Second Chance Hero is the 23rd episode of the second season of Ultimate Spider-Man. It aired on October 20, 2013.
The episode opens with Peter, Harry, and Norman Osborn playing a futuristic dungeons and dragons. After loses, Norman says he has work to do and leaves the game. Peter then reveals to be spying on Norman as request by S.H.I.E.L.D. He is there to make sure that Osborn doesn't regress back to Green Goblin, Spider-Man finds his arch-enemy in the Iron Patriot Armor . Spider-Man follows Iron Patriot to a rooftop where he ends up fighting the Frightful Four. After the Frightful Four are defeated, Spider-Man states that Iron Patriot still isn't considered an actual hero where Spider-Man states that S.H.I.E.L.D. isn't convinced that he hasn't turned over a new leaf. During the altercation, the TV screen that J. Jonah Jameson is broadcasting on falls and is caught by Iron Patriot while Spider-Man saves the people. Nick Fury gives orders to Spider-Man to bring in Iron Patriot. When Spider-Man confronts Iron Patriot, they are attacked by Doctor Octopus's Spider-Soldier. During the fight, it turned out that Doctor Octopus had finished Osborn's plans of a Spider-Soldier army. Iron Patriot has Spider-Man get Harry Osborn out of his lab. Iron Patriot catches the falling elevator that Spider-Man and Harry are on.
- Doctor Octopus/Dr. Otto Octavius
- Frightful Four
- Daily Bugle
- Avengers (cameo)
- Aunt May (flashback)
- Harry Osborn: Hey, dad, I knew you were working late so I got you a-- Dad? Why are you wearing? What's going on? Spider-Man!
- Spider-Man: Uh, this isn't what it looks like. Unless what it looks like is not gonna freak you out.
- Harry Osborn: So you're not attacking my dad with your-- your Spider-Army?
- Spider-Man: Uh, these guys aren't with me.
- Harry Osborn: Why would I possibly believe you? I can put two and two together.
- Spider-Man: Oh, there's a lesson in jumping to conclusions in here somewhere, isn't there? [Grunts] Thanks, guys.
- Harry Osborn: I hate you, Spider-Man! Leave my and my dad alone.
- Doctor Octopus: [Laughs]
- Spider-Man: Harry, you've got it all wrong.
- Doctor Octopus: Enough of your pratling. Destroy them.
- Iron Patriot: Spider-Man, get Harry to safety. I'll take care of the Spider-Soldiers.
- Spider-Man: But how?
- Iron Patriot: Just do it!
- Harry Osborn: Get away! Dad!
- Spider-Soldier: [Snarl]
- Spider-Man: Harry, hit the lobby button. [Grunts] [Yells]
- Iron Pariot: Say goodbye to your abominations, Octavious.
- Spider-Man: This is bad! [Grunts] This is really bad! Harry, listen! You have to jump out of this car with me, it's the only way we're going to survive!
- Harry Osborn: My dad.
- Spider-Man: Harry!
- Harry Osborn: I'm not listening to you! This is your fault! You ruin everything. Save yourself. It's what you're best at.
- Spider-Man: Harry I'm not leaving you! Whether you like it or not you're my best-- Did I do that? Apparently not. [Strains]
- Harry Osborn: [Screams]
- Spider-Man: [Grunts] Harry, you're--
- Harry Osborn: Get away! You tried to kill me and my dad.
- Iron Pariot': No, son. Spider-Man is helping us. He's always been helping us.
- Spider-Man: [Shutters] Speechless. Fourth time.
- Harry Osborn: Really? I-- Dad.
- Nick Fury: All right, Osborn. Explain, and I want the truth. If you could manage that.
- Norman Osborn: Octavius stole the data on my Iron Tech. It looks like me wants a second chance.
- Nick Fury: Sorry if I'm skeptical, but until you help us bring Octavius to justice, I'm keeping an eye on you.
- Norman Osborn: I understand, Fury. I have a lot to make up for, and I will.
- Spider-Man: Wow, these second chances are harder than they look.
- Harry Osborn: Thank you.
- Spider-Man: Wait, so we're good? Awesome.
- Spider-Man: What should we celebrate?
- Nick Fury: What did you have in mind?