New Warriors is the eighth episode of the third season of Ultimate Spider-Man.
- Spider-Man/Peter Parker
- New Warriors
- Green Goblin/Norman Osborn
- Doctor Octopus/Dr. Otto Octavius
- Beetle/Abner Jenkins
- Destroyer (cameo)
- Doctor Doom/Victor von Doom (cameo)
- Batroc the Leaper/Georges Batroc (cameo)
- Captain America/Steve Rodgers (mentioned)
Cast and Crew
- Drake Bell as Spider-Man
- Tom Kenny as Doctor Octopus and Vulture
- Matt Lanter as Flash Thompson/Agent Venom
- Phil LaMarr as Cloak
- Ashley Eckstein as Dagger
- Steven Weber as The Goblin
- Chi McBride as Nick Fury
- Eric Bauza as Iron Spider
- Steven Blum as Ka-Zar
- Clancy Brown as Taskmaster
- Taskmaster: Thunderbolts, just like we trained. Take down Spider-Man.
- Spider-Man: Well, I have faith. and to prove it, I'm teaming you guys up. White Tiger, you're with Ka-Zar. Power Man, you got Iron Spider. Iron Fist, meet Agent Venom. Nova, us this is Zabu.
- Zabu: [Roars]
- Spider-Man: Situation report.
- Agent Venom: Whoa! Time out! Taskmaster and his team did all that?
- Cloak: I could just teleport us in.
- Spider-Man: That's why Tasky needed those kids. For his big prison break.
- Agent Venom: They got the drop on us earlier. Time to return the favor!
- Spider-Man: Wait! We need a plan of-- attack?
- Spider-Man: Go get him, New Warriors!
- Spider-Man: Flash, , we gotta move! New Warriors, fall back!
- Agent Venom: Fall back? We can take them!
- Spider-Man: We need to regroup. The coast is clear. So we got beat. Don't give up, guys.
- Amadeus Cho: We didn't just get beat. I lost my armor. I'm a Liability.
- Ka-Zar: Maybe New Warriors are a mistake.
- Spider-Man: We can do this! Doesn't look good now but... What would Captain America do in a situation like this?
- Agent Venom: Listen to Spidey. He's right.
- Doctor Octopus: Look out! Go! Go!
- Doctor Octopus: What is the meaning of this?
- Doctor Octopus: You're children. You're nothing. Just more of S.H.I.E.L.D's run-of-the-mill old lackeys.
- Amadeus Cho: We're not old lackeys. We're New Warriors!
- (Amadeus Cho punches Doctor Octopus)
- Doctor Octopus: [Groans]
- Nick Fury: There's enough room on the Tri-Carrier for all these heroes. So I took the liberty of finding a place of your own, at the Triskelion, headquarters of S.H.I.E.L.D.
- Spider-Man: Classic Team, New Warriors, Welcome to S.H.I.E.L.D. Academy!