As the holidays are approaching, Peter Parker learns the both Gwen Stacy and Liz Allen have feelings for him. Meanwhile, Sergei Kravinoff has arrived in New York City to add Spider-Man to his trophy case. Kravinoff's first encounter with Spider-Man proves ineffective as Spider-Man's superhuman abilities might be too much for this big game hunter. Enter Professor Miles Warren. The ambitious scientist is secretly continuing Dr. Connor's genetic research and uses Kravinoff to test his mutagen. Kravinoff is transformed into a human-feline hybrid and begins to call himself Kraven the Hunter. The creators of the series decided to go with the Ultimate Marvel look over the previous animated incarnations. His outfit is still very similar to the comic books. Kraven proves to be a formidable adversary. His agility and strength is equal to that of Spider-Man. Kraven gives Spider-Man a pretty good pounding. Fortunately, a good supply of webbing gives Spider-Man the advantage over the mutated hunter. The episode ends with an interesting cliffhanger as Kraven's mysterious benefactor (Master Planner) offers him a chance to get revenge on Spider-Man along side others whom share their hatred of the hero.
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