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?
Peter Parker has been Spider-Man for just one year. He has saved lives and fought supervillains, but he is still in the process of learning how to be a superhero. Nick Fury of S.H.I.E.L.D. offers Peter the chance to train to be a real superhero and become "The Ultimate Spider-Man".
However, beforehand Peter will have to learn how to work with a team of four fellow teenage superheroes. The teen heroes Spider-Man will be teaming up with are Nova, White Tiger, Iron Fist, and Power Man.