When Kang the Conqueror traps the Avengers in a temporal void and begins to bring forth his armies to the 21st century, a new team is forged! Spider-Man, War Machine, Wolverine, Iron Fist, Luke Cage and the Thing! 
It all started when Kang the Conqueror appeared in the Arc reactor room. Hawkeye tried to stop Kang, but was beaten. Captain America assembled The Avengers to stop Kang but Kang sent them into the timestream. Iron Man and The Avengers were sent into a limbo by Kang, and Iron Man activated The New Avengers protocol he developed in order to stop Kang. Meanwhile, Spider-Man was off eating sandwiches his Aunt May made but he wound up fighting off Velociraptors and Wolverine joined the fray as did War Machine, Thing, Luke Cage and Iron Fist. As they were all wondering what was going on, Iron Man and JARVIS gave Spider-Man and the others a briefing on what was going on and gave Spider-Man leadership of the team. When the new team assembled to beat Kang down, they failed. Spider-Man took command of the situation and rallied the team together. He had the team create a diversion by getting Kang away from his time machine converted Arc Reactor. When Spider-Man disabled it, Kang returned to fight him, but Spider-Man ripped out another piece of equipment as the original Avengers returned from limbo and Kang was sent packing. After things got back to normal, Iron Man made Spider-Man a reserve member of The Avengers along with Iron Fist, Luke Cage, Thing, War Machine and Wolverine.
- Drake Bell - Spider-Man
- Jonathan Adams - Kang the Conqueror
- Colleen O'Shaughnessey- Wasp
- Steven Blum- Wolverine
- Christopher B. Duncan- Luke Cage
- Loren Lester -Iron Fist
- Bumper Robinson
- Fred Tatasciore- Thing
- Eric Loomis-Iron Man
- Brian Bloom- Captain America
- Rick D. Wasserman-Thor
- Phil LaMarr
- Hulk was seen in a flashback of The Man Who Stole Tomorrow, but had no dialogue.
- This marks the very first and last time we see the New Avengers on the title card of the intro.
- When the New Avengers Protocol was activated there were seven arrows, but only six heroes were chosen instead of seven.
- Just before the New Avengers fight Kang the Conqueror, Iron Fist's shoes weren't shown until they start fighting.
- War Machine's thrusters are red instead of blue, since the episode Alone Against A.I.M.
- Wolverine is in the episode for the first time.
- Spider-Man is made into a reserve member of the Avengers; including Iron Fist, Luke Cage, Thing, War Machine and Wolverine.
- Thing: Pretty fancy suit here, Stark. Did you get bored with the old one?
- Peter Parker: (Upon arriving at Stark Tower to meet the other New Avengers) Should we have name tags? Well, I'm Spider-Man and this is my trusty sidekick: Wolverine.
- Logan: Don't push it web head.