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[Mary Jane]
Previously onSpider-Man.
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00:00:03,000 --> 00:00:04,750
[Spider-Man] The Hobgoblin
3
00:00:04,750 --> 00:00:06,416
and the Green Goblin
destroying the city?
4
00:00:06,500 --> 00:00:08,583
You! Finish the job, Hobgoblin!
5
00:00:09,875 --> 00:00:11,083
[Spider-Man] Uh-oh!
6
00:00:15,375 --> 00:00:17,000
Hey!
7
00:00:17,000 --> 00:00:18,375
He looks like Carnage,
but in my costume!
8
00:00:18,375 --> 00:00:20,000
Well, dear clone.
9
00:00:21,000 --> 00:00:22,708
Tell me what's going on!
10
00:00:22,708 --> 00:00:24,500
[Madame Web] They're from
parallel realities.
11
00:00:24,500 --> 00:00:26,500
[Spider-Man] The Carnage
Symbiote bonded with
12
00:00:26,500 --> 00:00:29,875
Scarlet Spider's clone and
drove him completely insane!
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00:00:29,875 --> 00:00:33,375
[Beyonder] Spider-Carnage will
detonate a disintegrator bomb.
14
00:00:37,208 --> 00:00:39,458
The blast will
destroy every reality.
15
00:00:39,458 --> 00:00:41,500
You must stop Spider-Carnage.
16
00:00:41,500 --> 00:00:43,875
Kingpin! It's Spider-Man!
Five of him!
17
00:00:43,875 --> 00:00:44,750
Stop them!
18
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My mutation disease!
19
00:00:54,083 --> 00:00:55,250
What's happened to him?
20
00:00:55,250 --> 00:00:57,083
Man-Spider! We're in trouble!
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[theme music playing]
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♪ Spider-Man, Spider-Man ♪
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♪ Radioactive Spider-Man ♪
24
00:01:17,166 --> 00:01:21,125
♪ Spider-Man, Spider-Man ♪
25
00:01:21,125 --> 00:01:25,375
♪ Radioactive Spider-Man ♪
26
00:01:25,375 --> 00:01:29,500
♪ Spider-Man, Spider-Man ♪
27
00:01:29,500 --> 00:01:32,958
♪ Radioactive Spider-Man ♪
28
00:01:39,458 --> 00:01:41,416
♪ Spider blood, spider blood ♪
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00:01:41,416 --> 00:01:43,458
♪ Radioactive spider blood ♪
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♪ Spider blood, spider blood ♪
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00:01:45,583 --> 00:01:47,958
♪ Radioactive spider blood ♪
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♪ Spider-Man, Spider-Man ♪
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[orchestral Spider-Man theme]
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Spider-Carnage has not
detonated the device yet.
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We are powerless to stop him.
36
00:02:10,083 --> 00:02:11,833
How can I help?
37
00:02:11,833 --> 00:02:13,333
[dogs barking]
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[Man-Spider roars]
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[Scarlet-Spider] Spider-Man!
40
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[groans]
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There. It's complete at last!
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00:02:48,250 --> 00:02:51,416
Then activate the
mind control device.
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00:02:55,250 --> 00:02:57,458
Look! We've run out of time!
44
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[Spider-Carnage]
And now, world--
45
00:03:09,625 --> 00:03:11,291
Guess again!
46
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You! How did you get
up here so quickly?
47
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-[grenade screeches]
-[Spider-Carnage screams]
48
00:03:15,458 --> 00:03:17,583
[Spider-Man] A good magician
never reveals his tricks!
49
00:03:17,583 --> 00:03:21,000
You did it! You transported
the powerless one there!
50
00:03:21,000 --> 00:03:25,125
Yes, but if he fails,
I'm now too weak to help him.
51
00:03:27,458 --> 00:03:28,458
Stop! Let me go!
52
00:03:28,458 --> 00:03:30,250
All is lost.
53
00:03:30,250 --> 00:03:32,625
-No!
-I will use the last
of my power
54
00:03:32,625 --> 00:03:35,083
to transport Man-Spider away,
55
00:03:35,083 --> 00:03:39,416
then to stay alive, I must
return to our home dimension.
56
00:03:39,416 --> 00:03:42,375
If Spider-Man prevails,
and we survive,
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tell him The Beyonder said,
"Thank you".
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00:03:46,000 --> 00:03:48,083
[Man-Spider roars]
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00:03:48,083 --> 00:03:50,875
[Beyonder yells]
60
00:03:58,333 --> 00:04:01,166
There! I've
reprogrammed the device!
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00:04:01,166 --> 00:04:03,458
And I shall rip this imposter
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00:04:03,458 --> 00:04:06,458
limb from limb for
causing us a delay!
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00:04:06,458 --> 00:04:07,875
Kingpin,
I know he's promised to
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00:04:07,875 --> 00:04:09,458
build you a machine
to take over
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people's minds, but he's really
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00:04:10,833 --> 00:04:13,500
built a bomb that
will destroy us all!
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00:04:13,500 --> 00:04:17,000
These lies won't save
your pathetic life.
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00:04:17,000 --> 00:04:19,958
It's the truth!
Spider-Carnage has duped you!
69
00:04:19,958 --> 00:04:21,000
Don't listen to them!
70
00:04:21,000 --> 00:04:21,875
[explosion]
71
00:04:21,875 --> 00:04:23,375
What was that?
72
00:04:23,375 --> 00:04:24,958
The dish stolen from
J3 Communications
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is magnifying the
dimensional transporter!
74
00:04:27,291 --> 00:04:29,250
A huge portal has been opened!
75
00:04:29,250 --> 00:04:31,000
[Kingpin] A portal?
76
00:04:31,000 --> 00:04:33,000
Spider-Carnage is going to
detonate a bomb within it,
77
00:04:33,000 --> 00:04:35,625
and that explosion will be
magnified through time
and space
78
00:04:35,625 --> 00:04:37,750
until it destroys all reality!
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00:04:37,750 --> 00:04:39,208
Shut up!
80
00:04:39,208 --> 00:04:41,125
What? Why would you do this?
81
00:04:41,125 --> 00:04:43,708
Ever since that spider bit me,
82
00:04:43,708 --> 00:04:47,708
the world has misunderstood me,
and tormented me!
83
00:04:47,708 --> 00:04:49,500
Now it's my turn,
84
00:04:49,500 --> 00:04:53,125
I'm gonna obliterate you all!
85
00:04:53,125 --> 00:04:55,166
-[laughs maniacally]
-[Kingpin yells]
86
00:04:57,000 --> 00:04:59,166
[beeping]
87
00:04:59,166 --> 00:05:01,708
Guys, I think he just
started the countdown!
88
00:05:01,708 --> 00:05:03,208
I'll try to reprogram the bomb,
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00:05:03,208 --> 00:05:05,083
you disable the transporter.
90
00:05:05,083 --> 00:05:06,583
How can I help?
91
00:05:06,583 --> 00:05:08,208
You keep your head down,
and stay out of trouble.
92
00:05:08,208 --> 00:05:09,375
That I can do.
93
00:05:14,958 --> 00:05:16,333
No!
94
00:05:16,333 --> 00:05:18,083
Spider-Man, I found it!
95
00:05:23,458 --> 00:05:24,875
It's over, Spider-Carnage!
96
00:05:24,875 --> 00:05:25,958
No!
97
00:05:25,958 --> 00:05:27,166
Hey!
98
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Stop him!
99
00:05:31,375 --> 00:05:33,416
We still have to
disarm the bomb!
100
00:05:33,416 --> 00:05:35,000
Even without the transporter,
101
00:05:35,000 --> 00:05:37,250
it's powerful enough
to blow up this building!
102
00:05:42,208 --> 00:05:44,125
-Where?
-What?
103
00:05:44,125 --> 00:05:45,500
-[Kingpin groans]
-You did it!
104
00:05:45,500 --> 00:05:47,166
You saved reality!
105
00:05:47,166 --> 00:05:49,333
We all did it,
it was a team effort.
106
00:05:49,333 --> 00:05:50,875
Where's The Beyonder?
107
00:05:50,875 --> 00:05:53,000
He had to go back to
our home dimension.
108
00:05:53,000 --> 00:05:55,250
The strain was too
much on his powers.
109
00:05:55,250 --> 00:05:57,458
Madame Web brought you back
just in the nick of time!
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00:05:57,458 --> 00:06:00,583
I still have a few
tricks up my sleeve.
111
00:06:00,583 --> 00:06:04,000
Behold, I'm sending
him to a jail.
112
00:06:04,000 --> 00:06:07,750
The authorities will find
him under lock and key.
113
00:06:07,750 --> 00:06:09,583
At least it's all over now.
114
00:06:09,583 --> 00:06:12,708
Alas, it isn't.
Observe the window.
115
00:06:12,708 --> 00:06:14,708
[Spider-Man] It's him again!
116
00:06:14,708 --> 00:06:15,958
[Scarlet Spider] And it looks
like he's up to his old tricks!
117
00:06:15,958 --> 00:06:17,875
But I thought--
118
00:06:17,875 --> 00:06:20,875
He has transported himself
into another alternate reality.
119
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Which one?
120
00:06:22,625 --> 00:06:25,375
I am trying to search
through infinity. Ah!
121
00:06:26,625 --> 00:06:29,291
The Peter Parker
Science Foundation?
122
00:06:29,291 --> 00:06:32,458
Wait a minute! That's my world!
I've gotta go back!
123
00:06:32,458 --> 00:06:34,833
You cannot!
You are still paralyzed
124
00:06:34,833 --> 00:06:37,000
thanks to your rash behavior.
125
00:06:37,000 --> 00:06:39,875
Web, can you send
the rest of us there?
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00:06:39,875 --> 00:06:41,166
Only one of you.
127
00:06:41,166 --> 00:06:42,416
Let me go!
128
00:06:42,416 --> 00:06:45,166
No. I'm the leader here,
I'll go.
129
00:06:45,166 --> 00:06:49,125
My own powers are waning,
I can't place you there
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00:06:49,125 --> 00:06:53,583
with pinpoint accuracy,
and you will be on your own.
131
00:06:53,583 --> 00:06:55,250
I understand.
132
00:06:55,250 --> 00:06:56,958
Good luck, something tells
me you're gonna need it.
133
00:07:06,875 --> 00:07:09,583
Amazing!
It looks and feels so much
134
00:07:09,583 --> 00:07:12,458
like the New York
of my reality!
135
00:07:12,458 --> 00:07:13,750
-[crowd cheers]
-Whoa!
136
00:07:13,750 --> 00:07:15,833
The people love me,
no wonder my
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00:07:15,833 --> 00:07:18,416
armored alter-ego
is so arrogant!
138
00:07:18,416 --> 00:07:20,958
I should be in charge of this
group, 'cause I never lose!
139
00:07:20,958 --> 00:07:22,416
Hey, wait!
140
00:07:22,416 --> 00:07:24,333
A laser built right
into your armor?
141
00:07:24,333 --> 00:07:26,000
It's my own design.
142
00:07:26,000 --> 00:07:29,000
In my world I'm a
multi-billionaire, aren't you?
143
00:07:30,750 --> 00:07:33,958
He probably didn't know the
meaning of the word failure!
144
00:07:33,958 --> 00:07:35,875
If I don't find
Spider-Carnage quickly,
145
00:07:35,875 --> 00:07:38,000
this paradise isn't
gonna be around
146
00:07:38,000 --> 00:07:39,875
for my armored
alter-ego to return to.
147
00:07:39,875 --> 00:07:44,083
There you are! How dare you
keep us waiting so long!
148
00:07:44,083 --> 00:07:45,625
Whoa, wait, stop!
149
00:07:45,625 --> 00:07:48,625
Hey, can't your fiancé
give you a kiss anymore?
150
00:07:48,625 --> 00:07:50,708
[Spider-Man voiceover]
Great, Parker.
151
00:07:50,708 --> 00:07:52,083
Here you're engaged to
somebody you don't even know!
152
00:07:52,083 --> 00:07:54,250
I'm sorry, Mrs, uh--
153
00:07:54,250 --> 00:07:57,583
Funny, Peter,
the name's Gwen Stacy.
154
00:07:57,583 --> 00:08:00,625
Look Mr. Comedian, I'll go
down to let them know you've
155
00:08:00,625 --> 00:08:05,083
finally arrived, then you
can make your grand entrance.
156
00:08:05,083 --> 00:08:06,708
My grand entrance?
157
00:08:06,708 --> 00:08:08,291
It's not every night the city
158
00:08:08,291 --> 00:08:10,875
opens a science
center in your name.
159
00:08:10,875 --> 00:08:14,083
And wearing the old costume
tonight, nice touch.
160
00:08:14,083 --> 00:08:16,416
Very nostalgic.
Wait right here!
161
00:08:16,416 --> 00:08:19,458
Sorry to miss the party,
I've gotta go look
for a maniac!
162
00:08:20,875 --> 00:08:24,958
Where do I start,
I'm running low on time.
163
00:08:24,958 --> 00:08:28,875
Come on, where are you?
Oh, this is almost too obvious!
164
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Okay, I'll bite.
165
00:08:31,125 --> 00:08:33,083
[whirring]
166
00:08:33,083 --> 00:08:37,291
Oh boy, well, my alter-ego did
say he owned his own robot!
167
00:08:39,875 --> 00:08:41,625
Robot!
168
00:08:41,625 --> 00:08:43,416
Destroy that intruder!
169
00:08:45,000 --> 00:08:46,291
Spider Sense! Danger!
170
00:08:48,375 --> 00:08:50,000
[Spider-Man grunts]
171
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I'm done for!
172
00:08:51,166 --> 00:08:53,000
Wait, on the side of its head!
173
00:08:53,000 --> 00:08:54,708
Those look like
sonic receivers!
174
00:08:54,708 --> 00:08:57,375
This robot can hear me,
and if he's Spider-Man's,
175
00:08:57,375 --> 00:08:59,958
he'd respond to verbal
orders from Spider-Man!
176
00:08:59,958 --> 00:09:02,250
Robot! Put me down!
177
00:09:03,708 --> 00:09:06,708
No! I command you
to destroy him!
178
00:09:07,833 --> 00:09:09,500
Spider-Carnage must
be controlling him
179
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from some hidden place,
put me down!
180
00:09:13,291 --> 00:09:15,000
No! Listen only to me!
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Put me down!
182
00:09:16,958 --> 00:09:18,166
Me!
183
00:09:18,875 --> 00:09:20,083
Uh-oh.
184
00:09:21,833 --> 00:09:23,833
Probably couldn't
handle get orders
185
00:09:23,833 --> 00:09:25,291
from two Spider-Man voices,
186
00:09:25,291 --> 00:09:27,458
now I know
Spider-Carnage is here!
187
00:09:27,458 --> 00:09:29,166
[woman] Hello?
188
00:09:29,166 --> 00:09:34,000
What? I don't believe it!
Mary Jane! It's me, Peter!
189
00:09:34,000 --> 00:09:38,000
Sorry, but I was wandering
around, I heard some noise,
190
00:09:38,000 --> 00:09:39,958
Oh, I'm so happy to
have found you at last!
191
00:09:39,958 --> 00:09:42,208
Whoa handsome,
I appreciate the attention,
192
00:09:42,208 --> 00:09:44,375
but take it easy,
193
00:09:44,375 --> 00:09:47,458
you're wrinkling the latest
fashion from Paris!
194
00:09:47,458 --> 00:09:50,125
M.J., don't you remember
how much I love you?
195
00:09:50,125 --> 00:09:51,625
How much you what?
196
00:09:51,625 --> 00:09:55,166
Mary Jane!
Oh it's you Mr. Parker,
197
00:09:55,166 --> 00:09:57,250
I had no idea you two were--
198
00:09:57,250 --> 00:09:59,625
Aunt Anna,
it's not what you think,
199
00:09:59,625 --> 00:10:01,208
we hardly know one another!
200
00:10:01,208 --> 00:10:03,750
That's not true! I love you!
201
00:10:03,750 --> 00:10:05,958
I am so happy to
hear you say that!
202
00:10:05,958 --> 00:10:07,750
Come on, Aunt Anna,
203
00:10:07,750 --> 00:10:11,166
there's a party trying
to get started in the ballroom,
204
00:10:11,166 --> 00:10:15,208
and without me there,
it's bound to be a flopperoo!
205
00:10:15,208 --> 00:10:17,333
Chao, tiger!
Catch you on the upswing!
206
00:10:17,333 --> 00:10:21,000
Mr. Parker, do come and
visit us sometime soon!
207
00:10:21,000 --> 00:10:23,000
[Spider-Man voiceover] That's
not the Anna Watson I know,
208
00:10:23,000 --> 00:10:25,208
that's not the Mary Jane
I know either.
209
00:10:25,208 --> 00:10:27,208
Care to explain what
that was all about?
210
00:10:27,208 --> 00:10:29,083
-Gwen!
-Did I hear correctly?
211
00:10:29,083 --> 00:10:31,875
-No!
-You love that Watson woman?
212
00:10:31,875 --> 00:10:33,333
Let me explain!
213
00:10:33,333 --> 00:10:34,875
[man] Hey everybody!
We found him!
214
00:10:34,875 --> 00:10:37,000
Peter! Where the heck
have you been, boy?
215
00:10:37,000 --> 00:10:38,458
You had your old
godfather worried!
216
00:10:38,458 --> 00:10:39,875
[Spider-Man voiceover]
My godfather?
217
00:10:39,875 --> 00:10:42,500
Hey, where's that
cool Spider armor?
218
00:10:42,500 --> 00:10:45,458
You know Peter,
he's always full of surprises.
219
00:10:45,458 --> 00:10:47,583
Why don't we all go down
and greet those people
220
00:10:47,583 --> 00:10:49,875
who paid good money
to see the star here?
221
00:10:49,875 --> 00:10:51,708
[Spider-Man voiceover] If I get
trapped down there all night--
222
00:10:51,708 --> 00:10:53,291
I'm afraid I must take
Mr. Parker away
223
00:10:53,291 --> 00:10:54,708
from you for a moment or two.
224
00:10:54,708 --> 00:10:56,583
Wilson, what are
you talking about?
225
00:10:56,583 --> 00:10:58,458
As Mr. Parker's lawyer,
226
00:10:58,458 --> 00:11:00,958
there are a few important legal
papers that he must sign.
227
00:11:00,958 --> 00:11:02,875
[Spider-Man voiceover]
The Kingpin is my lawyer?
228
00:11:02,875 --> 00:11:04,583
At least it gets
me out of here!
229
00:11:04,583 --> 00:11:06,875
Listen, you guy go out there
and have a good time,
230
00:11:06,875 --> 00:11:08,375
I'll be right along.
231
00:11:09,583 --> 00:11:11,708
Thank you for your time, Peter.
232
00:11:11,708 --> 00:11:13,208
No problem, Mr. Fisk, truth is,
233
00:11:13,208 --> 00:11:15,833
I needed a little
distance from them all.
234
00:11:16,166 --> 00:11:17,500
Huh?
235
00:11:17,500 --> 00:11:19,875
Allow me to grant you
your wish.
236
00:11:26,375 --> 00:11:29,833
Well, if it isn't
my old clone friend.
237
00:11:29,833 --> 00:11:32,500
Spider-Carnage has
explained everything
238
00:11:32,500 --> 00:11:35,125
to me about the
alternate dimensions.
239
00:11:35,125 --> 00:11:38,500
Now I see an excellent
business opportunity.
240
00:11:38,500 --> 00:11:40,958
Using him to replace you,
241
00:11:40,958 --> 00:11:45,250
he and I can take over all
Peter Parker's resources
242
00:11:45,250 --> 00:11:47,583
and rule this empire together!
243
00:11:47,583 --> 00:11:49,166
[Spider-Man voiceover]
I should've guessed
244
00:11:49,166 --> 00:11:50,625
that Wilson Fisk
couldn't be trusted!
245
00:11:50,625 --> 00:11:52,583
Listen, Fisk!
246
00:11:52,583 --> 00:11:54,708
He's not interested in
ruling the world, he wants to--
247
00:11:54,708 --> 00:11:57,875
Ignore the slimy clone, Fisk!
248
00:11:57,875 --> 00:12:01,416
Now, what is our next step?
249
00:12:01,416 --> 00:12:04,375
Let us join the party as
if everything is normal.
250
00:12:04,375 --> 00:12:07,583
We can eliminate
him later tonight.
251
00:12:19,625 --> 00:12:21,333
Hey, are you All right?
252
00:12:21,333 --> 00:12:23,583
Yeah, but how did
you know that--
253
00:12:23,583 --> 00:12:26,583
Something my beau worked
up so we'd never be apart.
254
00:12:26,583 --> 00:12:29,083
It can find his heartbeat
from a million miles away.
255
00:12:29,083 --> 00:12:30,625
How did you know
that Peter Parker
256
00:12:30,625 --> 00:12:32,333
downstairs wasn't me?
257
00:12:32,333 --> 00:12:34,166
He's as nutty as a fruitcake!
258
00:12:34,166 --> 00:12:36,875
A girlfriend notices
little things like that.
259
00:12:36,875 --> 00:12:38,291
You don't know the half of it.
260
00:12:38,291 --> 00:12:41,291
Now, how do I get
you out of here?
261
00:12:41,291 --> 00:12:43,250
And I just want to say,
that I intend
262
00:12:43,250 --> 00:12:46,583
to see that you all
get from me,
what you deserve.
263
00:12:46,583 --> 00:12:49,208
And I'm gonna see that
you get what you deserve!
264
00:12:50,875 --> 00:12:52,291
[crowd exclaims]
265
00:12:57,625 --> 00:12:59,083
[crowd screams]
266
00:13:03,458 --> 00:13:05,125
[man 1] There's two of them!
267
00:13:05,125 --> 00:13:07,291
[man 2] And they're gonna
tear each other apart!
268
00:13:11,416 --> 00:13:13,458
Soon, my dear clone,
269
00:13:13,458 --> 00:13:17,000
you'll be nothing more
than a bad memory.
270
00:13:17,583 --> 00:13:18,708
Gwen, now!
271
00:13:21,333 --> 00:13:22,625
[Spider-Carnage shrieks]
272
00:13:23,875 --> 00:13:26,125
Fisk! What's wrong with you?
273
00:13:29,500 --> 00:13:31,000
[Gwen yells]
274
00:13:31,000 --> 00:13:34,458
I'll show you!
I'll destroy you all!
275
00:13:34,458 --> 00:13:38,000
If anyone follows me,
she'll be the first to go!
276
00:13:39,333 --> 00:13:41,375
Destroy us all?
277
00:13:41,375 --> 00:13:44,375
You were tricked, Fisk,
not for the first time either!
278
00:13:47,250 --> 00:13:48,250
I've gotta stop him!
279
00:13:49,500 --> 00:13:52,333
No! That's what
I'm doing wrong!
280
00:13:54,416 --> 00:13:58,458
I have to remember,
that my enemy here is me!
281
00:13:58,458 --> 00:14:01,416
Maybe I shouldn't be
trying to defeat him,
282
00:14:01,416 --> 00:14:04,291
maybe what I need to
do is understand him.
283
00:14:04,291 --> 00:14:05,833
I'm forgetting everything that
284
00:14:05,833 --> 00:14:08,000
Madame Web taught me
over all these months!
285
00:14:08,000 --> 00:14:10,208
Why isn't he trying
to save my girlfriend?
286
00:14:10,208 --> 00:14:11,875
What's wrong with him?
287
00:14:11,875 --> 00:14:14,708
Be quiet! He is using
his head at long last,
288
00:14:14,708 --> 00:14:16,875
something you may
never learn to do.
289
00:14:20,375 --> 00:14:22,625
That's it! He's confused,
290
00:14:22,625 --> 00:14:25,000
and there's only one
person who can help him
291
00:14:25,000 --> 00:14:26,708
remember right from wrong!
292
00:14:27,875 --> 00:14:29,875
If I've guessed right,
this reality
293
00:14:29,875 --> 00:14:33,000
is the only place where that
person might still be found.
294
00:14:33,875 --> 00:14:35,708
What are you doing?
295
00:14:35,708 --> 00:14:38,750
I'm gonna destroy all reality,
296
00:14:38,750 --> 00:14:43,291
even if I have to do it
one dimension at a time.
297
00:14:43,291 --> 00:14:46,208
This heartbeat tracker
really works!
298
00:14:46,208 --> 00:14:47,750
The lady was right!
299
00:14:47,750 --> 00:14:51,000
I told you not to follow me,
or she'd get it!
300
00:14:51,000 --> 00:14:53,000
What're you planning to do?
301
00:14:53,000 --> 00:14:56,875
I devised a way to amplify
the dimensional transporter
302
00:14:56,875 --> 00:15:00,083
only this hole won't lead
to another dimension,
303
00:15:00,083 --> 00:15:03,458
I've re-calibrated
the interphase inhibitor.
304
00:15:03,458 --> 00:15:05,833
You've deliberately
created an imbalance?
305
00:15:05,833 --> 00:15:08,166
Then whatever get
sucked into that hole--
306
00:15:08,166 --> 00:15:10,583
Right! It will cease to exist!
307
00:15:10,583 --> 00:15:13,958
In minutes, this hole
will grow large enough
308
00:15:13,958 --> 00:15:17,333
to suck this city
into oblivion,
309
00:15:17,333 --> 00:15:20,000
then the entire planet!
310
00:15:20,000 --> 00:15:22,166
You can't do something
this horrible!
311
00:15:22,166 --> 00:15:23,625
It just isn't in you,
312
00:15:23,625 --> 00:15:26,833
because it isn't in me,
and you are me!
313
00:15:26,833 --> 00:15:31,083
I'm more you than
you'd ever imagine!
314
00:15:31,083 --> 00:15:33,083
And maybe you're being
overtaken by the symbiote,
315
00:15:33,083 --> 00:15:35,166
there's only one
way I can find out.
316
00:15:35,166 --> 00:15:38,166
I need to reach the real
Peter Parker inside of you,
317
00:15:38,166 --> 00:15:40,875
the one who cares about
the people around him!
318
00:15:40,875 --> 00:15:43,875
He's gone for good!
319
00:15:43,875 --> 00:15:45,833
Is he?
I know he won't talk to me,
320
00:15:45,833 --> 00:15:49,208
but I brought along somebody
that he might want to talk to.
321
00:15:49,208 --> 00:15:51,500
No, it can't be!
322
00:15:51,500 --> 00:15:54,000
Peter? It's me, Uncle Ben.
323
00:15:54,000 --> 00:15:55,208
Uncle Ben?
324
00:15:56,958 --> 00:15:58,000
I've been told everything.
325
00:15:58,000 --> 00:16:00,083
Is it really you?
326
00:16:00,083 --> 00:16:03,166
Did you think things
were gonna be easy, boy?
327
00:16:03,166 --> 00:16:04,083
Huh? Did you?
328
00:16:04,083 --> 00:16:05,875
[Peter grunts]
329
00:16:05,875 --> 00:16:09,375
But I can't do it, Uncle Ben!
You know my rotten luck!
330
00:16:09,375 --> 00:16:12,625
Nonsense!
Boy, good or bad luck is
331
00:16:12,625 --> 00:16:14,958
nothing but the
right or wrong mix of
332
00:16:14,958 --> 00:16:17,875
opportunity, preparation,
and confidence.
333
00:16:17,875 --> 00:16:20,083
Now I know you're
prepared because
334
00:16:20,083 --> 00:16:23,875
I had a hand in that, we're
looking square at opportunity!
335
00:16:23,875 --> 00:16:25,875
I know you've had
a very bad time,
336
00:16:25,875 --> 00:16:29,083
but in this dimension,
I'm here for you
337
00:16:29,083 --> 00:16:31,250
and no matter what, I love you.
338
00:16:31,250 --> 00:16:34,875
I, I love you too, Uncle Ben!
339
00:16:34,875 --> 00:16:37,875
I love you too!
340
00:16:37,875 --> 00:16:42,000
Do you remember what
I taught you about great power?
341
00:16:42,000 --> 00:16:43,875
Yes!
342
00:16:43,875 --> 00:16:47,500
With great power there must
come great responsibility!
343
00:16:47,500 --> 00:16:51,333
Peter, there's an
evil inside you,
344
00:16:51,333 --> 00:16:53,458
it's your responsibility
to the world,
345
00:16:53,458 --> 00:16:56,166
and to yourself to expel it!
Get rid of it!
346
00:16:57,250 --> 00:16:58,833
Please!
347
00:16:58,833 --> 00:17:02,583
Yes! I must! I see that now!
348
00:17:02,583 --> 00:17:04,458
[Peter screams]
349
00:17:04,458 --> 00:17:05,958
What's wrong with him?
350
00:17:05,958 --> 00:17:07,583
He's trying to get
rid of the symbiote,
351
00:17:07,583 --> 00:17:08,875
but it's not giving
up without a fight!
352
00:17:08,875 --> 00:17:10,375
Fight it, Peter!
353
00:17:10,375 --> 00:17:12,375
Fight it with
all your heart and soul,
354
00:17:12,375 --> 00:17:14,166
your real heart and soul!
355
00:17:15,291 --> 00:17:16,458
-[Peter screams]
-[Symbiote roars]
356
00:17:16,458 --> 00:17:18,875
It won't work! Too painful!
357
00:17:18,875 --> 00:17:22,875
I'm sorry for all
the bad things I did!
358
00:17:22,875 --> 00:17:24,166
Forgive me!
359
00:17:24,166 --> 00:17:26,500
Forgive meeeee!
360
00:17:36,333 --> 00:17:37,875
No!
361
00:17:37,875 --> 00:17:41,250
He's gone! Vaporized!
I should've stopped him!
362
00:17:41,250 --> 00:17:44,500
No, he did what he thought
was best for himself,
363
00:17:44,500 --> 00:17:46,500
and for all of us.
364
00:17:46,500 --> 00:17:49,583
You did fine tonight, Peter,
I'm proud of you. I'll miss ya.
365
00:17:49,583 --> 00:17:51,375
And I'll miss you too,
Uncle Ben.
366
00:17:51,375 --> 00:17:54,125
But I'll always have you,
in my heart.
367
00:17:59,875 --> 00:18:01,458
Way to go, boss!
368
00:18:01,458 --> 00:18:05,125
You did well, Spider-Man!
I am proud of you.
369
00:18:05,125 --> 00:18:07,083
The others can go home,
370
00:18:07,083 --> 00:18:11,333
but there is one more place
that you must visit.
371
00:18:11,333 --> 00:18:13,083
Where to now?
372
00:18:13,083 --> 00:18:15,083
[clears throat] I think
she means my reality.
373
00:18:15,083 --> 00:18:16,875
What am I gonna find there?
374
00:18:16,875 --> 00:18:19,500
More than you can ever imagine.
375
00:18:24,875 --> 00:18:26,458
I don't believe what
you're telling me!
376
00:18:26,458 --> 00:18:28,875
In your reality,
I'm a character in fiction?
377
00:18:28,875 --> 00:18:31,833
Yep, and I'm an actor
who plays you on TV.
378
00:18:31,833 --> 00:18:33,875
But there's someone here
I knew you had to meet.
379
00:18:33,875 --> 00:18:38,000
He's the man who created you,
for fans all over the world!
380
00:18:38,000 --> 00:18:40,708
[man] And I said to Jack,
"What if his skin turns green?"
381
00:18:40,708 --> 00:18:42,833
Uh, [clears throat] excuse me,
382
00:18:42,833 --> 00:18:46,250
I'm looking for some
guy named Stan Lee?
383
00:18:47,083 --> 00:18:49,875
What? Spider-Man?
384
00:18:51,416 --> 00:18:53,875
Uh, Pam, hold my
calls for a while.
385
00:18:53,875 --> 00:18:56,291
I think I've finally
gone crazy!
386
00:18:57,333 --> 00:19:00,125
[Stan] Oh, man! Wow!
387
00:19:01,583 --> 00:19:03,875
You know Spidey,
I've always wanted
388
00:19:03,875 --> 00:19:06,875
to experience
real web-slinging!
389
00:19:06,875 --> 00:19:10,250
And I've always wanted to
appreciated as a real hero!
390
00:19:10,250 --> 00:19:12,875
It seems you've made
me into one! Thanks!
391
00:19:12,875 --> 00:19:15,083
Hey, don't mention it!
392
00:19:15,083 --> 00:19:19,333
After saving all of reality,
where do you go from here?
393
00:19:19,333 --> 00:19:22,208
[Spider-Man]
To find Mary Jane,
my Mary Jane!
394
00:19:22,208 --> 00:19:25,708
I've been told she's still
alive! I can't wait to see her!
395
00:19:27,125 --> 00:19:29,458
You know,
for so long I've thought
396
00:19:29,458 --> 00:19:31,875
that I never got
any breaks, but now,
397
00:19:31,875 --> 00:19:33,958
after all I've been through,
for once,
398
00:19:33,958 --> 00:19:36,958
I like my life, I like myself!
399
00:19:36,958 --> 00:19:38,625
And for the first time ever,
400
00:19:38,625 --> 00:19:41,291
I wouldn't want to change
anything about me!
401
00:19:41,291 --> 00:19:44,125
Gee, you're definitely
not the same
402
00:19:44,125 --> 00:19:46,875
guy I've been writing
about all these years!
403
00:19:46,875 --> 00:19:50,833
Well Stan, we all have to
grow up sometime I suppose,
404
00:19:50,833 --> 00:19:53,416
even us characters of fiction.
405
00:19:53,416 --> 00:19:57,333
Spider-Man, it's time to go.
406
00:19:57,333 --> 00:20:00,125
Who is that exotic lady?
407
00:20:00,125 --> 00:20:02,583
Oh her? She's my ride.
408
00:20:02,583 --> 00:20:06,000
It's been great meeting
you, take care of yourself.
409
00:20:06,000 --> 00:20:09,625
You too, Spider-Man!
Farewell and good luck!
410
00:20:09,625 --> 00:20:13,166
Wow, I wonder how I'm supposed
to get down from here.
411
00:20:13,166 --> 00:20:16,083
I suppose I could wait
for the Fantastic Four
412
00:20:16,083 --> 00:20:18,708
to drop by and give me a lift.
413
00:20:18,708 --> 00:20:21,375
[Spider-Man] That Stan Lee,
he's quite a guy.
414
00:20:21,375 --> 00:20:23,875
I think he's truly special.
415
00:20:23,875 --> 00:20:26,458
Well Madame Web, where to now?
416
00:20:26,458 --> 00:20:28,958
Face front, true believer,
417
00:20:28,958 --> 00:20:32,625
we are going to find
the real Mary Jane Watson!
418
00:20:32,625 --> 00:20:34,083
What?
419
00:20:34,083 --> 00:20:36,000
It has been a long,
hard journey.
420
00:20:36,000 --> 00:20:41,000
And I think you are finally
entitled to some happiness.
421
00:20:41,000 --> 00:20:43,708
Amen to that, dear lady,
amen to that.
422
00:20:45,750 --> 00:20:47,750
[theme music playing]
423
00:20:50,708 --> 00:20:54,833
♪ Spider-Man, Spider-Man ♪
424
00:20:54,833 --> 00:20:58,416
♪ Radioactive Spider-Man ♪
425
00:21:07,000 --> 00:21:08,875
♪ Spider blood, spider blood ♪
426
00:21:08,875 --> 00:21:11,000
♪ Radioactive spider blood ♪
427
00:21:11,000 --> 00:21:12,875
♪ Spider blood, spider blood ♪
428
00:21:12,875 --> 00:21:14,208
♪ Spider-Man ♪
31561
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