|Season 1, Episode 11|
|Air date||June 24, 2012|
|Written by||Man of Action|
|Directed by||Phil Pignotti|
Batroc the Leaper escapes into an alley with another bag of stolen goods. After being defeated, he willingly offers himself into custody, but is then brutally assaulted by Venom. The next day, Aunt May watches the news of the attack and reports the incident to Peter. Knowing who the real culprit is, Spider-Man swings to Midtown High School while J. Jonah Jameson continues to criticize him. Peter confronts Harry about his relationship with Venom, but he swears that he got rid of the symbiote.
Spider-Man follows Harry to Oscorp, where Norman is confronting Otto Octavius about Venom's current status. Harry enters, but Norman dismisses him. Angry at his father, Harry transforms into Venom, much to Norman's delight. Spider-Man crashes through the office window to confront the symbiote, but Norman pleads for it to remain uninjured. Venom knocks him out of the window until Spider-Man saves him, but Venom disappears.
Spider-Man, Nova, White Tiger, Power Man, and Iron Fist are gathered by Nick Fury to discuss the growing Venom problem. Spider-Man slips that he knows who is inside Venom, and Fury demands to know the identity. However, the web-slinger refuses and pleads for another chance to handle Venom alone. Fury denies his request, stating that the others will handle Venom and that the hero should keep his distance.
Spider-Man spots Venom heading into Oscorp after entangling his friends with a web. Meanwhile, Norman tells his scientists that a new shipment of technology is arriving as Venom enters. Excited, Norman tries to consult Venom, but Spider-Man interferes, much to Norman's horror. He is soon knocked out as Nova, White Tiger, Power Man, and Iron Fist arrive. Spider-Man desperately tries to stop them from attacking, but they ignore him. White Tiger uses her Tiger Claws to damage Venom and steal a sample with the symbiote fleeing soon after. Frustrated that Venom has escaped his grasp, Norman scolds the heroes and demands they leave.
At school, the five gather and Power Man demands that Spider-Man tell them Venom's identity. Spider-Man tells them that it is Harry when the screen turns on with Fury demanding to know why they are out without his authorization. Power Man reports the incident at Oscorp and Fury notices that they all know Spider-Man's secret. He decides to ignore the secret and orders them to hunt Venom down before cutting the transmission.
Spider-Man decides to create a Anti-Venom antidote with White Tiger's sample. Power Man deduces that Venom will come after the sample and takes the others to confront him while Spider-Man works on creating the antidote. Venom arrives and easily beats the four when Spider-Man finishes constructing the antidote. The symbiote chases Spider-Man to the roof of Midtown when the antidote is knocked out of Spider-Man's hands. The five confront Venom in the pouring rain when Spider-Man manages to flip into the air and inject the cure into Venom. The symbiote dissolves, leaving an unconscious Harry behind.
Norman visits Harry at the hospital, telling him that they will keep Venom under control before spotting Spider-Man on the ceiling. Norman tells him to not interfere with his or Harry's affairs as it is a family matter. Later, Norman confronts Octavius, asking him if he knew Harry's secret. Octavius lies and Norman gives him Harry's blood sample, ordering him to experiment with it.
Spider-Man interrupts training to tell his friends that he is grateful and promises to not keep anymore secrets, but becomes cocky when he boasts about creating the antidote by himself. Power Man then decides to reveal their secret: developing a training program known as Squash the Spider. Nova activates droids that quickly surround Spider-Man as he watches in fear.