Spider-Man and Agent Venom have been cracking down at defeating possible Sinister Six recruits like Shocker, Grizzly, and Beetle. When Doctor Octopus has made an entirely new symbiote even when Arnim Zola pairs him up with Dr. Michael Morbius, it takes control of Harry Osborn and now forces him to destroy Spider-Man and Agent Venom as the new Anti-Venom. Now Spider-Man and Agent Venom must work with Iron Patriot to free Harry from the Anti-Venom symbiote.
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.