|Season 2, Episode 2|
|Air date||January 21, 2013|
|Written by||Man of Action and Eugene Son|
|Directed by||Phil Pignotti|
Spider-Man is battling minor villain, Electro, across Time Square while J. Jonah Jameson continues his report on the menace. The hero easily defeats Electro by webbing him to the Time Square Screen and then tasers him until the villain mysteriously disappears. Shrugging this unusual act off, Peter returns to his home where his attempts to converse with his team are clouded by their need for technology. However, all the power is shut down and Electro, in his 2.0 form, threatens to keep New York in a blackout unless they give him all their money.
The team quickly suit up (after a slight mix up with the costumes), but their S.H.I.E.L.D.-issued equipment, including the Spider-Cycle and web-shooters, are unresponsive. Iron Fist and Spider-Man ride on the cycle and Power Man carries White Tiger as Nova flies the team across the streets of Manhattan. However, they are thrown off after colliding with a street light. Spider-Man convinces his team to adapt to their handicap which leads to Power Man pushing the Spider-Cycle as Nova floats nearby.
They are stopped in their tracks by an angry mob that assembled to attack Spider-Man. Nova attempts to push the Spider-Cycle through with his powers, but Electro supercharges it, forcing the team in an unwanted fast ride through a bridge littered with cars. The team fall on the ground where they are confronted by Batroc the Leaper, who uses the power shortage to his advantage.
Batroc the Leaper easily defeats the heroes as their teamwork fails to stop him. The angry mob continues to distract the heroes, allowing the villain to flee. Spider-Man spots blue electricity along a couple of buildings and leads his team across the bridge to a tram. Nova pushes the tram across the bridge, but Electro super charges it. The tram leaves Nova behind as it crashes and explodes into a nearby building.
Spider-Man rewinds to show that he and Nova managed to save the heroes before it collided with the building. Electro super charges the entire city to attack the heroes. Iron Fist destroys a team of trucks while Nova stops an uncontrollable bus. However, he, Power Man, and White Tiger are distracted by electronics and slammed with a bus. Spider-Man stops a helicopter from crashing as Electro attacks him with a barrage of power.
The super charged villain short circuits the atm to steal money, but Nova unintentionally gives him the idea of robbing the federal reserve. The five chase after him, but Nova accidentally reveals that Spider-Man is powerless without web-shooters. Electro activates the Next Gen Web Shooters and Spider-Man is unable to control the web shots that are emitting from him, trapping his team to a truck. The villain shoots a crane in the building and enters the building as the crane starts to fall. White Tiger manages to get Spider-Man to stop his uncontrollable web shooting by having them fire at each other, sticking his hands together, and the group free themselves and enter the reserve after Electro.
Spider-Man stops them from acting without thinking and they talk where they figure out that Electro grows unstable the more he takes over electricity. Nova tricks Electro into taking the satellites at the Daily Bugle, restoring all the electricity. The heroes show their teamwork again by defeating Batroc the Leaper and trick Electro into creating clones that render him unstable. His power stretched too thin, Electro returns to his old state, crazy and weak when Spider-Man knocks him out. Peter notices his phone is dying as Sam, Danny, Ava, and Luke bond by making fun of Spider-Man. Peter heads to connect his phone which leads to another blackout.
- Spider-Man parodies the Avengers' battle cry, "Avengers Assemble!", by saying "Spider-Cycle, Assemble!"