This is the third season of Spider-Man XD.

Season summaryEdit

The third season plunges Ben Parker back to action as he takes on new devious foes and returning enemies--including some of his father's own demons like Venom and the Kingpin. As Spidey's rogues grow, his allies grow as well as he teams up with the unknown Crescent, the new Fantastic Four, and the X-Men.


Main charactersEdit

  • Ben “Benji” Parker/ Neo Spider-Man (Yuri Lowenthal)

    Neo Spider-Man

  • Peter Parker (Christopher Daniel Barnes)
  • Mary-Jane Parker (Jennifer Hale)
  • May Parker (Kari Wahlgren)

Recurring charactersEdit

  • Dr. Susan Connors (Tara Strong)
  • Torri Stacy (Tara Platt)
  • Eric McClain (Adam Wylie)
  • Dash Hampton (Shawn Harrison)
  • Det. Rasher (Fred Savage)
  • Lilly Fairmount (Tara Strong)
  • Mr. Quinn (James Arnold Taylor)
  • Jesse (Jason Hervey)
  • Darius Martin (Neal McDonough)
  • John Jameson (Xander Berkeley)

Special GuestEdit

  • Professor Charles Xavier (Patrick Stewart) -- episode 11


  • Odo Jacobin/ Crescent (Michael B. Jordan) -- episode 7
  • SHIELD Director Cinnamon Fox (Morena Baccarin) -- episode 14
  • The X-Men -- episodes 11, 12, and 13
    • Wolverine (Scott McNeil)
    • Pyren (Crispin Freeman)
    • Karma (Lacey Chabert)
    • Angel (David Hayter)
  • The New Fantastic Four -- episode 14
    • Franklin Richards/Hyperstorm (Jesse McCartney)
    • Jack Storm/Firehawk (Jason Spisak)
    • Ivina Lavirk/ Siren (Stephanie Lemelin)
    • Dexter Gram/Giant (Cameron Bowen)


New roguesEdit

First appearancesEdit

  • Vincent Fisk/ The New Kingpin (Michael Roseanbaum)
  • Neo Magneto (Michael Ironside)
  • Terrance Smithy (Ben Wishaw)
  • Dr. Oliver Avert, a rogue robotic scientist (James Remar)
  • Sinister, a sorcerer (David Kaye)
  • Athena (Cree Summer)
  • Xavier West/Imperious (James Marsters)

Returning villainsEdit

  • Edgar Swift/Havoc (Corey Burton)
  • Viper (Powers Boothe)
  • Titan (Michael Dorn)
  • Malin (Malcolm McDowell)
  • Dr. Greg Gamble/ Hypno (Peter MacNicol)
  • Kelda the Huntswoman (Gina Torres)
  • Thornila (Amy Acker)

Peter’s old enemiesEdit

  • Venom (Laz Alonzo) - episode 6
  • Shocker (Michael York) - episode 10
  • Magneto (John Di Lancie) - episodes 11, 12, and 13


Season 3Edit

# Title Plot
1 Return of the Kingpin (1) Darius Martin, the SkyLabs controversial CEO, is shocked when he loses the company in a buy-off sale. Everyone in New Manhattan will be stunned to find out who is the new owner of SkyLabs. After a series of thefts by Havoc and Titan, Spider-Man stops them only to realize they have been working for a mysterious benefactor. With Peter’s help, Ben discovers the man behind the takeover of SkyLabs and the benefactor helping Havoc and Titan are the same, Vincent Fisk aka “The Kingpin”.
2 Return of the Kingpin (2) Spider-Man tracks down Titan after a latest theft and realize he could lead Spidey to the Kingpin. Peter informs Ben to be aware and that Vincent is the grandson of Wilson Fisk, the original Kingpin. When Spidey heads to Fisk’s secret lair, Ben uncovers a lot more to Fisk’s plan and tries to prevent his master plan before he gets caught by Havoc, Titan, Kingpin’s henchmen, and the Kingpin himself.
3 Little Spider-Man Jesse returns where he unintentionally get involved during Spider-Man’s fight against Hypno. Hypno sees his chance to distract Spider-Man by hypnotizing Jesse into believing he’s Spider-Man. Ben already upset Jesse had to risk himself now must break Hypno’s hold before Jesse puts himself in even more danger.
4 Battle of the Gods An enigmatic and obsessive role play gamer, Terrance Smithy, creates an unique game where he is able to have powers like that of a Greek god. When he controls the power of Zeus, the power gets into his head and decides to spread powers all around. Spider-Man discovers this and must find a way to stop Smithy and others who have powers of gods before New Manhattan is destroyed.
5 Robot Mania When Ben learns of robots kidnapping inspiring artists, he suits up as Spider-Man to find the culprit behind the abductions. When Peter believed the evidence they found is similar to that of the work of the Tinkerer. Spidey has to be careful, but he faces off against a cyborg Spider-Man. Stopping the cyborg Spider-Man, Ben traces clues to an exiled robot technician who will do at nothing but to replace every human in New Manhattan with robots until the robots have minds of them own. Now Ben has to save the doctor and stop the robots before they force human extinction.
6 Vengeance When Peter goes to the hospital for a heart check-up, Mary Jane and May try to cheer up a depressed Ben. Ben on the other hand has to continue his Spidey duties and when he spot news of a alien-like presence attacking a research center. He heads there only to find out the presence is symbolite...and it leads him to one of his father's dangerous enemies--thought to be dead--Venom.
7 Crescent When an ancient sorcerer Sinister reawakens, he decides to use his evil magic against Neo Manhattan. Spidey tries to stop him, but Sinister's magic is too much. Just as Spidey will have a hard time stopping this new threat, an unknown ally appears. His name is Crescent. While Spidey has to deal with Sinister, he fears this Crescent may not be trusted.
8 The Infamous Trio (1) After stopping a buggery, Spider-Man is soon captured by an unknown foe known as Athena. Ben discovers his capture is part of a bigger plot as he soon realize Athena is not alone; Kelda the Huntswoman and Thornlia has also joined the party.
9 The Infamous Trio (2) Still capture in a unknown maze, Spidey has to deal with Athena, Kelda, and Thornlia while trying to find a way to escape. Meanwhile, Peter seeks Eric's help in tracking Ben.
10 Exposed Daily Bugle's Editor-in-Chief, John Jameson, decides to orchestrate a bounty on Spidey's head. However, Spider-Man has no idea one of the intrigued bounty hunters is actually Shocker. Wondering why Shocker wants Spidey, Spidey soon worries when John is Shocker's new target.
11 X-Men to the Future (1) In the year 2015, Wolverine trains three new recruits: Pyren, Karma, and Angel while tracking a mutant that can create and manipulate time ripples. After taking down the mutant, the criminal creates a new time ripple and tries to jump in yet Wolverine stops him. However, when Wolverine learns the criminal is actually working with Magneto; Magneto jumps into the ripple. Wolverine, Pyren, Karma, and Angel pursue Magneto taking them to Neo Manhattan and where they chris cross with the Neo Spider-Man.
12 X-Men to the Future (2) Ben thinking they are enemies face off against them, but is overwhelm. Peter soon alert Ben that they are his allies. Logan discovers the futuristic world and realize he and his fellow mutant students has to work with the new Spidey when they soon discover Magneto is teaming up with his futuristic doppelganger, Neo Magneto.
13 X-Men to the Future (3) When Peter and Karma are both abducted by new Sentinels controlled by Neo Magneto, Ben, Logan, Pyren, and Angel have to find them while trying to stop the combined forces of Magneto and Neo Magneto, plus their army of Sentinels.
14 An Fantastic Adventure Spidey is soon sought by S.H.E.I.L.D Commander Cinnamon Fox once again to help her and the New Fantastic Four in trying to stop a madman named Imperious who will unleash a dangerous pathogen throughout Neo Manhattan.
15 Kinetic After a altercation with a bully, Ben gets suspended for getting into a fight. As he tries to appreciate his punishment, he discovers a teenager is need of trouble when she mistakenly becomes entangle with Malin's latest ploy.
16 Daily Exclusive John Jameson seeks out his repayment when he gives Spider a offer of a lifetime. Track down a missing bomb and if he stops it, Jameson will let go of his obsession to unmask Spider-Man. However, Spidey has no idea Jameson will tag along to find the bomb and yet Spidey's secret identity could be in jeopardy when Jameson gets too close and might unmask him.

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