| 1-NY's Heroes |
| 2-Kill Them All |
| 3-The Goblins |
| 4-The Mob |
| 5- Tribesmen |
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| 2 3 4 5 |
| New York's Heroes (4-0 [#1 Seed]) are Spiderman (Team Captain); Blind super hero, The Dare Devil; Electra; and Cartoon Hero, Mighty Mouse. |
| Team 'Kill Them All' (0-4) consists of Bullseye (Team Captain); the symbiote, Carnage; and Spidey's enemy, Scorpion. |
| The Goblins (2-2 [#2 Seed]) are The Green Goblin (Team Captain); The Hobgolin; Dr. Octopus; and Spidey's other enemy, Venom. |
| The Mob (2-2) consists of are Coffin Shaker (Team Captain); Chameleon powered, WallFlower; paralyzingly psychic, Gorgon; and half man/ half plant, Tendril |
| The Tribesmen (2-2) are liquid mobile, Skeleton Key (Team Captain); the dragon boy, Wyvern; dazzlingly beautiful, Allure; and the power-sapping, Sponge. |
| Arena: Manhattan, New York |
| Group B |