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1
00:00:02,000 --> 00:00:03,583
I can't believe what happened.
2
00:00:04,333 --> 00:00:07,333
The paper says Midtown High
collapsed in an explosion.
3
00:00:07,417 --> 00:00:09,750
But what they don't know
is that the Jackal's headquarters
4
00:00:09,834 --> 00:00:11,458
was directly underneath it.
5
00:00:11,542 --> 00:00:14,333
We destroyed it
before he could create his spider army.
6
00:00:14,417 --> 00:00:17,709
But not without a casualty,
Norman Osborne.
7
00:00:17,709 --> 00:00:19,125
Harry's devastated,
8
00:00:19,125 --> 00:00:20,709
and there's nothing I can do
to comfort him,
9
00:00:20,709 --> 00:00:23,166
because he blames Spider-Man.
10
00:00:23,250 --> 00:00:26,083
Seeing what these spider powers
can do firsthand,
11
00:00:26,083 --> 00:00:29,000
I don't think a whole army
of rogue spider-men is a good idea.
12
00:00:29,834 --> 00:00:32,375
That would mean new spider-powered people,
13
00:00:32,375 --> 00:00:34,083
new costumes,
14
00:00:34,709 --> 00:00:37,709
new abilities, and definitely new threats.
15
00:00:39,333 --> 00:00:42,291
Which is why I need new ways
to find the Jackal.
16
00:00:42,375 --> 00:00:43,417
Got you!
17
00:00:44,083 --> 00:00:45,208
Aw, man!
18
00:00:45,208 --> 00:00:47,750
I was so close. What gave me away?
19
00:00:47,834 --> 00:00:50,375
Well, the mirage reflectors
in your new stealth suit
20
00:00:50,375 --> 00:00:52,083
seem to have a short in them.
21
00:00:52,792 --> 00:00:53,834
But to be honest,
22
00:00:53,834 --> 00:00:55,917
I could hear you chatting a mile away.
23
00:00:55,917 --> 00:00:57,750
You gotta stop talking
to yourself so much.
24
00:00:57,834 --> 00:00:59,208
Wha--
25
00:00:59,208 --> 00:01:00,792
I don't talk to myself.
26
00:01:01,375 --> 00:01:04,000
Yeah. I'd look into that.
27
00:01:04,583 --> 00:01:08,166
Anyway, I didn't come this close
to be denied my prize.
28
00:01:08,250 --> 00:01:10,291
- Oh, I'm starving.
- Wait! I also--
29
00:01:12,250 --> 00:01:14,792
You rigged the cupcake? Ugh!
30
00:01:14,792 --> 00:01:16,583
Security activated.
31
00:01:17,583 --> 00:01:19,583
I'm guessing you programmed
your security bots
32
00:01:19,667 --> 00:01:21,500
to recognize Spider-Man, right?
33
00:01:21,500 --> 00:01:23,792
Uh, Spider-Man, yes.
34
00:01:23,792 --> 00:01:26,375
Stealth Spider, no.
35
00:01:26,375 --> 00:01:28,542
Prepare to be destroyed.
36
00:01:28,542 --> 00:01:30,458
I just lost my appetite.
37
00:01:42,083 --> 00:01:44,667
I tried to take him offline,
but it didn't work.
38
00:01:44,667 --> 00:01:47,583
So I suggest you run!
39
00:01:53,959 --> 00:01:54,959
Great!
40
00:01:55,041 --> 00:01:56,959
This is the perfect time
for the stealth suit's reflectors
41
00:01:57,041 --> 00:01:58,250
to be malfunctioning.
42
00:01:58,250 --> 00:01:59,375
Time to take this outside
43
00:01:59,375 --> 00:02:01,291
before we destroy
any more school property.
44
00:02:03,750 --> 00:02:06,083
This suit was supposed
to make me invisible,
45
00:02:06,083 --> 00:02:08,500
not attractive to security bots!
46
00:02:08,500 --> 00:02:11,208
Whoa! I have to find a place
to get it off me.
47
00:02:16,667 --> 00:02:18,125
Scanning for subject.
48
00:02:20,125 --> 00:02:22,667
Parker, Peter, Horizon High student.
49
00:02:26,583 --> 00:02:27,917
You okay?
50
00:02:28,750 --> 00:02:30,125
"Run," he says.
51
00:02:30,125 --> 00:02:32,583
Well, at least we found out
the suit is flawed
52
00:02:32,667 --> 00:02:34,667
before you went out into the field.
53
00:02:34,667 --> 00:02:35,792
But what went wrong?
54
00:02:35,792 --> 00:02:37,667
I messed up.
55
00:02:37,667 --> 00:02:40,667
I added thermal-suppressor tech
to cover my body temperature,
56
00:02:40,667 --> 00:02:43,542
but I didn't account for the extra heat
the suit creates.
57
00:02:44,250 --> 00:02:45,667
In other words?
58
00:02:45,667 --> 00:02:47,625
My sweat short-circuited the suit.
59
00:02:47,709 --> 00:02:50,166
So now it's trash.
60
00:02:51,792 --> 00:02:53,625
Stealth suit no more.
61
00:02:56,375 --> 00:02:58,041
Oh, what am I doing? Heh.
62
00:02:58,125 --> 00:02:59,959
I can't just throw out
a Spider-Man costume.
63
00:03:01,083 --> 00:03:02,583
That's incredibly irresponsible.
64
00:03:09,709 --> 00:03:11,166
Come on, Dad.
65
00:03:11,250 --> 00:03:12,709
What's the code?
66
00:03:13,417 --> 00:03:15,166
The Jackal is still out there,
67
00:03:15,250 --> 00:03:16,834
and if I can access your video journal,
68
00:03:16,834 --> 00:03:19,458
maybe I can continue
your work to stop him.
69
00:03:26,375 --> 00:03:29,083
You, uh-- You all right, Harry?
70
00:03:29,083 --> 00:03:32,291
Oh, yeah. Um, just some computer trouble.
71
00:03:33,125 --> 00:03:35,291
Oh. Well, listen, uh,
72
00:03:35,375 --> 00:03:39,041
I wanted you to know how sorry I was
to hear about your dad's passing.
73
00:03:39,667 --> 00:03:40,667
Thanks, Joe.
74
00:03:41,291 --> 00:03:42,834
Pete joining you today?
75
00:03:44,375 --> 00:03:45,417
No.
76
00:03:45,417 --> 00:03:48,834
Well, anyway, this one's on the house.
77
00:03:49,542 --> 00:03:50,667
I appreciate it.
78
00:04:03,750 --> 00:04:05,709
I'm ready for that smoothie.
79
00:04:06,750 --> 00:04:08,875
- Hey, Harry.
- Not talking to you.
80
00:04:08,959 --> 00:04:11,709
I know. I just wanted to say that--
81
00:04:11,709 --> 00:04:13,417
If you know, then you'll stop talking.
82
00:04:14,417 --> 00:04:16,709
I'm not friends
with people who help Spider-Man.
83
00:04:16,709 --> 00:04:17,834
Leave me alone.
84
00:04:22,041 --> 00:04:25,000
Why am I always paying the price
for Spider-Man's actions?
85
00:04:25,000 --> 00:04:27,333
You were at school
pretty early for a Saturday.
86
00:04:28,166 --> 00:04:30,250
Oh, Gwen. Hi.
87
00:04:30,250 --> 00:04:31,792
Uh, how do you know?
88
00:04:31,792 --> 00:04:33,917
I was working in my lab.
89
00:04:33,917 --> 00:04:35,041
Thought I heard your voice.
90
00:04:35,625 --> 00:04:38,500
Really? Uh, what did you hear?
91
00:04:38,500 --> 00:04:40,250
Not much.
92
00:04:40,250 --> 00:04:43,000
I had to leave to pick up some samples
I sent out for testing.
93
00:04:45,500 --> 00:04:46,959
- Hey, Gwen.
- Hey!
94
00:04:47,041 --> 00:04:51,375
Uh, Pete, have you been feeling different
95
00:04:51,375 --> 00:04:54,083
in any way since our time
at the Jackal's headquarters?
96
00:04:54,750 --> 00:04:55,750
Different?
97
00:04:56,333 --> 00:04:59,250
Uh, no. Why?
98
00:05:00,208 --> 00:05:01,542
No reason.
99
00:05:01,542 --> 00:05:03,917
I-- I gotta go.
100
00:05:06,125 --> 00:05:07,583
Huh. That was weird.
101
00:05:08,583 --> 00:05:10,583
I wonder if she knows
what we were doing this morning.
102
00:05:14,041 --> 00:05:16,625
- Where's my backpack?
- I thought you had it.
103
00:05:16,709 --> 00:05:20,000
No. I left it at the table with you!
104
00:05:20,000 --> 00:05:21,542
The stealth suit was in there.
105
00:05:21,542 --> 00:05:23,041
Oh, you should've told me.
106
00:05:24,375 --> 00:05:26,583
- Harry's gone.
- So is Gwen.
107
00:05:27,875 --> 00:05:29,667
But they wouldn't take my-- Would they?
108
00:05:29,667 --> 00:05:32,083
Gwen was acting weird.
109
00:05:33,166 --> 00:05:35,166
And Harry's pretty mad at me right now.
110
00:05:36,625 --> 00:05:37,792
What are we doing?
111
00:05:37,792 --> 00:05:39,166
These are our friends.
112
00:05:41,208 --> 00:05:44,500
- Can you track it with a GPS?
- Maybe.
113
00:05:44,500 --> 00:05:45,834
But it was a beta version.
114
00:05:45,834 --> 00:05:47,959
I never tested it outside the lab.
115
00:05:48,041 --> 00:05:50,291
So it's, like, really gone,
116
00:05:50,375 --> 00:05:51,792
not just invisible gone.
117
00:05:52,417 --> 00:05:54,125
Because while it was supposed
to be stealth,
118
00:05:54,125 --> 00:05:55,667
it is now also stolen.
119
00:05:55,667 --> 00:05:57,500
Yeah. I get it.
120
00:05:58,083 --> 00:06:00,583
I'm gonna head back to Horizon
and see if I can track it.
121
00:06:00,667 --> 00:06:02,166
I'll see what I can find around here.
122
00:06:05,083 --> 00:06:06,083
Nothing.
123
00:06:06,583 --> 00:06:08,125
It's like your broken stealth suit
124
00:06:08,125 --> 00:06:10,083
was wearing a working stealth suit.
125
00:06:10,083 --> 00:06:11,333
Any luck on your end?
126
00:06:12,166 --> 00:06:13,166
No.
127
00:06:13,250 --> 00:06:15,375
The homing device must've shorted out
when the suit did.
128
00:06:15,375 --> 00:06:17,417
That's not good.
129
00:06:17,417 --> 00:06:20,291
- I better keep looking.
- I'll scan again.
130
00:06:20,375 --> 00:06:22,917
I made the suit out of the silk
of a garden center spider,
131
00:06:22,917 --> 00:06:25,417
which gives off a distinct
electric charge.
132
00:06:25,959 --> 00:06:28,208
So if I limit the search to that polarity,
133
00:06:28,208 --> 00:06:29,500
I might get something.
134
00:06:29,500 --> 00:06:31,333
Huh?
135
00:06:34,333 --> 00:06:36,875
Miles? Is that you?
136
00:06:38,291 --> 00:06:39,291
Miles?
137
00:06:46,208 --> 00:06:48,792
First the symbiote,
and now the stealth suit?
138
00:06:48,792 --> 00:06:51,834
Why do all my costumes come back
looking for a fight?
139
00:06:53,250 --> 00:06:55,166
Whoever you are,
140
00:06:55,250 --> 00:06:57,917
I see you fixed the deflectors
on the suit.
141
00:06:59,166 --> 00:07:03,959
But are you smart enough to defeat
my cupcake?
142
00:07:04,959 --> 00:07:07,709
Intruder! Prepare to be destroyed!
143
00:07:09,959 --> 00:07:11,583
Infrared on.
144
00:07:17,166 --> 00:07:19,291
Let's hope you didn't repair
all the suit's problems.
145
00:07:19,375 --> 00:07:20,625
Excellent!
146
00:07:20,709 --> 00:07:23,500
Your increased body temperature
is allowing me to get a heat read.
147
00:07:23,500 --> 00:07:26,500
And besides stealing my costume,
you've also stolen my powers.
148
00:07:26,500 --> 00:07:30,333
So who are you?
149
00:07:35,291 --> 00:07:37,000
Looking for me?
150
00:07:48,375 --> 00:07:49,792
The Micro-minimizer?
151
00:07:49,792 --> 00:07:51,959
That's what you've been looking for?
152
00:07:52,041 --> 00:07:53,625
Well, you're gonna have
to deal with Spidey
153
00:07:53,709 --> 00:07:55,417
and the patent office,
154
00:07:55,417 --> 00:07:57,709
because that's an official
Horizon High design.
155
00:07:57,709 --> 00:08:01,083
Just like my tracer
is an official Spider-Man design.
156
00:08:01,458 --> 00:08:02,709
Got you!
157
00:08:07,458 --> 00:08:08,458
That's odd.
158
00:08:08,542 --> 00:08:11,333
Didn't know Gwen was conducting
any spider experiments.
159
00:08:11,417 --> 00:08:12,542
Wait a minute.
160
00:08:12,542 --> 00:08:14,083
She asked if I was feeling different
161
00:08:14,083 --> 00:08:15,917
since our time at Jackal's headquarters.
162
00:08:15,917 --> 00:08:17,375
What if Gwen was somehow bitten
163
00:08:17,375 --> 00:08:18,709
by one of the spiders there that day?
164
00:08:19,458 --> 00:08:21,291
She could've turned
into the Stealth Spider!
165
00:08:22,041 --> 00:08:23,458
That doesn't make any sense.
166
00:08:24,250 --> 00:08:25,750
Why break into Horizon
167
00:08:25,834 --> 00:08:28,125
when you have complete access
as a student?
168
00:08:28,125 --> 00:08:29,750
And why head to Osborn Academy?
169
00:08:30,375 --> 00:08:32,125
Miles, I found the suit.
170
00:08:32,125 --> 00:08:33,625
Finally. Where is it?
171
00:08:33,709 --> 00:08:36,000
On someone heading for Osborn Academy.
172
00:08:36,000 --> 00:08:37,500
So it is Harry.
173
00:08:37,500 --> 00:08:39,166
Let's not jump to conclusions.
174
00:08:39,250 --> 00:08:40,250
Just meet me there.
175
00:08:44,291 --> 00:08:45,959
Yes! Finally!
176
00:08:48,917 --> 00:08:51,250
Personal Log Number 417:
177
00:08:51,792 --> 00:08:54,417
Raymond Warren is amassing a spider army.
178
00:08:55,000 --> 00:08:56,125
It's a danger to humanity
179
00:08:56,125 --> 00:08:59,208
that must be stopped, at all costs.
180
00:08:59,208 --> 00:09:00,917
In here are the blueprints
181
00:09:00,917 --> 00:09:03,083
for a plan to neutralize that army.
182
00:09:03,083 --> 00:09:05,458
And for anyone who doubts
the army's existence,
183
00:09:05,542 --> 00:09:08,041
look no further
than the menace of Spider-Man.
184
00:09:08,125 --> 00:09:11,375
Mark my words, more spiders will come.
185
00:09:12,208 --> 00:09:14,125
And they must be stopped.
186
00:09:14,125 --> 00:09:16,000
You were right, Dad.
187
00:09:16,750 --> 00:09:18,208
And you did stop them.
188
00:09:19,166 --> 00:09:20,166
With your life.
189
00:09:21,000 --> 00:09:22,166
But I promise you,
190
00:09:22,750 --> 00:09:24,583
I'm not gonna let the Jackal try again.
191
00:09:24,667 --> 00:09:27,250
I'll take down all the spider-men,
192
00:09:27,375 --> 00:09:28,583
now that I have the means.
193
00:09:34,875 --> 00:09:36,250
Spider-Man!
194
00:09:36,250 --> 00:09:38,875
Oh, you picked a bad time to trespass!
195
00:09:41,667 --> 00:09:44,291
According to this,
the Stealth Spider is inside.
196
00:09:44,959 --> 00:09:46,417
And there's no sign of forced entry.
197
00:09:47,083 --> 00:09:48,250
Why would there be,
198
00:09:48,250 --> 00:09:50,500
when Harry has keys to the kingdom?
199
00:09:50,500 --> 00:09:52,250
I'm afraid you might be right.
200
00:09:59,417 --> 00:10:00,834
Switch to thermal vision.
201
00:10:00,834 --> 00:10:03,333
We should be able to see him
because of the suit's body temp issues.
202
00:10:03,417 --> 00:10:06,625
Switching to thermal.
Also, I'll show him some stealth.
203
00:10:09,083 --> 00:10:10,125
There!
204
00:10:10,125 --> 00:10:12,542
Give it up, Harry! I know it's you!
205
00:10:12,542 --> 00:10:14,750
Hold it right there, Spider-Man!
206
00:10:15,750 --> 00:10:16,750
Harry?
207
00:10:17,291 --> 00:10:19,500
But if you didn't steal the stealth suit--
208
00:10:19,500 --> 00:10:22,583
No more time for guessing!
209
00:10:28,166 --> 00:10:29,625
A new spider soldier?
210
00:10:29,709 --> 00:10:32,125
So my father didn't stop
the Jackal's army from growing.
211
00:10:32,125 --> 00:10:34,542
Well, I will! For good!
212
00:10:34,542 --> 00:10:36,083
Harry, wait!
213
00:10:36,083 --> 00:10:37,542
Can't say that came as a shock.
214
00:10:39,125 --> 00:10:41,125
I'm taking all the spiders down today!
215
00:10:41,125 --> 00:10:43,875
And I don't care who's first!
216
00:10:43,959 --> 00:10:47,000
You know kids shouldn't play with matches,
217
00:10:47,000 --> 00:10:49,750
let alone full-on flame swords.
218
00:10:54,875 --> 00:10:56,917
Get Harry down while I take this guy out.
219
00:10:57,667 --> 00:10:58,834
Priorities, boss.
220
00:10:58,834 --> 00:11:00,417
We'll take this guy out together.
221
00:11:02,166 --> 00:11:04,834
The priority is don't get roasted!
222
00:11:11,375 --> 00:11:13,000
Hiya, boys!
223
00:11:13,709 --> 00:11:15,375
Need some backup?
224
00:11:16,208 --> 00:11:17,875
Gwen Stacy with spider powers?
225
00:11:17,959 --> 00:11:20,166
Is there something
you've been meaning to tell us?
226
00:11:20,250 --> 00:11:21,709
Guys, stay focused.
227
00:11:21,709 --> 00:11:23,875
Hey! Let go of him, you weirdo!
228
00:11:26,291 --> 00:11:28,542
That's not what I meant!
229
00:11:28,542 --> 00:11:30,291
Wait for me!
230
00:11:30,375 --> 00:11:31,834
I did not think this through.
231
00:11:46,625 --> 00:11:48,750
Don't forget to curb your dog, ma'am.
232
00:11:51,291 --> 00:11:53,750
I don't care that you saved my life!
233
00:11:53,834 --> 00:11:56,875
You should've saved
my dad's life at Midtown!
234
00:11:56,959 --> 00:11:59,333
Harry! How can you say such a thing?
235
00:12:00,375 --> 00:12:02,333
And how long have you had spider powers?
236
00:12:03,166 --> 00:12:04,917
Excellent question.
237
00:12:04,917 --> 00:12:08,542
Is everybody around here
a member of Jackal's spider army?
238
00:12:08,542 --> 00:12:11,458
Harry, just because someone
has spider powers
239
00:12:11,542 --> 00:12:13,542
doesn't mean they're part
of a spider army.
240
00:12:14,291 --> 00:12:16,917
That is probably the weirdest thing
I've ever said.
241
00:12:17,625 --> 00:12:18,709
The truth is,
242
00:12:18,709 --> 00:12:21,000
I don't know how I got spider powers.
243
00:12:21,000 --> 00:12:23,834
But I promise you,
I don't work for the Jackal.
244
00:12:23,834 --> 00:12:25,208
You've gotta trust me.
245
00:12:25,208 --> 00:12:26,667
I've always trusted you, Gwen.
246
00:12:26,667 --> 00:12:29,375
It's these guys I don't trust.
247
00:12:29,375 --> 00:12:32,375
Harry, they were fighting
that maniac as hard as I was.
248
00:12:32,375 --> 00:12:35,250
You've gotta get over
this hatred of Spider-Man.
249
00:12:35,250 --> 00:12:37,542
My dad is dead because of him!
250
00:12:38,750 --> 00:12:41,709
No, Harry. That's not how it happened.
251
00:12:41,709 --> 00:12:44,291
I was there, too, remember? I saw it.
252
00:12:44,917 --> 00:12:48,375
You've gotta know Spider-Man did
all he could to save you both.
253
00:12:49,500 --> 00:12:51,000
And I know you're hurting right now,
254
00:12:51,000 --> 00:12:54,166
but we were all affected
by that explosion.
255
00:12:54,250 --> 00:12:55,917
I lost my uncle.
256
00:12:55,917 --> 00:12:57,792
The city lost a school.
257
00:12:58,667 --> 00:13:01,333
Wait. Gwen's right.
258
00:13:01,417 --> 00:13:03,583
We were all affected by that explosion.
259
00:13:04,125 --> 00:13:06,709
Do you think you got spider powers
260
00:13:06,709 --> 00:13:09,792
by being too close to the experiment
when it exploded?
261
00:13:09,792 --> 00:13:11,750
I've run a number of tests on myself,
262
00:13:11,834 --> 00:13:15,250
and since I wasn't bitten by a spider
the way you told me you were,
263
00:13:15,250 --> 00:13:17,917
it does make the most sense.
264
00:13:17,917 --> 00:13:20,750
Then why don't I have spider powers?
265
00:13:20,834 --> 00:13:23,208
You were wearing that mask
the day of the explosion.
266
00:13:23,750 --> 00:13:25,500
Maybe it protected you somehow.
267
00:13:26,250 --> 00:13:28,500
But that doesn't explain the new guy.
268
00:13:28,500 --> 00:13:29,834
Where'd he get spider powers from?
269
00:13:29,834 --> 00:13:31,250
Is he a member of Jackal's army?
270
00:13:31,250 --> 00:13:32,417
I don't know.
271
00:13:33,458 --> 00:13:35,834
But I sure could use your help
in finding out.
272
00:13:38,417 --> 00:13:39,417
Okay.
273
00:13:41,458 --> 00:13:45,166
But the mask stays on,
just in case you're contagious.
274
00:13:45,750 --> 00:13:46,750
Thank you.
275
00:13:46,834 --> 00:13:48,375
I'm running a scan of my tracer,
276
00:13:48,375 --> 00:13:50,792
but it must've shorted out
when the suit was fried.
277
00:13:50,792 --> 00:13:53,125
We'll need to find a new way
of tracking him.
278
00:13:53,125 --> 00:13:54,333
I found a piece of his suit
279
00:13:54,417 --> 00:13:56,709
that must've got caught on the glass
when he escaped.
280
00:13:56,709 --> 00:13:58,709
I'll scan it for clues.
281
00:13:58,709 --> 00:14:00,959
The suit is made
of a charged spider silk
282
00:14:01,041 --> 00:14:03,041
that gives off an electromagnetic field.
283
00:14:03,125 --> 00:14:06,041
Similar to those used
in cell phone towers.
284
00:14:06,125 --> 00:14:07,792
By triangulating his energy field
285
00:14:07,792 --> 00:14:10,375
against various cell towers
across the city,
286
00:14:10,375 --> 00:14:12,208
I can tell exactly where he's going.
287
00:14:12,208 --> 00:14:14,375
Cell phone towers!
288
00:14:14,375 --> 00:14:15,834
Of course!
289
00:14:15,834 --> 00:14:18,709
I could've used you 12 hours ago
when I first lost the suit.
290
00:14:18,709 --> 00:14:20,208
Where's he headed?
291
00:14:20,208 --> 00:14:24,041
Uh, he's headed to Liberty Island.
292
00:14:24,125 --> 00:14:25,375
Great.
293
00:14:25,375 --> 00:14:26,458
Yeah.
294
00:14:26,542 --> 00:14:28,750
But what's not so great is what he stole.
295
00:14:28,834 --> 00:14:31,417
I just ran an inventory
of the chemicals in the lab,
296
00:14:31,417 --> 00:14:33,792
and a number of toxic dioxins are missing.
297
00:14:33,792 --> 00:14:34,875
Thanks, Harry.
298
00:14:36,000 --> 00:14:38,542
Harry says Stealth Spider
stole a bunch of poisons.
299
00:14:38,542 --> 00:14:41,041
That could explain
why he stole the Micro-minimizer.
300
00:14:41,125 --> 00:14:44,000
It can convert liquid
into microscopic particles
301
00:14:44,000 --> 00:14:45,959
that enable them to become airborne.
302
00:14:46,625 --> 00:14:47,959
Combined with the deadly toxins,
303
00:14:48,041 --> 00:14:51,166
he could feasibly disperse a poisonous gas
over the entire city.
304
00:14:51,959 --> 00:14:53,542
It's Harry again.
305
00:14:53,542 --> 00:14:54,667
What else you got for us?
306
00:14:54,667 --> 00:14:57,250
Uh, Pete,
what are you talking about?
307
00:14:57,250 --> 00:14:58,709
Ugh, wrong phone.
308
00:14:58,709 --> 00:15:00,375
Uh, hi, Harry.
309
00:15:00,375 --> 00:15:02,875
I was, uh, just talking to someone else.
310
00:15:02,959 --> 00:15:05,458
Nothing important. How-- How are you?
311
00:15:05,542 --> 00:15:07,125
Not great, to be honest.
312
00:15:07,125 --> 00:15:08,709
But I feel like I've been taking it out
313
00:15:08,709 --> 00:15:11,208
on the wrong people,
which is why I'm calling.
314
00:15:11,208 --> 00:15:13,166
I wanted to say I'm sorry.
315
00:15:13,250 --> 00:15:16,417
For overreacting about your relationship
with Spider-Man.
316
00:15:16,417 --> 00:15:18,291
He saved my life today.
317
00:15:18,375 --> 00:15:22,333
And, well, Gwen helped me realize
that he isn't the enemy.
318
00:15:22,375 --> 00:15:23,500
So I was thinking...
319
00:15:24,208 --> 00:15:26,834
maybe we can be friends again too.
320
00:15:28,625 --> 00:15:30,625
That makes me really happy, Harry.
321
00:15:30,709 --> 00:15:32,917
Me too. I'll call you later.
322
00:15:37,083 --> 00:15:40,000
Sorry. Harry was just telling us
to be careful.
323
00:15:40,625 --> 00:15:43,417
Did he also tell us how to get
to the Statue of Liberty?
324
00:15:43,417 --> 00:15:46,792
I mean, the ferry isn't exactly
the best choice for a sneak attack.
325
00:15:46,792 --> 00:15:48,625
Oh, we've got a better way.
- No. No!
326
00:15:48,709 --> 00:15:51,208
No, wait! Guys, I'm new at this!
327
00:15:51,208 --> 00:15:53,083
I'm not ready to--
328
00:15:53,083 --> 00:15:55,291
Relax. You're safe.
329
00:15:55,375 --> 00:15:58,083
I love that you think I'm safe
when a crazy spider person
330
00:15:58,083 --> 00:16:00,875
has escaped with enough chemicals
to poison the city.
331
00:16:00,959 --> 00:16:03,166
Well, lucky for us,
that crazy spider person
332
00:16:03,250 --> 00:16:05,041
is right up ahead at our 2:00.
333
00:16:07,750 --> 00:16:11,375
If you can get me in closer,
I think I can strike the first blow.
334
00:16:11,375 --> 00:16:12,750
But you don't have web wings.
335
00:16:12,834 --> 00:16:14,250
You sure you're up for this?
336
00:16:14,250 --> 00:16:16,333
My friend Peter Parker has a saying.
337
00:16:16,417 --> 00:16:19,542
"With great power
comes great responsibility."
338
00:16:19,542 --> 00:16:20,959
I think it fits the occasion.
339
00:16:30,041 --> 00:16:31,750
The tanks are on a launch timer.
340
00:16:31,834 --> 00:16:33,333
I'll work on shutting them down.
341
00:16:43,667 --> 00:16:45,959
Oh, come on, Miles.
342
00:16:46,041 --> 00:16:47,709
Treat this like a test.
343
00:16:48,250 --> 00:16:50,166
But if you get it wrong, you don't fail,
344
00:16:50,250 --> 00:16:52,208
you just poison the entire city.
345
00:16:53,834 --> 00:16:54,875
I've got him!
346
00:16:59,917 --> 00:17:02,333
Where is he? Where is he?
347
00:17:03,792 --> 00:17:05,125
Got him!
348
00:17:05,125 --> 00:17:06,667
Here's web in your eye!
349
00:17:15,792 --> 00:17:17,083
I can't stop it.
350
00:17:17,083 --> 00:17:19,458
The timer has multiple layers
of encryption.
351
00:17:19,542 --> 00:17:21,041
We've only got 45 seconds left.
352
00:17:21,125 --> 00:17:22,542
Forty-five seconds?
353
00:17:22,542 --> 00:17:25,000
That should leave me ten whole seconds
for a curtain call.
354
00:17:31,792 --> 00:17:34,875
This looks like
an asymmetrical encryption code. Easy.
355
00:17:38,291 --> 00:17:42,709
Uh-oh. Unless it's merely disguised
as an asymmetrical encryption code.
356
00:17:46,959 --> 00:17:48,083
Aah!
357
00:18:00,250 --> 00:18:01,375
Okay, Gwen.
358
00:18:01,375 --> 00:18:03,417
All the spider powers in the world
aren't gonna help
359
00:18:03,417 --> 00:18:05,458
if your brain can't figure this out.
360
00:18:07,917 --> 00:18:10,500
Let's try a nonsequential algorithm.
361
00:18:20,250 --> 00:18:21,667
Launch sequence terminated.
362
00:18:22,750 --> 00:18:23,834
Yes!
363
00:18:23,834 --> 00:18:27,959
Spider-Gwen got me here,
but regular Gwen saves the day!
364
00:18:28,041 --> 00:18:29,291
Whoo-hoo!
365
00:18:38,083 --> 00:18:39,375
I got your back.
366
00:18:39,375 --> 00:18:42,250
Now show this imposter
who the real Spider-Man is!
367
00:18:50,375 --> 00:18:52,375
Game's over, Miss Muffet.
368
00:18:52,375 --> 00:18:53,875
Why'd you call him that?
369
00:18:53,959 --> 00:18:56,208
Because along came a spider,
370
00:18:56,208 --> 00:18:58,166
you've worked alongside her...
371
00:19:02,709 --> 00:19:05,000
...and beat the Stealth Spider away!
372
00:19:05,000 --> 00:19:06,125
Yeah!
373
00:19:06,125 --> 00:19:08,000
Making nursery rhymes cool again.
374
00:19:12,917 --> 00:19:15,375
And now to find out who you really are.
375
00:19:21,667 --> 00:19:23,333
- Ugh!
- Eww!
376
00:19:23,417 --> 00:19:25,166
And that's gonna give me nightmares.
377
00:19:35,750 --> 00:19:37,709
Uh-oh! He damaged the news copter.
378
00:19:37,709 --> 00:19:40,208
I'm on it! My first copter rescue.
379
00:19:44,417 --> 00:19:47,166
Hang on, folks! Help has arrived.
380
00:19:55,458 --> 00:19:56,667
Great work, you two.
381
00:19:57,333 --> 00:19:58,875
But that monster got away.
382
00:20:04,083 --> 00:20:06,792
I still can't believe
you have spider powers, Gwen.
383
00:20:06,792 --> 00:20:08,625
Wish I was there to see it.
384
00:20:08,709 --> 00:20:10,000
You should've turned on the TV.
385
00:20:10,000 --> 00:20:11,500
It was all over the news.
386
00:20:12,125 --> 00:20:13,125
Really?
387
00:20:13,125 --> 00:20:15,417
So everyone saw Spider-Man and friends
saving the city?
388
00:20:15,417 --> 00:20:18,000
Spider-Gwen! Spider-Gwen!
389
00:20:18,000 --> 00:20:23,250
Spider-Gwen! Spider-Gwen!
Spider-Gwen! Spider-Gwen!
390
00:20:23,250 --> 00:20:26,917
Well, they saw someone saving the city.
391
00:20:27,750 --> 00:20:30,625
Tell me again why we keep
our identities a secret.
392
00:20:32,750 --> 00:20:34,000
I'm just glad my spider powers
393
00:20:34,000 --> 00:20:36,083
actually helped my relationship
with Harry for a change.
394
00:20:37,291 --> 00:20:39,917
Can you sign this for me?
395
00:20:44,834 --> 00:20:47,333
Careful! The grate's breaking!
396
00:20:55,542 --> 00:20:56,625
- Come on.
- Here.
397
00:20:59,583 --> 00:21:02,542
You just-- But how--?
398
00:21:03,333 --> 00:21:05,667
You're Spider-Man?
399
00:21:08,083 --> 00:21:10,333
No. No, Harry, listen, I--
400
00:21:10,417 --> 00:21:12,667
I must've been exposed
to the spider virus too.
401
00:21:13,542 --> 00:21:16,750
You were long gone
by the time it exploded.
402
00:21:16,834 --> 00:21:18,667
I can't believe you kept this from me!
403
00:21:29,375 --> 00:21:31,375
I think the spider virus is airborne.
29333
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