Ultimate Spider-Man: S.H.I.E.L.D.: Top Secret is the third DVD volume of the first season of Ultimate Spider-Man.
One year ago, teenage Peter Parker was bitten by a radioactive spider. He soon learned a fateful lesson about great power and great responsibility and became the hero, SPIDER-MAN. Now, recruited by Nick Fury's superspy agency, S.H.I.E.L.D., and outfitted with sleek new tech and gadgets, Peter must find his place in this new world of Super Hero team dynamics while juggling his civilian life of high school drama. In other words, Peter Parker must become the ULTIMATE SPIDER-MAN.
In the next installment of ULTIMATE SPIDER-MAN, Spider-Man must save the Helicarrier from destruction by an evil super army called Zodiac and their leader, Scorpio. As the team undergoes S.H.I.E.L.D. training, they decide it's time for a much deserved vacation on a deserted tropical island. But they soon discover it's inhabitant who refuses to let them leave. The Hulk smashes back into Spider-Man's life when he becomes sick by an alien infection caused by the Phalanx. And Spider-Man encounters many other villains including Doctor Octopus, the Beetle and the Wrecking Crew.