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1
00:00:01,625 --> 00:00:04,750
The cool thing about
transferring to a school like Horizon High
2
00:00:04,834 --> 00:00:07,375
is that it's not only a great place
to invent things,
3
00:00:07,375 --> 00:00:10,083
it's also a great place
to reinvent things.
4
00:00:10,083 --> 00:00:12,000
Namely, myself.
5
00:00:12,000 --> 00:00:14,417
So instead of being known
as the school flake,
6
00:00:14,417 --> 00:00:18,250
I now get a second chance at being
good ol' reliable Peter Parker.
7
00:00:18,250 --> 00:00:19,333
Problem is...
8
00:00:22,125 --> 00:00:24,917
I haven't made it to school
because I had to stop this Scorpion
9
00:00:24,917 --> 00:00:27,667
from stealing a gem
from the science museum.
10
00:00:27,667 --> 00:00:32,625
So this is the Spider-Man
I've been hearing so much about.
11
00:00:37,792 --> 00:00:40,417
Give it some time.
I grow on you, like a pimple.
12
00:00:40,417 --> 00:00:42,875
Then you deserve to be eliminated
like one.
13
00:00:44,375 --> 00:00:46,834
I really did have the best
intentions of getting to school on time.
14
00:00:46,834 --> 00:00:48,709
It was just an hour ago
that things went wrong.
15
00:00:48,709 --> 00:00:51,500
Phew! Did you leave your gym clothes
in your backpack?
16
00:00:51,500 --> 00:00:55,000
Oh, yeah-- Yeah, that must be it.
17
00:00:55,625 --> 00:00:59,125
So, uh, Harry, how was your first day
back at Midtown?
18
00:01:00,125 --> 00:01:01,709
Don't ask, okay?
19
00:01:02,000 --> 00:01:03,500
Hey, how was your first day?
20
00:01:03,500 --> 00:01:05,667
Oh, I just met some cool people,
21
00:01:05,667 --> 00:01:07,500
got to work with some awesome equipment,
22
00:01:07,500 --> 00:01:09,709
and today, I'm getting my very own lab!
23
00:01:09,709 --> 00:01:11,792
Fantastic.
24
00:01:12,000 --> 00:01:13,667
But, hey, do me a favor.
25
00:01:13,667 --> 00:01:16,250
Can you grab some of the experiments
in my lab?
26
00:01:16,250 --> 00:01:19,250
Horizon's policy is to confiscate
anything left behind,
27
00:01:19,250 --> 00:01:24,208
and I'd prefer these
to remain, uh, private.
28
00:01:25,542 --> 00:01:27,000
What kind of experiments?
29
00:01:27,542 --> 00:01:29,917
You know scientists
never reveal their secrets.
30
00:01:29,917 --> 00:01:33,000
Uh, that's magicians, not scientists.
31
00:01:33,000 --> 00:01:35,125
Whatever. Just do me a solid.
32
00:01:35,125 --> 00:01:38,125
I'll see what I can do.
33
00:01:38,125 --> 00:01:39,291
See you.
34
00:01:40,875 --> 00:01:44,500
Uh-oh. Looks like there's a crazy guy
attacking the science museum.
35
00:01:44,500 --> 00:01:47,667
Twenty minutes before school starts. Huh.
36
00:01:47,667 --> 00:01:50,291
I can probably stop this guy
and get my costume washed.
37
00:01:50,375 --> 00:01:52,583
And that was
my first miscalculation of the day.
38
00:01:53,667 --> 00:01:56,291
Yah! Hah! Watch it, buddy!
39
00:01:56,375 --> 00:01:58,333
You break it, you buy it!
40
00:02:03,250 --> 00:02:05,458
Or you break it, I get crushed by it!
41
00:02:19,250 --> 00:02:20,375
Oh, no, you don't!
42
00:02:23,291 --> 00:02:26,041
Museum members get 20 percent off
life-saving acts of heroism.
43
00:02:29,709 --> 00:02:32,792
This guy's like a bull in a china shop.
44
00:02:35,625 --> 00:02:37,542
Time to rein this bull in.
45
00:02:39,792 --> 00:02:43,583
And this is clearly
my second miscalculation of the day.
46
00:02:48,583 --> 00:02:49,583
Whoa!
47
00:02:51,917 --> 00:02:54,166
Oh, this tail has the strength
of a wrecking ball.
48
00:02:55,166 --> 00:02:57,709
And I happen to know a place
where there are less things to wreck.
49
00:02:57,709 --> 00:02:59,834
Hey, Scorpion.
50
00:02:59,834 --> 00:03:03,041
I hear it's the tiny scorpions
that are the dangerous ones.
51
00:03:03,125 --> 00:03:04,542
Wanna prove me wrong?
52
00:03:04,542 --> 00:03:06,041
Gladly.
53
00:03:06,125 --> 00:03:07,709
Whoa.
54
00:03:11,959 --> 00:03:14,041
Come on! Really?
55
00:03:15,291 --> 00:03:16,583
Yeah!
56
00:03:16,667 --> 00:03:18,834
Nice! Aah!
57
00:03:20,250 --> 00:03:23,750
Defeated by your own faulty equipment.
58
00:03:25,417 --> 00:03:26,917
Web cartridge shattered.
59
00:03:26,917 --> 00:03:30,542
But luckily, it was a two-for-one sale.
60
00:03:35,792 --> 00:03:37,792
So long, Spider-Kid!
61
00:03:37,792 --> 00:03:40,000
Hey!
62
00:03:40,000 --> 00:03:41,667
Nobody rides for free in this town!
63
00:03:45,917 --> 00:03:47,041
Aahh!
64
00:03:49,125 --> 00:03:51,166
Relax, folks. Spider-Man is--
65
00:03:51,250 --> 00:03:53,333
- Ow! Hey! Ouch!
- Get away from me!
66
00:03:54,375 --> 00:03:55,417
Stinky!
67
00:03:55,875 --> 00:03:57,291
Hmm.
68
00:03:57,375 --> 00:03:59,792
What is that stench?
69
00:03:59,792 --> 00:04:01,333
I could say it's the subway,
70
00:04:01,417 --> 00:04:04,041
but I think we both know
I need to wash my costume.
71
00:04:04,625 --> 00:04:08,291
Fine! I'll clean it tonight!
72
00:04:17,667 --> 00:04:22,750
Great thing about new heroes,
their aim still needs practice.
73
00:04:22,834 --> 00:04:24,000
Really?
74
00:04:24,000 --> 00:04:26,458
Because I was aiming
for the emergency brake behind you.
75
00:04:26,542 --> 00:04:27,750
Huh?
76
00:04:37,083 --> 00:04:40,458
Hello, New York!
77
00:04:42,125 --> 00:04:44,959
I know, right? This guy reeks.
78
00:04:45,041 --> 00:04:47,959
This is for you. And this is for you.
79
00:04:48,667 --> 00:04:50,959
Hey, nabbing criminals is our job.
80
00:04:51,625 --> 00:04:53,375
And I salute you for it.
81
00:04:54,542 --> 00:04:55,542
Ow.
82
00:04:56,792 --> 00:04:58,625
I can't believe I'm late
for my first meeting
83
00:04:58,709 --> 00:05:00,291
with my class advisor.
84
00:05:02,625 --> 00:05:03,750
Hey, buddy.
85
00:05:03,834 --> 00:05:06,750
I'm supposed to meet
Dr. Otto Octavius here.
86
00:05:06,834 --> 00:05:08,583
Any idea where he might be?
87
00:05:09,542 --> 00:05:10,542
Follow me.
88
00:05:13,125 --> 00:05:15,041
Oh, thanks so much.
89
00:05:15,125 --> 00:05:16,875
Hopefully, he won't notice I'm late.
90
00:05:16,959 --> 00:05:19,625
Rumor has it he can be really cranky.
91
00:05:19,709 --> 00:05:22,208
I mean, don't get me wrong,
the man's a genius.
92
00:05:22,208 --> 00:05:24,709
He even won the city's science prize
last year.
93
00:05:24,709 --> 00:05:27,875
Oh, yeah. There it is.
But why is the mayor giving it to you?
94
00:05:28,875 --> 00:05:30,000
Could he not make it?
95
00:05:30,000 --> 00:05:31,166
Or did you...?
96
00:05:31,917 --> 00:05:33,041
Did he...?
97
00:05:34,250 --> 00:05:35,917
You're Dr. Octavius, aren't you?
98
00:05:36,291 --> 00:05:39,000
And you are late, Mr. Parker.
99
00:05:39,000 --> 00:05:41,166
Not to mention unobservant.
100
00:05:41,250 --> 00:05:43,500
I'm so sorry, Dr. Octavius.
101
00:05:43,500 --> 00:05:45,667
It's just that you look younger than I do.
102
00:05:47,500 --> 00:05:49,333
Great first impression, Parker.
103
00:05:50,250 --> 00:05:51,750
This is your new lab.
104
00:05:51,834 --> 00:05:55,166
Oh, wait, this can't be right.
This is Harry's lab.
105
00:05:55,834 --> 00:05:59,041
Harry Osborn is no longer at this school.
106
00:05:59,125 --> 00:06:00,959
Yeah, but he'll be back.
107
00:06:01,041 --> 00:06:03,166
Isn't there another lab I could use?
108
00:06:03,250 --> 00:06:04,834
No.
109
00:06:04,834 --> 00:06:09,125
There are no other labs available
at this moment.
110
00:06:09,458 --> 00:06:12,583
Now, rip that nameplate off for me.
111
00:06:12,667 --> 00:06:16,458
I-- I feel really weird about this.
Maybe I don't need a lab.
112
00:06:16,542 --> 00:06:19,125
Trust me, you're going to need a lab.
113
00:06:19,125 --> 00:06:22,709
Now, take that name down
and put this one up.
114
00:06:29,500 --> 00:06:32,250
Once this place is cleared out,
it will all be yours.
115
00:06:35,208 --> 00:06:36,458
How long will that take?
116
00:06:36,542 --> 00:06:38,959
Depends on how fast you can move.
117
00:06:39,041 --> 00:06:40,834
I have to move everything?
118
00:06:40,834 --> 00:06:44,834
All confiscated experiments go
in the vault at the end of the hall.
119
00:06:54,500 --> 00:06:56,250
What is all this, Harry?
120
00:06:56,834 --> 00:06:58,959
What in the world were you working on?
121
00:07:00,375 --> 00:07:02,542
Oh, my Spidey-Sense.
122
00:07:03,208 --> 00:07:05,458
Peter. I was told I'd find you in here.
123
00:07:05,542 --> 00:07:08,333
Come with me.
I wanna introduce you to someone.
124
00:07:08,709 --> 00:07:11,208
Uh, has anyone seen Gwen Stacy?
125
00:07:11,208 --> 00:07:12,792
I wanted her to meet Peter.
126
00:07:12,792 --> 00:07:14,250
You know Gwen.
127
00:07:14,250 --> 00:07:17,750
The princess of preparation
is out collecting samples.
128
00:07:17,834 --> 00:07:20,000
But we can show the newbie around.
129
00:07:20,000 --> 00:07:22,959
We sure can.
Welcome to the Think Tank, Pete.
130
00:07:23,041 --> 00:07:26,291
This is where we mix, mingle,
and motivate.
131
00:07:26,375 --> 00:07:29,959
What he means is, this is where
we show off the work we're doing.
132
00:07:30,041 --> 00:07:32,959
Yeah. Check out this security robot
I made.
133
00:07:33,041 --> 00:07:34,917
Yo! Something isn't right.
134
00:07:34,917 --> 00:07:37,041
I got tired of the usual robotic voice,
135
00:07:37,125 --> 00:07:39,166
so I just replaced it with my own.
136
00:07:39,250 --> 00:07:41,083
Huh? Let go!
You're out of here, buddy.
137
00:07:41,709 --> 00:07:43,250
You must not be in the system yet.
138
00:07:43,250 --> 00:07:44,500
Uhh...
139
00:07:45,166 --> 00:07:47,417
Oh! Looks like I get to show off
my new scrambler.
140
00:07:47,417 --> 00:07:48,667
It can cut the power
141
00:07:48,667 --> 00:07:50,208
to anything mechanical. Hey...
142
00:07:51,500 --> 00:07:52,875
Nice work, Anya.
143
00:07:52,959 --> 00:07:55,834
Now, students, regarding Miles's robot,
144
00:07:55,834 --> 00:07:58,041
how could this situation
have been avoided?
145
00:07:58,125 --> 00:07:59,792
Visual recognition?
146
00:07:59,792 --> 00:08:01,417
Um, automatic updates?
147
00:08:01,417 --> 00:08:04,917
Uh, boxers instead of briefs?
148
00:08:07,125 --> 00:08:09,959
Is that the best idea
you can come up with?
149
00:08:10,041 --> 00:08:12,959
Man, Gwen Stacy is gonna eat you alive.
150
00:08:13,041 --> 00:08:15,125
Let's not be so hard on Peter.
151
00:08:15,125 --> 00:08:16,709
It is his first week.
152
00:08:16,709 --> 00:08:20,667
I'm sure he has plenty of ideas
he can contribute to the group.
153
00:08:20,667 --> 00:08:23,542
- Don't you, Peter?
- Uh...
154
00:08:23,542 --> 00:08:26,542
Of course, I have ideas.
155
00:08:26,542 --> 00:08:28,417
I have tons of ideas.
156
00:08:28,417 --> 00:08:32,208
Starting with the ideas to keep my ideas
safely in my backpack.
157
00:08:32,208 --> 00:08:34,000
Stop saying "ideas."
158
00:08:34,000 --> 00:08:35,375
Be right backpack.
159
00:08:36,125 --> 00:08:38,166
Man, do I feel out of my league.
160
00:08:38,250 --> 00:08:39,959
But you can do this, Parker.
161
00:08:40,041 --> 00:08:42,500
They want ideas, you'll give them ideas.
162
00:08:47,375 --> 00:08:49,041
And I got nothing.
163
00:08:49,125 --> 00:08:52,375
Gotta relax.
Something will come to me. Huh?
164
00:08:53,083 --> 00:08:54,375
Having a little trouble?
165
00:08:54,375 --> 00:08:57,125
I'm staying late to study the stars.
166
00:08:57,125 --> 00:09:01,000
Even though the sun is a star,
and can be seen during the day.
167
00:09:01,000 --> 00:09:02,542
Peter, there's no need to worry.
168
00:09:02,542 --> 00:09:05,041
Lots of students stay late
to work on their projects.
169
00:09:05,125 --> 00:09:06,375
An idea will come to you.
170
00:09:06,375 --> 00:09:09,125
Just start with something
that's close to your heart.
171
00:09:09,333 --> 00:09:10,792
See you tomorrow.
172
00:09:10,792 --> 00:09:12,333
Thanks, Max.
173
00:09:13,208 --> 00:09:15,083
Close to my heart, huh?
174
00:09:15,291 --> 00:09:18,917
Then this might be the perfect time
to perfect my Spider-Man costume.
175
00:09:32,333 --> 00:09:35,583
Sorry, Aunt May.
I just lost track of the hour.
176
00:09:35,667 --> 00:09:37,417
Time flies when you're having fun.
177
00:09:37,792 --> 00:09:39,291
I'll be home soon.
178
00:09:39,375 --> 00:09:41,000
Yo! Something isn't right.
179
00:09:41,000 --> 00:09:42,083
Huh?
180
00:09:43,000 --> 00:09:44,583
Yo!
Something isn't right.
181
00:09:44,667 --> 00:09:46,041
Uh-oh.
182
00:09:46,125 --> 00:09:50,125
I don't recall anyone working
on a techno-organic thingamajigger.
183
00:09:50,125 --> 00:09:52,959
I don't suppose you've got a student ID,
do you?
184
00:09:53,041 --> 00:09:54,875
Whoa. Whoa.
185
00:09:56,542 --> 00:09:58,458
Hey! Nobody pushes me around!
186
00:09:59,709 --> 00:10:01,500
Actually, that's not true.
187
00:10:01,875 --> 00:10:03,542
Everyone pushes me around.
188
00:10:03,875 --> 00:10:06,041
But I think I know someone who can't.
189
00:10:06,875 --> 00:10:10,333
Something tells me
that's not a school-sanctioned project.
190
00:10:10,417 --> 00:10:11,834
So hand it over.
191
00:10:13,834 --> 00:10:14,834
Uh-oh.
192
00:10:14,834 --> 00:10:17,166
I think I know what that does now.
193
00:10:21,500 --> 00:10:24,875
Wow. No wonder Tony Stark
wears an armored suit.
194
00:10:24,959 --> 00:10:26,417
This job hurts.
195
00:10:26,417 --> 00:10:28,875
I was hoping to test my new tech out
before using it,
196
00:10:28,959 --> 00:10:30,500
but this leaves me no choice.
197
00:10:30,500 --> 00:10:32,709
And almost no pants.
198
00:10:33,792 --> 00:10:36,125
Time to debut the new Spidey fashion line.
199
00:10:47,375 --> 00:10:48,583
Hold it right there!
200
00:10:48,667 --> 00:10:52,166
Let's see how you do
against new and improved Spidey.
201
00:10:53,083 --> 00:10:55,250
Not a fan of the new look, are you?
202
00:10:55,250 --> 00:10:58,375
Give it some time.
It grows on you, like a pimple.
203
00:10:58,667 --> 00:11:00,250
Oh, wait. I used that one already.
204
00:11:01,166 --> 00:11:03,500
Whoa!
205
00:11:03,917 --> 00:11:06,208
Time to workshop some new material.
206
00:11:06,208 --> 00:11:09,166
So maybe you could quite trying
to disrupt my evening.
207
00:11:15,041 --> 00:11:16,542
Look out!
208
00:11:16,542 --> 00:11:19,625
Whoa! W-W-W-Whoa!
209
00:11:19,709 --> 00:11:20,917
Spider-Man?
210
00:11:21,709 --> 00:11:23,875
What's going on?
I don't know exactly.
211
00:11:24,375 --> 00:11:27,834
But whatever that thing was,
I let it get away.
212
00:11:27,834 --> 00:11:29,417
You saved my life.
213
00:11:29,417 --> 00:11:31,417
And if it was a choice between the two,
214
00:11:31,417 --> 00:11:33,166
I think you picked the right one.
215
00:11:33,250 --> 00:11:34,917
Thanks. I appreciate that.
216
00:11:35,583 --> 00:11:38,000
Hey, do I know you? You sound familiar.
217
00:11:38,000 --> 00:11:40,125
Uhh... Uh, no.
218
00:11:40,125 --> 00:11:41,792
I don't think we've met before.
219
00:11:41,792 --> 00:11:45,417
I just have one of those
familiar-sounding voices.
220
00:11:45,417 --> 00:11:48,125
- You okay?
- Uh... Mm. Huh?
221
00:11:48,125 --> 00:11:50,667
Uh, no. I'm fine.
222
00:11:51,417 --> 00:11:53,500
Guess my robot needs more work, huh?
223
00:11:53,500 --> 00:11:54,917
What would give you that idea?
224
00:11:54,917 --> 00:11:56,917
Something isn't...
225
00:11:57,834 --> 00:11:59,792
Phew.
226
00:11:59,792 --> 00:12:01,166
What a tough day.
227
00:12:01,333 --> 00:12:02,667
Let's hope they're not all like this.
228
00:12:02,667 --> 00:12:04,667
It's not that easy.
Huh?
229
00:12:04,667 --> 00:12:07,417
Without Ben here,
the bills are starting to pile up.
230
00:12:07,417 --> 00:12:09,333
I don't know what I'm gonna do, Anna.
231
00:12:09,417 --> 00:12:11,542
I had no idea it was so expensive.
232
00:12:11,542 --> 00:12:13,875
I hope she's not talking
about what I think she is.
233
00:12:15,959 --> 00:12:18,333
The tuition bill. I knew it.
234
00:12:18,417 --> 00:12:19,917
And job listings?
235
00:12:20,417 --> 00:12:22,166
No, Aunt May. This stops here.
236
00:12:22,250 --> 00:12:25,792
I won't let you take an extra job
just so that I can stay at Horizon.
237
00:12:26,000 --> 00:12:28,333
I should've never accepted this position.
238
00:12:30,625 --> 00:12:32,709
You okay, Pete? You seem a little down.
239
00:12:32,709 --> 00:12:34,250
Just money troubles.
240
00:12:34,667 --> 00:12:37,750
I hate to say it, but I don't think
I can afford to go to Horizon.
241
00:12:37,834 --> 00:12:39,792
- Do you need some help?
- No!
242
00:12:39,792 --> 00:12:43,542
I couldn't live with myself
if I took your lab and your money.
243
00:12:43,542 --> 00:12:45,125
I have to figure this out on my own.
244
00:12:45,875 --> 00:12:47,917
- But thanks.
- Up to you.
245
00:12:47,917 --> 00:12:50,834
But after last night, I'm surprised
there's still a school to go to.
246
00:12:50,834 --> 00:12:52,542
Is it true you were there
when it happened?
247
00:12:53,417 --> 00:12:55,041
- Yeah.
- Wow.
248
00:12:55,125 --> 00:12:57,375
And that thing just started
ripping the place apart, huh?
249
00:12:57,375 --> 00:12:59,125
Not really.
250
00:12:59,125 --> 00:13:02,417
It sort of just went after your stuff.
251
00:13:02,959 --> 00:13:04,709
- My stuff?
- Yeah.
252
00:13:04,709 --> 00:13:07,166
The exact same stuff
you asked me to get for you.
253
00:13:07,250 --> 00:13:09,291
W-What's that supposed to mean?
254
00:13:09,375 --> 00:13:12,542
- You think I had something to do with it?
- No! Of course not.
255
00:13:12,542 --> 00:13:15,000
I just-- I don't know what I'm saying.
256
00:13:15,333 --> 00:13:17,458
But I was able to snag this for you.
257
00:13:17,542 --> 00:13:18,792
Wanna tell me what it is?
258
00:13:18,792 --> 00:13:20,875
I can't tell you, Pete. It's...
259
00:13:22,875 --> 00:13:24,792
Look, my dad is creating a school for me.
260
00:13:24,792 --> 00:13:27,750
A school that'll be in direct competition
with Horizon.
261
00:13:27,834 --> 00:13:29,291
I have to keep some things secret.
262
00:13:29,375 --> 00:13:31,375
So you can create bombs?
263
00:13:31,375 --> 00:13:32,709
Bombs?
264
00:13:32,709 --> 00:13:36,041
It's not a bomb. It's a...
265
00:13:36,458 --> 00:13:38,834
Ah, very clever, Parker.
266
00:13:38,834 --> 00:13:40,417
Very clever.
267
00:13:40,417 --> 00:13:41,709
But I'm not that easy.
268
00:13:41,709 --> 00:13:43,750
This baby will remain a mystery.
269
00:13:47,125 --> 00:13:51,000
Much like the answer to
"How will I afford to stay at Horizon?"
270
00:13:56,875 --> 00:13:58,709
What am I doing, Uncle Ben?
271
00:13:59,083 --> 00:14:02,625
It's hard enough splitting my time
between being a student and being a hero,
272
00:14:02,834 --> 00:14:05,041
and now I'm adding janitor into the mix?
273
00:14:05,625 --> 00:14:07,792
When will I have time
to focus on my schoolwork?
274
00:14:10,208 --> 00:14:12,834
Can I go inside and play
with my chemistry set, Uncle Ben?
275
00:14:12,834 --> 00:14:14,542
As soon as we're done
raking leaves, Petey.
276
00:14:14,542 --> 00:14:15,792
Ugh!
277
00:14:15,792 --> 00:14:17,875
When I get older,
I'm going to be a scientist
278
00:14:17,959 --> 00:14:19,375
so I don't have to rake leaves.
279
00:14:21,000 --> 00:14:22,375
You wanna hear a funny story?
280
00:14:22,375 --> 00:14:25,208
When I was your age,
I hated to rake leaves.
281
00:14:25,458 --> 00:14:27,959
I would've much rather
been painting model trains.
282
00:14:28,792 --> 00:14:31,625
Then one day, I came up with an idea.
283
00:14:31,709 --> 00:14:34,208
If I could get everyone
in the neighborhood to pay me
284
00:14:34,208 --> 00:14:35,542
to rake their leaves,
285
00:14:35,542 --> 00:14:38,458
I could make enough money
to buy a model train.
286
00:14:39,250 --> 00:14:41,792
And wouldn't you know it? It worked.
287
00:14:42,041 --> 00:14:43,834
So it just goes to show you,
288
00:14:44,417 --> 00:14:47,333
sometimes hard work
is just the break your brain needs
289
00:14:47,417 --> 00:14:49,583
to jump-start a new idea.
290
00:14:50,125 --> 00:14:51,709
Good thinking, Uncle Ben.
291
00:14:54,375 --> 00:14:57,667
Peter, I just got the strangest e-mail.
292
00:14:57,667 --> 00:15:00,583
Did you apply for the janitor job
here at Horizon?
293
00:15:00,667 --> 00:15:02,291
I did, Max.
294
00:15:02,583 --> 00:15:05,500
The truth is, my Aunt May really
can't afford to send me here.
295
00:15:05,709 --> 00:15:08,792
So unless I can contribute in some way,
I don't see how I can stay.
296
00:15:08,792 --> 00:15:11,041
I respect that, Peter.
297
00:15:11,291 --> 00:15:12,750
Tell you what I'm gonna do.
298
00:15:12,917 --> 00:15:15,625
I've been thinking about
who can be my new lab assistant.
299
00:15:15,709 --> 00:15:17,458
It wouldn't be much money, of course,
300
00:15:17,542 --> 00:15:20,041
but it would be enough
to contribute to the bills.
301
00:15:20,125 --> 00:15:21,750
Are you interested?
302
00:15:22,750 --> 00:15:24,333
Yes, sir!
303
00:15:24,417 --> 00:15:27,667
Good, then you can start by helping me
with my next project.
304
00:15:27,667 --> 00:15:28,875
You bet!
305
00:15:28,959 --> 00:15:31,583
Should I grab the atom splitter?
The molecule condenser?
306
00:15:31,667 --> 00:15:34,166
No, but you can grab a broom.
307
00:15:34,667 --> 00:15:37,417
Because I've gotta clean this place up
after last night's break-in.
308
00:15:37,417 --> 00:15:38,792
A broom?
309
00:15:38,792 --> 00:15:41,000
There's nothing wrong
with hard work, Peter.
310
00:15:41,000 --> 00:15:44,083
Sometimes, it's just the break
your brain needs
311
00:15:44,083 --> 00:15:45,792
to jump-start a new idea.
312
00:15:45,792 --> 00:15:47,542
So I've heard.
313
00:15:47,542 --> 00:15:50,166
And, hey, Anya and I are heading back
to Midtown
314
00:15:50,250 --> 00:15:52,792
to investigate more
into Harry's situation.
315
00:15:52,792 --> 00:15:54,959
- You should come.
- Me?
316
00:15:55,041 --> 00:15:57,834
Sure. You know Harry better than anyone.
317
00:15:57,834 --> 00:16:00,083
I think we'd benefit
from having you there.
318
00:16:06,250 --> 00:16:09,333
Well, well, well,
look who's back at Midtown High.
319
00:16:09,417 --> 00:16:13,000
Guess you're not so smart after all,
are you, Osborn?
320
00:16:13,000 --> 00:16:16,041
Smart enough to know
someone set me up, Smythe.
321
00:16:16,125 --> 00:16:17,333
You're a fraud.
322
00:16:17,417 --> 00:16:20,083
And you're as clueless as your old man.
323
00:16:23,208 --> 00:16:24,750
Boys, stop it!
324
00:16:25,667 --> 00:16:26,750
Uh, Max?
325
00:16:27,750 --> 00:16:29,083
What are you guys doing here?
326
00:16:29,083 --> 00:16:31,667
Talking to people
about your character, Harry.
327
00:16:31,667 --> 00:16:32,834
You, too, Pete?
328
00:16:32,834 --> 00:16:34,667
No! I'm just here to--
329
00:16:34,667 --> 00:16:36,000
Huh?
330
00:16:45,041 --> 00:16:46,458
Harry!
331
00:16:46,792 --> 00:16:47,875
Please be empty. Please be empty.
332
00:16:50,291 --> 00:16:53,375
Hey! Let me go!
333
00:16:53,375 --> 00:16:56,959
Yo! Metal head! Aah!
334
00:16:58,709 --> 00:17:02,333
First, Horizon, now Midtown?
What are you, school shopping?
335
00:17:05,166 --> 00:17:06,208
Nice try.
336
00:17:06,208 --> 00:17:08,542
But if you think I'm gonna let you
just take off with a student,
337
00:17:08,542 --> 00:17:11,291
you don't have a good grip
on the situation.
338
00:17:11,375 --> 00:17:13,125
Or the student, for that matter.
339
00:17:14,959 --> 00:17:17,250
Is this because I called you "metal head"?
340
00:17:17,917 --> 00:17:20,750
Because if you look closer,
you'll see I'm a really nice guy.
341
00:17:20,834 --> 00:17:22,583
Spider-Man, hang on!
342
00:17:26,417 --> 00:17:28,000
Whoa! Love that piece of tech.
343
00:17:28,000 --> 00:17:31,583
Thanks. Do I know you? You sound familiar.
344
00:17:34,208 --> 00:17:36,709
I thought I took this robot down!
345
00:17:36,709 --> 00:17:38,750
Your tech disables machines.
346
00:17:38,834 --> 00:17:41,041
This thing seems to be semi-organic.
347
00:17:43,125 --> 00:17:44,667
And all around mean!
348
00:17:47,125 --> 00:17:49,500
I have to stop this thing
from crushing me.
349
00:17:49,500 --> 00:17:50,917
Wait a minute.
350
00:17:50,917 --> 00:17:53,375
Aah! What are you doing?
351
00:17:53,375 --> 00:17:55,834
Help! This Spider-Man's trying to get me!
352
00:17:55,834 --> 00:18:00,083
Not you. But clearly, this thing senses
something on you. Unh!
353
00:18:01,208 --> 00:18:04,041
So let's give it what it wants.
354
00:18:10,458 --> 00:18:13,583
Too bad I wasn't bitten
by an enhanced turtle.
355
00:18:13,667 --> 00:18:16,208
I could really use
a hard outer shell about now.
356
00:18:17,333 --> 00:18:20,291
That guy's a menace.
You all saw it.
357
00:18:20,375 --> 00:18:23,917
- He tried to pull me into the danger.
- That's not true. I was--
358
00:18:23,917 --> 00:18:26,458
Every time you show up,
something bad happens.
359
00:18:26,542 --> 00:18:29,792
Harry, he saved our lives. Twice now.
360
00:18:29,792 --> 00:18:31,250
You're being played, Anya.
361
00:18:31,917 --> 00:18:34,417
He's hiding something,
and I intend to prove it.
362
00:18:35,333 --> 00:18:37,583
I'm sorry he feels that way, Spider-Man.
363
00:18:37,667 --> 00:18:39,959
Especially since saving us
from destructions
364
00:18:40,041 --> 00:18:41,667
seems to be a regular thing with you.
365
00:18:41,667 --> 00:18:44,417
Well, this time,
I think we all played a part.
366
00:18:44,417 --> 00:18:46,000
Awesome.
367
00:18:46,000 --> 00:18:48,041
We should get one with Peter.
368
00:18:48,583 --> 00:18:50,375
- Where is Peter?
- Oh, uh, uh...
369
00:18:50,375 --> 00:18:54,375
Shucks! I'd love to,
but, uh, I got someplace I need to be.
370
00:18:54,375 --> 00:18:55,792
Have a great day!
371
00:18:55,792 --> 00:18:58,667
That guy has the oddest-sounding voice.
372
00:18:58,667 --> 00:19:01,500
I know. He was even
speaking Spanish earlier.
373
00:19:01,500 --> 00:19:03,709
Hey, guys. You okay?
374
00:19:03,709 --> 00:19:06,750
- Where were you?
- What do you mean, where was I?
375
00:19:06,834 --> 00:19:09,250
There was a giant robot attacking.
I was hiding in the bathroom.
376
00:19:09,250 --> 00:19:12,166
Well, you missed getting a picture
with Spider-Man.
377
00:19:12,250 --> 00:19:14,959
Yeah. I'm gonna post it
on the Horizon High Web site.
378
00:19:16,542 --> 00:19:19,291
You almost had him, Dad.
379
00:19:19,375 --> 00:19:20,917
Don't worry, son.
380
00:19:20,917 --> 00:19:25,417
The Vulture, the Slayers,
all part of his master plan.
381
00:19:32,583 --> 00:19:35,333
Hey, Aunt May.
382
00:19:35,667 --> 00:19:38,333
Oh, Peter. You startled me.
383
00:19:39,250 --> 00:19:41,333
Can I get you a piece of cake
or something?
384
00:19:41,417 --> 00:19:43,166
No, you do enough for me, Aunt May.
385
00:19:43,250 --> 00:19:45,041
In fact, I should do more for you.
386
00:19:45,125 --> 00:19:47,500
Oh, hogwash. You do plenty.
387
00:19:47,500 --> 00:19:50,417
Just study hard
and make the most of your talents.
388
00:19:50,417 --> 00:19:52,750
I'll take care of the rest.
389
00:19:53,125 --> 00:19:54,875
Funny you should mention studying.
390
00:19:54,959 --> 00:19:57,875
I spoke to Max today,
and he said that my grades qualify me
391
00:19:57,959 --> 00:19:59,917
for a partial scholarship to Horizon.
392
00:20:00,458 --> 00:20:03,667
What? Oh, Peter, that's wonderful!
393
00:20:04,458 --> 00:20:07,875
You are forever making
your uncle and I proud.
394
00:20:08,125 --> 00:20:11,417
Well, now I insist we have some cake.
395
00:20:11,417 --> 00:20:13,875
Just as soon as I take out the trash.
396
00:20:13,959 --> 00:20:15,834
Let me, Aunt May.
397
00:20:19,834 --> 00:20:23,083
Anna Watson, you are never going
to believe what happened.
398
00:20:23,291 --> 00:20:25,959
Peter got a scholarship to Horizon.
399
00:20:26,500 --> 00:20:29,208
I know. I'm so relieved.
400
00:20:30,667 --> 00:20:32,458
Little white lies aside,
401
00:20:32,709 --> 00:20:35,125
this hasn't been such a bad first day
on the job.
402
00:20:35,375 --> 00:20:37,667
In fact, I'm feeling pretty good.
403
00:20:37,667 --> 00:20:40,041
Oh, come on! Really?
404
00:20:40,125 --> 00:20:42,166
You're not the same pigeon from earlier,
are you?
405
00:20:42,250 --> 00:20:46,709
I mean, scientifically speaking,
the odds are 4,750 to one,
406
00:20:46,709 --> 00:20:49,375
but, well, let's just say you are,
407
00:20:49,375 --> 00:20:52,250
so we can get a second chance
at this relationship.
408
00:20:52,959 --> 00:20:55,333
Maybe that's the thing
about second chances.
409
00:20:55,667 --> 00:20:57,875
They're not about
doing things differently,
410
00:20:57,959 --> 00:21:00,041
they're about seeing things differently.
411
00:21:00,458 --> 00:21:03,000
Like an opportunity instead of a struggle.
412
00:21:05,375 --> 00:21:07,583
A hero instead of a celebrity.
413
00:21:08,917 --> 00:21:12,083
Or even friends
where you first saw strangers.
414
00:21:12,500 --> 00:21:13,959
You were right, Uncle Ben.
415
00:21:14,333 --> 00:21:16,750
Your talent was making sense of things.
416
00:21:16,834 --> 00:21:19,500
I don't know if being a superhero
is my talent,
417
00:21:19,500 --> 00:21:21,709
but if you wouldn't mind
keeping an eye on me,
418
00:21:21,709 --> 00:21:23,834
I've got a sense
we could do this together.
419
00:21:24,917 --> 00:21:26,083
Huh?
420
00:21:27,750 --> 00:21:29,500
And we might even have some fun.
421
00:21:29,500 --> 00:21:31,250
Whoo-hoo!
31495
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