Original subtitles

[Peter] Previously onSpider-Man.

I've pinpointed the doomsday complex.

Excellent.

Who are you?

Omar Mosley, the real Black Marvel.

We have to stop Kingpin from getting the keys.

Then we have to assemble those of us who are left

and protect the site of the doomsday complex.

This is a young person sport.

We all have one last chance to prove ourselves again.

We shall secure the location.

[groaning]

What is the meaning of this?

[Rheinholdt] Father.

Rheinholdt, Chameleon, my sons.

[Rheinholdt] We are in this doomsday complex you built.

We are destined to rule.

And we shall.

Free the others. Right now, attack.

We must stop the Red Skulls.

Let's make the world a safer democracy.

-We're losing power. -This way, Rheinholdt.

Uh-oh.

I thought you were a mercenary.

I was continuing to hunt German war criminals

when I stumbled onto the doomsday plot.

Now I know you are a friend.

Between the two of us,

the Red Skull is finally going to be history.

[theme music playing]

♪ Spider-Man, Spider-Man ♪

♪ Radioactive Spider-Man ♪

♪ Spider-Man, Spider-Man ♪

♪ Radioactive Spider-Man ♪

♪ Spider-Man, Spider-Man ♪

♪ Radioactive Spider-Man ♪

[guitar solo]

♪ Spider blood, spider blood ♪

♪ Radioactive spider blood ♪

♪ Spider blood, Spider blood ♪

♪ Radioactive spider blood ♪

[guitar solo]

♪ Spider-Man, Spider-Man ♪

Look!

No doubt about it.

The Skull and his son went this way.

And then disappeared?

Spider sense, danger!

Ah, you have fallen into my stasis trap.

Welcome to the heart of my doomsday complex.

Why don't you give this all up, Skull?

Your robots have already failed.

They did what they were designed for.

To safeguard this.

Witness as I transform my son

into fascism's ultimate warrior.

Look! He's changing.

Chameleon, when I am done pulverizing you,

I look forward to doing the same to your boss,

the Red Skull.

Spider-Man and Silver Sable ran in here

after the Red Skull.

Come on, we have to get in.

We've got to stop the Red Skull.

[woman] What's going on?

Stand back, everybody, take cover.

[crumbling]

Look, someone's there.

What on earth?

Behold, my doomsday weapon.

A soldier who can harness energy

and bend it to his will.

He is no longer my son.

Now you may call him Electro!

[laughing]

Do you mean to tell me

the doomsday weapon is simply

another Neanderthal in a costume?

Don't underestimate the Red Skull.

If he says he's created something of great power,

there's only one way to find out.

[groans]

Earth's mightiest mortals fall before

our awesome power.

Our power?

[buzzing]

We will see how you feel

after you have experienced my power.

Kingpin, no!

All of you, your abilities are pathetic.

And mine are beyond comprehension.

[gasping]

He has overtaxed himself.

His body has not adjusted yet.

I prepared this emergency escape plan

all those years ago.

[exploding]

Now we know what the doomsday weapon is.

Lucky us.

[sirens blaring]

Fisk, you'll be okay.

They'll get you to a place where you can recuperate.

The mighty Kingpin.

Bah, there is no profit to be made here now.

Let us get back to our own lives.

The Kingpin and his men have all been taken care of.

Now, what shall we do?

You should do nothing more than wish us luck.

What?

Your people fought bravely,

but they are hopelessly outmatched by Electro.

If you think for one second

that I'm going to sit this out--

Sable, stop.

He's right and you know it.

It's our fight now.

I see.

One cannot afford any liabilities.

Even well intentioned ones.

All right, we'll go.

But if you fail, I will be back to take up the fight.

Wild Pack, assemble.

We're going home.

There goes one tough lady.

Spider-Man, what is this place?

This is the same part of town

where you fought the Red Skull.

But it's a wasteland.

What happened?

I think maybe we hung up our tights

a little prematurely.

No kidding.

It looks to me like America needs heroes

now more than ever.

Darn right it does.

So, what's our next move, Captain?

It's hard to say this to you, my friends.

Your powers are five decades older.

The heck with that.

We're willing to take our chances.

Well then, we need a base of operations.

I can think of one.

I can't believe the old Hall of Freedom

is still standing.

50 years.

I hope I'm not too out of date to be of any use.

Cap, a classic is never out of date.

I am glad that you had set up a hidden retreat, Chameleon.

Father, what's happening to me?

Your body is adapting to its fantastic power.

Soon, you'll be able to control electricity

all over the entire world.

Yes, I can feel it.

You have shown strength, my son.

And earned the place in my new world order.

Your world order?

I spent my life trying to free you.

But you were willing to risk my life in that machine.

Ah, the risk was quite minimal.

Oh really?

It is I who has the power,

and I who shall rule.

I even sense the energy in your body, brother.

I cannot be surprised.

And you, you'll never control me again.

Do not despair, Chameleon.

The Red Skull anticipates everything.

Ah, Jay Three Communications.

Just what I need to let the world know of my arrival.

[gasping]

[intense music playing]

[Electro] People of Earth, rejoice.

For a new age is upon you.

The age of Electro.

No force can withstand me.

No living thing can exist without my energy.

I have willed the cessation of all ground vehicles

in New York City as a small demonstration

of what I can do.

This is only the tiniest sample of my abilities.

I don't really control power.

I am power.

Our first task will be to find out where they fled to.

We must find Electro.

Hey, my TV.

It just switched itself on.

All who oppose me shall be destroyed.

I think we just found him.

Incredible, it's a miniature

transportable imaging device.

You United Nations delegates

are hereby instructed to rectify

a declaration giving me complete control

of all governments, citizens,

and property to use as I see fit.

Submit now so I need not take

what is rightfully mine by force.

I've got to get down there.

Peter's probably in the thick of all this.

You can't put your life in danger

just because of Peter's disregard for his own safety.

Listen, Aunt Anna. You're wrong.

Peter stands for everything that's good in the world.

Well, it's just that I love you so much.

Then that's something you share with Peter.

He loves me too.

Any leaders who oppose this oath of obedience

will be considered traitors to the Earth

and will be so merrily executed.

Huh?

[gasps]

[groaning]

Keep it up. He's being distracted.

[mumbling]

[gasps]

Peter!

[groaning]

No! [screams]

Mary Jane!

[laughs]

Auf Wiedersehen,Spider-Man.

[groans]

You again?

It's time I showed the world

how futile your efforts are.

[laughs]

What have I done?

She's weak, Spider-Man.

We'd better get her to a safe place

where she can rest.

It's my fault.

If she weren't married to me,

she never would've been on that roof.

If I weren't playing hero--

[Captain America] I gather that she's important to you.

But remember, you're also important.

A lot of people are counting on you.

People just like her.

I know you want to go with her.

If you do, she may not have a world to wake up to.

That's the price you pay when you do this job.

All right, let's go stop that maniac.

[crumbling]

[Electro] Come, my friends.

[whirring]

I need to make a memorable entrance.

[intense music playing]

[clapping]

The time has come.

Submission or oblivion.

The choice is yours.

He's 1000 times more powerful than we thought.

And growing.

What hope do we have of stopping him now?

I've spent the last 50 years

with the Red Skull's hands at my throat.

I know how he thinks.

That mad man would never allow someone

to be more powerful than he is.

The Red Skull must've prepared

some kind of fail safe device.

Some way to control him.

But what could be more powerful than Electro,

the ultimate weapon?

The vortex.

The energy field that kept Cap suspended in time

is self-perpetuating energy.

It's completely autonomous

from the Earth's electromagnetic fields.

I get it.

The Red Skull must've created the vortex

as a trump card.

Something to threaten Electro with

if Electro got out of hand.

The rest of you, hightail it over to the United Nations

and protect the delegates.

Spider-Man and I will go after the vortex.

Let's move!

We've got to try to keep Electro busy

until the Army arrives.

Not the Army.

This is just the kind of thing

S.H.I.E.L.D was designed for.

Well, what are we waiting for?

Invitations?

Ah, I sense Earth's mighty heroes have arrived.

50 years too late.

My robots will keep them duly occupied.

Now, let us get back to the business

of electing me ruler of the Earth.

[intense music playing]

What is that thing?

[man] It's S.H.I.E.L.D.

S.H.I.E.L.D Headquarters in plain sight

of the whole city?

Preston must really be taking this seriously.

Electro, we demand your immediate surrender.

[intense music playing]

Signal the attack.

Attack hovercraft, move in.

Out on omega, delta.

[intense music playing]

[yells]

[groaning]

[intense music playing]

Our fighters are dropping out of the sky like hailstones.

Revert to emergency attack plan 814.

[intense music playing]

Use the motherships weapons.

Carrier turrets one, three, and five.

Target only Electro.

Fire!

Colonel Fury, I think we've stopped him.

Nice try.

Now, it's my turn.

Brace for attack.

No!

Ship weapons won't respond.

Hurry, Electro is shutting us down.

S.H.I.E.L.D is going dead.

[intense music playing]

Deploy the emergency power.

Sir, there isn't any emergency power.

Get everyone out. Abandon ship.

-Sir, I-- -Agent, that's an order.

Now, beat it.

[alarm blaring]

[intense music playing]

[Agent] Colonel Fury, are you all right?

Do you copy?

Yeah, I'm still alive.

For what it's worth.

He brought down all of S.H.I.E.L.D

with only a gesture.

Heaven help us all.

Need I remind you what fate

awaits any who cast their ballot against me?

How's it coming, Spider-Man?

Finished, I think.

Huh?

Spider sense.

Spider-Man, what--

[groans]

You've been here the entire time?

Of course.

I knew one of you would deduce

the purpose of the vortex generator

and return here to repair it.

Oh, great.

I just did the Red Skull's dirty work for him.

[ominous music playing]

What is this feeling?

Some kind of new energy ripples

through Earth's electromagnetic field.

An energy that rivals my own in power.

Of course.

The vortex.

[groaning]

Look at them.

They've spent the last 50 years locked in combat,

and they still refuse to give up.

[intense music playing]

[grunts]

No, Cap, don't do it!

I can't defeat Electro without you.

You can do it, Spider-Man.

You're a hero.

First, last, and always.

Fight on, Spider-Man, fight on.

[screaming]

Cap!

[groans]

Bravo, Spider-Man.

You've managed to web up my poor brother.

Let's see how you do against someone

who has absolute power.

Got to get him into that vortex.

Though I don't stand much of a chance.

I've got to, the world is at stake.

[intense music playing]

We did it. We beat the robots.

I can hardly believe it.

We got to be heroes one last time.

What a swell feeling this is.

[clapping and cheering]

Come on, we've got to find out how

Spider-Man and Cap made out.

Your pitiful effort is wasted

on one who is power personified.

[laughs]

If you're power personified,

why does the vortex have you shaking

in your yellow booties?

I fear nothing!

Behold.

He did it. He actually bent the energy beam.

Oh sure, you can move it a tiny bit.

But what happens when I do this?

I could destroy that pitiful device with a foot.

But I shall prove to you

that even the vortex energy

has a master in me.

This had better work.

[Electro] Commencing all power.

All energy is mine!

What's happening to me?

The vortex is a space time anomaly.

Its energy is self-perpetuating, like a loop.

When you destroyed the control panel,

you interrupted the loop.

Now all of the power of the vortex

is feeding directly into you.

You wanted all the power, Electro?

Well now you've got it.

[screaming]

This ought to pull the plug on Electro for good.

The vortex was too unstable to be controlled.

I did it, I won!

But now comes the hard part.

He was the definition of a hero to the bitter end.

But now--

Now we're right back where we started 50 years ago.

How do we deal with the vortex generator?

Years ago, we did nothing.

This time has to be different.

It's what Captain America would've wanted.

[crumbling]

F. Scott Fitzgerald once said,

"Show me a hero and I'll write you a tragedy."

Cap's life was no tragedy.

It was an epic story of a great man

doing great things for the world.

As long as there are heroes in the world,

you'll still be with us.

-Bless you, Cap. -[camera clicks]

Well, if this photo doesn't get me back

in Jameson's good graces,

I don't know what will.

I think I'll title it, "The End Of A Golden Era".

[ominous music playing]

Peter?

Peter, did you win?

Is everybody safe?

Yes, Mary Jane.

Promise me that you'll never quit.

That you'll always be here for me

and for the world.

I promise.

And Spider-Man promises too.

That's just what we heroes do.

[theme music playing]

♪ Spider-Man, Spider-Man ♪

♪ Radioactive Spider-man ♪

[guitar solo]

♪ Spider blood, spider blood ♪

♪ Radioactive spider blood ♪

♪ Spider blood, spider blood ♪

♪ Spider-Man ♪