then agrees. As he exits, DR. OTTO OCTAVIUS storms in, demanding to know what those "octobots" are and where Osborn got the tech for them; Osborn tells Octavius that he'll talk to him later.

On the roof of his brownstone, Miles is in a Spider-Man costume (Spider-Miles)and exulting over how successful his tech was: the gloves that let him stick to walls; the exo-skeleton that gives him super-strength; between those, the costume, and the web-slingers, he is practically Spider-Man's twin. Never mind selling his spider-tech to Oscorp, as was his original idea: He'll make himself into another Spider-Man! Across the street he sees the same bullies as earlier, and he dives in to threaten and scare them into promising not to make any more trouble, or else "Spider-Man will get you!" His boast is interrupted by a web-strand that hauls him up onto a nearby roof to face the real Spider-Man.

Act II
Spider-Man demands to know of Spider-Miles who he is and what he's doing. Miles quickly yanks his mask off to reveal that he's "that guy" who helped Spider-Man fight the werewolf at the Halloween party. He explains the tech he's developed—his friends don't know anything about it, he explains when Spider-Man asks—and says he wants to be Spider-Man's partner. Spidey refuses to take him on, and Miles says that in that case he'll go out on his own. Spidey says he can't let that happen, and Miles prepares to square off, saying that Spidey can't stop him from being a hero too. Spidey says that's true, but he'd prefer to talk him out of it. It's a dangerous business, his schoolwork will suffer, and there's no glory in it. Miles retorts that there's plenty of glory in it if you do it without a mask, which is totally the way he's going to do it. When Spidey tries to stop him, saying he'll endanger his friends and family, Miles does start to fight him.

They are interrupted by the Scorpion, who gloats that he'll twice as much from Oscorp for bringing two Spider-Men in. Spidey quickly jams the mask back on to Miles and tries to run him off so he can deal with the Scorpion alone. But Miles insists on staying along to help. In the battle that follows he does get in some good shots, but he is almost as prone to wrong-footing Spider-Man.

The turning point for Miles comes when the Scorpion knocks in the side of the brownstone with his tail and the fight moves into Miles's own apartment; his father is pushed out, and a horrified Miles has to dive to catch him.

Act III
The battle continues, attracting cars, vans and helicopters, both police and media—screens through out the city, over Time Square, in the office of Norman Osborn, and in the laboratory of Mendel Stromm, broadcast the fight. On the street below, CHIEF WATANABE fumes about the damage the Scorpion is doing; J. JONAH JAMESON, at her side, retorts that he's a hero trying to bring in two costumed menaces.

The fight climaxes with the Scorpion gripping Spider-Miles in an iron clasp while knocking Spider-Man back. As media helicopters focus on him, he unmasks Miles. He is turning to seizes the dazed and groggy Spider-Man when he veers away and starts to run off, with Gargan yelling and trying to stop himself. Spider-Man revives and webs Miles out of the Scorpion's grasp before he vanishes in a gallop. With Miles in hand, Spider-Man zips away, dashing in and out of sight to elude the police. When they come to a stop, a distraught Miles worries aloud about what will happen to his family when his identity is revealed. Spider-Man retorts that all they have to do is convince people that Miles isn't really a Spider-Man.

In his lab, Stromm is surprised and angered to see that Gargan hasn't got a spider-man: it's why he used the remote control to bring the Scorpion suit back, because he wanted to copy the Spider-Man's nervous system into his new Neuro-Cortex. Gargan explodes: "Why didn't you tell me in the first place that that's something you wanted? I wouldn't have had to go to Osborn!"

At the offices of the Daily Bugle, Jameson is gloating to ROBBY ROBINSON about unmasking Spider-Man. He stops cold on bursting into his office: Peter Parker is there with two Spider-Men hanging from the ceiling. Peter asks them to take off their masks, revealing GWEN STACY and ANYA CORAZON. He explains to the outraged Jameson that it was a case of mistaken identity by the Scorpion: He mistook Miles Morales and another Horizon student for Spider-Man when they were out practicing for a school prank. Robertson tells Jameson the sooner they retract that "Bugle Catches Spider-Man" story the better it will be for them. Jameson doesn't argue, but he does kick the students out.

At Horizon, Miles thanks Peter for helping Spider-Man get him out of that jam—it was lucky that Peter had a Spider-Man costume of his own. Peter agrees, though he says that Gwen and Anya will probably think both of them dorky for secretly having Spider-Man costumes. Miles says he hopes he doesn't run into Spider-Man again, as it would be too embarrassing. Peter suggests that Spider-Man would probably like to hang around with him, as Miles is probably the only person with an idea of what it is like to be Spider-Man. Or, at least, he knows what it's like to have J. Jonah Jameson pissed at him, he adds as they watch Jameson rant about "High School Menaces" on the TV.

The above is loosely adapted from "Ultimate Spider-Man" by Kevin Shinick.

Commentary: ""Ultimate Spider-Man"" 

Next: "S01E14 "The One and Only Octopus""