1
00:00:04,588 --> 00:00:07,424
By the pricking of my thumbs,

2
00:00:07,591 --> 00:00:11,720
something wicked this way comes.

3
00:00:12,221 --> 00:00:14,223
[♪♪♪]

4
00:00:16,350 --> 00:00:17,851
Unh!

5
00:00:18,644 --> 00:00:20,979
Sorry. Every crook for himself.

6
00:00:21,271 --> 00:00:23,398
BOTH:
Unh!

7
00:00:32,032 --> 00:00:33,742
ROBBER:
Help! Let me out.

8
00:00:33,909 --> 00:00:36,495
[SIREN WAILING]

9
00:00:37,454 --> 00:00:38,622
Hey, Spidey!

10
00:00:38,789 --> 00:00:41,250
Back in black, huh?
I approve.

11
00:00:41,833 --> 00:00:45,003
What? Hey, hey! Hey!

12
00:00:58,892 --> 00:01:00,060
[GRUNTING]

13
00:01:00,936 --> 00:01:02,729
[GRUNTING]

14
00:01:03,355 --> 00:01:05,524
[♪♪♪]

15
00:01:12,489 --> 00:01:15,200
<i>♪ Livin' on the edge
Fighting crime, spinning webs ♪</i>

16
00:01:15,409 --> 00:01:19,246
<i>♪ Swinging from the highest ledge
He can leap above our heads ♪</i>

17
00:01:25,586 --> 00:01:28,171
<i>♪ Villains on the rise
And the city's victimized ♪</i>

18
00:01:28,338 --> 00:01:32,384
<i>♪ Looking up with no surprise
Arriving in the speed of time ♪</i>

19
00:01:39,099 --> 00:01:42,019
<i>♪ Spectacular, spectacular
Spider-Man ♪</i>

20
00:01:42,185 --> 00:01:45,981
<i>♪ Spectacular, spectacular
Spider-Man ♪</i>

21
00:01:46,148 --> 00:01:47,816
♪ <i>Spectacular ♪</i>

22
00:01:52,571 --> 00:01:55,449
<i>♪ Spectacular, spectacular
Spider-Man ♪</i>

23
00:01:55,616 --> 00:01:59,202
<i>♪ Spectacular, spectacular
Spider-Man ♪</i>

24
00:02:06,543 --> 00:02:09,838
Presume not that I am the thing I was,

25
00:02:10,005 --> 00:02:13,800
for I have turn'd away my former self.

26
00:02:15,761 --> 00:02:18,805
It's happening again. Argh!

27
00:02:18,972 --> 00:02:20,140
CURT:
Stay calm, colonel.

28
00:02:20,307 --> 00:02:23,018
Slow, deep breaths.
JAMESON: Deep breaths?

29
00:02:23,185 --> 00:02:24,936
That's all you got? Help him!

30
00:02:25,103 --> 00:02:27,272
My boy's clothes are shrinking
right off him.

31
00:02:27,439 --> 00:02:29,316
Actually, he's getting bigger.

32
00:02:29,483 --> 00:02:31,735
Not that that helps either.

33
00:02:32,152 --> 00:02:33,278
[♪♪♪]

34
00:02:35,489 --> 00:02:38,659
I got you, Johnny.
No, Pop, stay back.

35
00:02:41,203 --> 00:02:43,747
No wonder this lab
goes through funding so quickly.

36
00:02:46,083 --> 00:02:47,668
[SIGHS]

37
00:02:48,001 --> 00:02:50,587
It's okay. Attack's over.

38
00:02:50,754 --> 00:02:53,256
And, hey, I taught that wall
a thing or two.

39
00:02:53,423 --> 00:02:55,759
Are you joking about this?!

40
00:02:55,926 --> 00:02:57,678
Too soon, huh?

41
00:02:57,844 --> 00:02:59,763
This should help.

42
00:03:00,389 --> 00:03:04,393
Why don't you try it
on in my office, carefully.

43
00:03:12,067 --> 00:03:13,819
What's happening to my son?

44
00:03:13,985 --> 00:03:17,531
He was exposed to the alien life form
on the hull of his space shuttle.

45
00:03:17,698 --> 00:03:20,867
Colonel Jameson was infected
by the Symb... The life form?

46
00:03:21,034 --> 00:03:24,037
Actually, he's infected
with microscopic spores

47
00:03:24,204 --> 00:03:26,540
that hitched a ride
on the life form.

48
00:03:26,707 --> 00:03:28,625
The way gum sticks to a shoe.

49
00:03:28,792 --> 00:03:30,585
We've been tracking
his condition for months.

50
00:03:30,752 --> 00:03:32,254
Since entering
the colonel's system,

51
00:03:32,421 --> 00:03:35,257
the spores have multiplied
exponentially.

52
00:03:35,424 --> 00:03:38,468
Dr. Connors thinks they may have
originated on a high-mass,

53
00:03:38,635 --> 00:03:42,848
high-gravity world, like Jupiter.
I don't care if they're from Jersey.

54
00:03:43,014 --> 00:03:45,851
If those sporks aren't out of my son
in 4.2 seconds, I'll...

55
00:03:46,017 --> 00:03:49,813
It's just not that simple.
My gene cleanser had no effect.

56
00:03:49,980 --> 00:03:51,815
Neither did extreme heat or cold.

57
00:03:51,982 --> 00:03:55,485
I've had limited success destroying
individual spores with electricity,

58
00:03:55,652 --> 00:03:58,613
but in the meantime...
JOHN: I get to wear the fancy suit.

59
00:03:59,990 --> 00:04:01,992
I hear it's all the rage on Jupiter.

60
00:04:02,159 --> 00:04:03,910
You look like a fool superhero!

61
00:04:04,077 --> 00:04:06,246
The spores are chemically
altering your mass,

62
00:04:06,413 --> 00:04:08,248
making you heavier, stronger.

63
00:04:08,415 --> 00:04:12,085
This, uh, Jupiter suit
will slow you down,

64
00:04:12,252 --> 00:04:15,422
regulate your heartbeat and help
you function in Earth-normal gravity.

65
00:04:15,589 --> 00:04:18,592
Plus the ladies love
a man in uniform.

66
00:04:18,759 --> 00:04:21,344
It's good to maintain
your sense of humor.

67
00:04:21,511 --> 00:04:24,055
Any personality changes
might imply the spores

68
00:04:24,222 --> 00:04:26,767
are chemically altering
your mind as well.

69
00:04:26,933 --> 00:04:28,518
[SUIT BLEEPING]

70
00:04:32,355 --> 00:04:34,191
FLASH:
Hey, Sha Shan.

71
00:04:34,357 --> 00:04:35,650
You didn't come to my party.

72
00:04:36,651 --> 00:04:37,736
Why would I?

73
00:04:38,278 --> 00:04:39,738
What? Uh...

74
00:04:40,071 --> 00:04:41,573
Ohh.

75
00:04:42,115 --> 00:04:43,742
You didn't understand.

76
00:04:43,909 --> 00:04:46,661
See, I invited you as my date.

77
00:04:48,538 --> 00:04:50,332
Don't you know who I am?

78
00:04:50,499 --> 00:04:53,335
Only the best quarterback
M-cubed has ever seen.

79
00:04:53,502 --> 00:04:55,295
The reason the Mustangs
won State.

80
00:04:55,462 --> 00:04:59,174
The hero who threw the winning
pass at cost of life and limb. Unh!

81
00:04:59,341 --> 00:05:01,718
I know who you are, Flash.
We're in bio together.

82
00:05:01,885 --> 00:05:03,804
I've never seen you
throw a pass.

83
00:05:03,970 --> 00:05:07,265
But I've seen you set off
the sprinklers in the lab, twice.

84
00:05:09,768 --> 00:05:12,813
Fine, walk away.
You think you're all that.

85
00:05:12,979 --> 00:05:16,024
I can date any girl
I want in this crummy school.

86
00:05:19,361 --> 00:05:22,864
Reputation, reputation, reputation!

87
00:05:23,031 --> 00:05:25,784
O, I have lost my reputation!

88
00:05:25,951 --> 00:05:32,082
I have lost the immortal part of
myself, and what remains is bestial.

89
00:05:33,750 --> 00:05:34,960
[WHISTLES]

90
00:05:35,752 --> 00:05:38,672
I have to get to the paper,
but I'll drop you at home first.

91
00:05:38,839 --> 00:05:40,382
You mind if I tag along?

92
00:05:40,549 --> 00:05:42,149
I've got a paycheck waiting
at the <i>Bugle.</i>

93
00:05:42,259 --> 00:05:45,220
Sure, kid, get in.
We can split the fare.

94
00:05:48,473 --> 00:05:52,519
Sorry. Guess that's the sound
of me kissing a normal life goodbye.

95
00:05:53,311 --> 00:05:55,105
PETER:
<i>Been there, kissed that.</i>

96
00:05:55,647 --> 00:05:57,983
Maybe shutting a door on normal
can open a window on...

97
00:05:58,149 --> 00:06:00,149
What are you babbling about,
Parker? He's infected!

98
00:06:01,152 --> 00:06:03,029
It's not contagious. Eyes front.

99
00:06:03,196 --> 00:06:05,949
I'm just saying,
he's been given great power.

100
00:06:06,116 --> 00:06:07,158
Maybe, great responsi...

101
00:06:07,325 --> 00:06:08,410
[PHONE RINGS]

102
00:06:08,577 --> 00:06:09,995
What?

103
00:06:10,161 --> 00:06:11,538
What?

104
00:06:11,705 --> 00:06:12,998
What?

105
00:06:13,164 --> 00:06:15,834
Spider-Man's back in black
and on a crime spree.

106
00:06:16,001 --> 00:06:17,441
What?
JAMESON: I want everyone on it.

107
00:06:17,586 --> 00:06:19,379
Victim stories, eyewitness accounts.

108
00:06:19,546 --> 00:06:20,547
Oh. And a headline:

109
00:06:20,714 --> 00:06:23,216
"Oh, What a Tangled Web
We Weave!" Ugh!

110
00:06:23,383 --> 00:06:25,594
I've finally got what I need

111
00:06:25,760 --> 00:06:30,015
to take the web-head down.

112
00:06:30,181 --> 00:06:32,350
Hold the front page, Robbie.
I'll call you back.

113
00:06:32,517 --> 00:06:35,937
You can take the web-head down.
Uh, excuse me?

114
00:06:36,104 --> 00:06:39,024
Look at you, boy.
You got the costume. The powers.

115
00:06:39,190 --> 00:06:41,943
All you need is a hokey name,
Uh, Captain Mass.

116
00:06:42,110 --> 00:06:45,697
No, that's too hokey. Strong-Man.
Uh, that's too generic.

117
00:06:45,864 --> 00:06:48,950
Sky Colonel... Colonel Jupiter!
That's it!

118
00:06:49,117 --> 00:06:52,203
But, Pop, you hate superheroes.

119
00:06:52,370 --> 00:06:55,373
JAMESON: When did I say that?
PETER: Every hour, on the hour?

120
00:06:55,540 --> 00:06:59,377
No, I hate masked heroes.
What are they hiding, anyway?

121
00:06:59,544 --> 00:07:01,254
But you're an astronaut!

122
00:07:01,421 --> 00:07:04,299
The world already knows
and loves you. You love him, right?

123
00:07:04,466 --> 00:07:09,220
Johnny boy, you can be the one
to bring Spider-Man to justice.

124
00:07:09,387 --> 00:07:13,224
But what if Spidey's innocent?
Don't confuse the issue.

125
00:07:15,143 --> 00:07:20,065
SPIDER-MAN: <i>I can't believe someone's
posing as me, framing me, again.</i>

126
00:07:20,231 --> 00:07:23,818
<i>Please be Chameleon. Please
be Chameleon. Please be... Uh-oh.</i>

127
00:07:23,985 --> 00:07:25,487
[TIRES SCREECHING]

128
00:07:28,198 --> 00:07:30,200
[♪♪♪]

129
00:07:31,826 --> 00:07:33,703
Can you move?
Can you unlock the door?

130
00:07:33,912 --> 00:07:35,080
[GROANING]

131
00:07:35,246 --> 00:07:36,373
You again?

132
00:07:39,542 --> 00:07:41,294
Not again. See, I'm the real...
Whoa!

133
00:07:43,755 --> 00:07:44,839
Unh!

134
00:07:45,006 --> 00:07:47,676
Like looking in a mirror, bro.

135
00:07:47,842 --> 00:07:51,304
The funhouse kind.

136
00:07:51,888 --> 00:07:54,683
Why strew'st thou sugar
on that bottled spider,

137
00:07:54,849 --> 00:07:57,143
Whose deadly web
ensnareth thee about?

138
00:07:57,310 --> 00:07:58,895
Fool, fool!

139
00:07:59,062 --> 00:08:03,149
The day will come to curse
this venomous bunch-back'd toad.

140
00:08:05,360 --> 00:08:09,239
O villain, villain,
smiling curséd villain!

141
00:08:09,406 --> 00:08:11,366
That one might smile, and smile,

142
00:08:11,533 --> 00:08:13,660
and be a villain.

143
00:08:13,827 --> 00:08:17,122
Go villain! Whoo!

144
00:08:17,288 --> 00:08:18,456
Yeah!

145
00:08:21,126 --> 00:08:22,961
[♪♪♪]

146
00:08:24,546 --> 00:08:28,383
Bro, it's been too long.

147
00:08:31,970 --> 00:08:33,430
[VENOM LAUGHING]

148
00:08:45,608 --> 00:08:47,068
[EXPLOSION]

149
00:08:55,035 --> 00:08:57,829
Whoa. Better call it in, get help.

150
00:08:57,996 --> 00:08:59,789
[BLEEPING]

151
00:08:59,998 --> 00:09:03,251
Wait, I am help.

152
00:09:03,418 --> 00:09:06,171
Come on, Jameson,
you're not seriously thinking about

153
00:09:06,337 --> 00:09:09,340
leaping tall buildings
in a single bound?

154
00:09:13,470 --> 00:09:15,764
Colonel Jupiter, away!

155
00:09:18,308 --> 00:09:19,476
So I'm a little confused.

156
00:09:19,642 --> 00:09:21,144
Do you wanna frame me
or squash me?

157
00:09:21,728 --> 00:09:24,147
You make it sound
so complicated.

158
00:09:30,862 --> 00:09:35,533
All we want is to destroy
every single aspect of your life.

159
00:09:35,700 --> 00:09:37,911
Is that so wrong?

160
00:09:40,246 --> 00:09:41,289
[BOTH GASP]

161
00:09:43,291 --> 00:09:45,085
[GROWLING]

162
00:09:53,093 --> 00:09:54,135
MAN 1:
Help me!

163
00:09:54,302 --> 00:09:55,678
Over here!

164
00:09:56,763 --> 00:10:00,016
SPIDER-MAN: Can I take a pain
check? I have actual human beings to save.

165
00:10:00,183 --> 00:10:01,976
No go, bro.

166
00:10:03,103 --> 00:10:06,147
When we're done,
the whole world will hate you.

167
00:10:06,314 --> 00:10:10,360
Unh!
Almost as much as we do.

168
00:10:15,615 --> 00:10:21,412
Hi, uh, I'm, uh, Colonel Jupiter.
I saw the fire, thought I could help.

169
00:10:23,206 --> 00:10:25,208
[♪♪♪]

170
00:10:34,509 --> 00:10:35,718
Thank you, young man.

171
00:10:35,885 --> 00:10:37,554
Glad I could help.
WOMAN: Help!

172
00:10:40,348 --> 00:10:43,143
This way. Stay low.
Come on.

173
00:10:43,309 --> 00:10:46,396
That's it, one at a time.
No ticket required.

174
00:10:50,024 --> 00:10:51,901
Ah!
Mom!

175
00:10:52,235 --> 00:10:53,278
[GRUNTS]

176
00:10:54,487 --> 00:10:57,615
Who are you?
Colonel Jupiter, ma'am.

177
00:10:57,782 --> 00:10:59,492
BOY:
Mom!

178
00:11:02,203 --> 00:11:03,997
Happy to be of service.

179
00:11:05,874 --> 00:11:08,668
Is there anyone in here?
MALE VOICE: Get lost!

180
00:11:09,627 --> 00:11:11,504
I'm afraid I can't do that,
Mister...

181
00:11:12,213 --> 00:11:14,674
Parrot.
Get lost! Get lost!

182
00:11:14,883 --> 00:11:17,051
Get lost!

183
00:11:17,760 --> 00:11:19,929
[♪♪♪]

184
00:11:21,848 --> 00:11:24,601
[RUMBLING]

185
00:11:30,023 --> 00:11:31,900
You good?
Yeah.

186
00:11:32,066 --> 00:11:35,236
Enjoying the hero thing?
Oh, yeah.

187
00:11:44,537 --> 00:11:46,897
You know, we should think
about making this a regular thing.

188
00:11:46,956 --> 00:11:48,499
Half as many Ock arms.

189
00:11:48,666 --> 00:11:51,294
The Sinister Six divided into
the Manageable Threes.

190
00:11:51,461 --> 00:11:53,021
I could get used to...
MAN: There he is.

191
00:11:53,129 --> 00:11:56,549
Spider-Man made me crash.
The fire's his fault!

192
00:11:56,716 --> 00:11:59,969
Then what, I stopped for a quick
change of clothes? It wasn't me.

193
00:12:00,136 --> 00:12:01,846
I'll help you explain it
to the police.

194
00:12:02,013 --> 00:12:03,056
[POLICE SIREN WAILING]

195
00:12:03,223 --> 00:12:05,975
And answer a few easy
questions like, "What's my name"?

196
00:12:06,142 --> 00:12:08,061
No, thanks.
It'll be okay.

197
00:12:08,228 --> 00:12:09,354
Don't fight me on this.

198
00:12:13,441 --> 00:12:15,109
[♪♪♪]

199
00:12:16,569 --> 00:12:18,404
Unh! Ah!

200
00:12:21,991 --> 00:12:23,135
SPIDER-MAN:
Sorry, gotta swing!

201
00:12:23,159 --> 00:12:26,371
But let's do the team-up thing
again sometime.

202
00:12:30,166 --> 00:12:31,751
[GROWLING]

203
00:12:34,212 --> 00:12:36,214
LIZ:
Petey, have you been smoking?

204
00:12:36,381 --> 00:12:39,133
What? No, I'd never smoke.

205
00:12:39,300 --> 00:12:40,802
[SNIFFING]

206
00:12:40,969 --> 00:12:44,138
<i>I would, however, put my Spidey-suit
on without washing it first.</i>

207
00:12:44,305 --> 00:12:45,640
<i>Ugh. Gross.</i>

208
00:12:45,890 --> 00:12:48,476
[♪♪♪]

209
00:12:50,603 --> 00:12:52,689
Say something, please.

210
00:12:54,065 --> 00:12:56,442
I'll see you in class.

211
00:13:05,034 --> 00:13:06,786
Sweet.

212
00:13:10,331 --> 00:13:11,374
[SNIFFING]

213
00:13:11,541 --> 00:13:13,459
Do you smell barbecue?

214
00:13:16,713 --> 00:13:18,298
Sha Shan Nguyen.

215
00:13:19,590 --> 00:13:21,634
She's like totally immune
to the Flash.

216
00:13:21,801 --> 00:13:24,429
Because she's got a brain?
Exactly!

217
00:13:24,595 --> 00:13:27,098
So you're gonna tell me
how to make her go out with me.

218
00:13:27,265 --> 00:13:28,558
Me? Why me?

219
00:13:28,725 --> 00:13:32,979
Because A, somehow you got Gwen
and Liz to like your scrawny butt,

220
00:13:33,146 --> 00:13:35,398
and two, if you tell anyone,

221
00:13:35,565 --> 00:13:37,942
you'll spend the rest of junior year
stuffed in that locker.

222
00:13:38,151 --> 00:13:39,277
Uh...

223
00:13:39,444 --> 00:13:44,365
I guess you could try taking an interest
in the things she likes.

224
00:13:44,991 --> 00:13:46,868
[♪♪♪]

225
00:13:48,077 --> 00:13:51,039
Drama, huh? Heh.

226
00:13:51,205 --> 00:13:53,624
How hard could it be?

227
00:13:55,501 --> 00:13:58,004
<i>Doubt thou the stars are fire</i>

228
00:13:58,171 --> 00:14:02,633
<i>Doubt that the sun doth move
Doubt truth to be a liar</i>

229
00:14:02,800 --> 00:14:05,511
<i>But never doubt I love</i>

230
00:14:05,678 --> 00:14:07,347
[APPLAUSE]

231
00:14:08,931 --> 00:14:12,810
Such spirit. Such passion.

232
00:14:12,977 --> 00:14:16,939
Now, that's the kind of audition
I like to see. Ha, ha, ha.

233
00:14:17,106 --> 00:14:19,025
Thank you, my dear.

234
00:14:19,192 --> 00:14:22,403
The cast list
will be posted tomorrow. Next.

235
00:14:22,570 --> 00:14:25,281
QB1 is ready for his try-out.

236
00:14:25,656 --> 00:14:27,700
You'll have to wait your turn.

237
00:14:28,534 --> 00:14:31,662
Doesn't anybody know who I am?

238
00:14:32,538 --> 00:14:35,083
MAN [ON TV]: <i>The strange
web of crime continues</i>

239
00:14:35,249 --> 00:14:38,252
<i>as Spider-Man defaced City Hall</i>

240
00:14:38,419 --> 00:14:41,798
If Spidey wasn't responsible,
then why did he run?

241
00:14:44,509 --> 00:14:47,136
You're making a big mistake,
web-head!

242
00:14:48,596 --> 00:14:49,764
[♪♪♪]

243
00:14:53,226 --> 00:14:54,936
[LAUGHING]

244
00:14:57,063 --> 00:14:59,399
[BLEEPING]

245
00:15:00,525 --> 00:15:05,571
Stacy, you have one second to explain
why Spider-Menace isn't behind bars!

246
00:15:05,738 --> 00:15:07,490
Pleasure to see you too, Jonah.

247
00:15:07,657 --> 00:15:09,242
Maybe, I can help.

248
00:15:09,409 --> 00:15:11,828
You heard about this
Colonel Jupiter?

249
00:15:11,994 --> 00:15:13,413
You mean your son?

250
00:15:13,579 --> 00:15:16,141
Well, that's beside the point.
What's the point? Here's the point.

251
00:15:16,165 --> 00:15:18,876
He single-handedly rescued
a billion people

252
00:15:19,043 --> 00:15:21,087
from a fire covering
90 city blocks.

253
00:15:21,254 --> 00:15:22,422
Deputize him

254
00:15:22,588 --> 00:15:25,425
and he'll have the web-head
on a chain gang in 5.1 seconds.

255
00:15:25,591 --> 00:15:27,427
But which web-head, Jonah?

256
00:15:27,593 --> 00:15:29,595
This is a recent security tape.

257
00:15:29,762 --> 00:15:32,014
And this is older footage.

258
00:15:32,181 --> 00:15:35,184
Look, the fighting style,
the suit, the build,

259
00:15:35,351 --> 00:15:38,104
they're all different.
The camera adds ten pounds.

260
00:15:38,271 --> 00:15:40,690
That bug's still terrorizing
our city.

261
00:15:40,857 --> 00:15:42,859
This isn't the first time
the <i>Bugle</i> got it wrong

262
00:15:43,025 --> 00:15:45,236
when a copycat dressed up
as the web-stinger.

263
00:15:45,403 --> 00:15:49,240
Now, you really wanna embarrass
yourself and your paper, again?

264
00:15:49,449 --> 00:15:50,491
Ugh.

265
00:15:50,658 --> 00:15:51,742
[PHONE RINGING]

266
00:15:51,909 --> 00:15:53,828
John?
You were right about Spider-Man

267
00:15:53,995 --> 00:15:56,247
all along, Pop.
But I'll crush him.

268
00:15:59,041 --> 00:16:03,880
Well, uh, see, the cops aren't 110
percent sure the real Spidey's the problem.

269
00:16:04,046 --> 00:16:07,049
For now, why don't you save
some cats, kiss a couple of babies.

270
00:16:07,216 --> 00:16:08,843
The city will eat it up.
<i>No!</i>

271
00:16:09,051 --> 00:16:10,303
[BLEEPING]

272
00:16:10,470 --> 00:16:12,096
Spider-Man's mine!

273
00:16:12,263 --> 00:16:14,390
And I'm gonna stop him,
permanently!

274
00:16:14,557 --> 00:16:17,185
<i>Johnny, Johnny,
that's the sporks talking.</i>

275
00:16:17,351 --> 00:16:22,356
<i>They're confusing your brain.</i>
Colonel Jupiter is not confused!

276
00:16:27,028 --> 00:16:30,323
<i>Come on, Venom, where are you?</i>

277
00:16:30,490 --> 00:16:32,366
COLONEL JUPITER:
Spider-Man!

278
00:16:35,453 --> 00:16:37,413
Hey, Colonel!
I'm glad you're here.

279
00:16:37,580 --> 00:16:39,415
I could use a little help... Unh!

280
00:16:43,836 --> 00:16:44,879
[SPIDER-MAN GROANS]

281
00:16:45,087 --> 00:16:46,964
[BLEEPING]

282
00:16:48,674 --> 00:16:50,635
[♪♪♪]

283
00:16:53,179 --> 00:16:55,806
<i>O, it is excellent
To have a giant's strength</i>

284
00:16:55,973 --> 00:16:59,644
<i>But it is tyrannous
To use it like a giant.</i>

285
00:16:59,894 --> 00:17:01,938
[♪♪♪]

286
00:17:04,815 --> 00:17:07,360
Easy, Colonel. Look, I'm sorry
about that little dust-up

287
00:17:07,527 --> 00:17:09,207
after the fire, but...
Who are you kidding?

288
00:17:09,320 --> 00:17:11,739
You can't trick me
by switching costumes.

289
00:17:14,283 --> 00:17:16,619
There aren't two bugs
in this city shooting webs.

290
00:17:16,786 --> 00:17:19,830
Oh, believe me, I've got my trademark
lawyers working on that... Whoa!

291
00:17:27,672 --> 00:17:28,673
[GRUNTS]

292
00:17:43,229 --> 00:17:45,629
SPIDER-MAN: <i>The spores must
have altered his brain chemistry.</i>

293
00:17:48,192 --> 00:17:49,402
Unh!

294
00:17:50,111 --> 00:17:51,153
Unh!

295
00:17:52,071 --> 00:17:53,573
Ah!

296
00:18:01,205 --> 00:18:02,665
[BLEEPING RAPIDLY]

297
00:18:02,832 --> 00:18:04,208
Argh!

298
00:18:08,296 --> 00:18:09,297
Ah!

299
00:18:10,339 --> 00:18:11,716
Ah!

300
00:18:13,509 --> 00:18:15,052
[BLEEPING SLOWS]

301
00:18:16,929 --> 00:18:20,474
SPIDER-MAN: <i>That's it. Doc Connors
said electricity only had limited success</i>

302
00:18:20,641 --> 00:18:22,018
<i>destroying the spores,</i>

303
00:18:22,184 --> 00:18:24,437
<i>but maybe the problem
was limited electricity.</i>

304
00:18:24,645 --> 00:18:28,232
<i>I just need to lure him to the
nearest major source of juice.</i>

305
00:18:29,275 --> 00:18:31,652
Hey, Colonel Stupider!

306
00:18:31,819 --> 00:18:34,030
Is it true you're getting denser
by the minute?

307
00:18:34,196 --> 00:18:36,032
Grrr! Argh!

308
00:18:38,659 --> 00:18:39,827
[GROANING]

309
00:18:40,494 --> 00:18:42,788
Plan's working. Yay.

310
00:18:49,920 --> 00:18:51,714
You can't run forever, web-head.

311
00:18:51,881 --> 00:18:53,716
My least favorite part of the plan.

312
00:18:57,511 --> 00:19:00,514
Now you'll learn the true meaning
of power.

313
00:19:00,681 --> 00:19:03,851
You want power?
Try two million volts.

314
00:19:04,477 --> 00:19:06,479
Argh!

315
00:19:07,188 --> 00:19:09,690
[BEEPS]

316
00:19:13,194 --> 00:19:14,570
[MACHINE POWERS DOWN]

317
00:19:14,779 --> 00:19:16,489
[BLEEPING SLOWS]

318
00:19:26,457 --> 00:19:28,125
"I will be brief:

319
00:19:28,292 --> 00:19:32,254
your noble son is mad:
Mad call I it;

320
00:19:32,421 --> 00:19:34,423
for, to define true madness,

321
00:19:34,590 --> 00:19:37,510
What is't to be nothing else but mad?"

322
00:19:37,927 --> 00:19:40,429
This is supposed to be English?

323
00:19:41,055 --> 00:19:43,641
CURT: The spores are
completely out of your son's system.

324
00:19:43,808 --> 00:19:48,437
He should eventually be able
to resume a normal life.

325
00:19:50,022 --> 00:19:51,273
[PANTING]

326
00:19:51,440 --> 00:19:54,443
JOHN:
I miss the power. I need it.

327
00:19:54,944 --> 00:19:56,737
I have to get the power back.

328
00:19:56,904 --> 00:20:00,241
Give me back the power!
Give it back!

329
00:20:01,450 --> 00:20:04,578
Must get the power.
Must the power...

330
00:20:05,121 --> 00:20:07,164
I'm gonna get the power.

331
00:20:08,457 --> 00:20:10,584
We'll give you some time alone.

332
00:20:12,378 --> 00:20:14,630
ELECTRO:
Don't know anyone named Max.

333
00:20:14,797 --> 00:20:17,758
My name's Electro.

334
00:20:17,925 --> 00:20:21,762
Electro, I tell you!
Another one of yours?

335
00:20:27,518 --> 00:20:29,103
[CHATTERING]

336
00:20:29,729 --> 00:20:32,314
TEACHER:
All right, slowly, no pushing.

337
00:20:34,483 --> 00:20:36,485
Oh, Glory, we're in.

338
00:20:36,652 --> 00:20:38,738
Thank you, Shakespeare.
You too, Kenny.

339
00:20:38,904 --> 00:20:42,700
Tight.
Harry, you got a lead.

340
00:20:42,867 --> 00:20:44,627
Congratula...
Yeah, thanks, just a sec, okay?

341
00:20:44,785 --> 00:20:47,455
Dad? Dad I got the lead
in the play.

342
00:20:47,621 --> 00:20:49,915
Plus, I have a girlfriend now.

343
00:20:50,583 --> 00:20:54,920
Uh, did you just say
you're proud of me?

344
00:21:02,094 --> 00:21:03,512
<i>I have to find Venom.</i>

345
00:21:03,679 --> 00:21:07,808
<i>It's not safe for Gwen
or anyone I care about.</i>

346
00:21:07,975 --> 00:21:10,770
<i>I miss the Colonel already.</i>

347
00:21:11,979 --> 00:21:14,565
Petey, I'm in. I made the cast.

348
00:21:14,774 --> 00:21:16,567
Uh... Wow.

349
00:21:16,734 --> 00:21:18,569
That's great.

350
00:21:19,862 --> 00:21:21,739
[♪♪♪]

351
00:21:22,031 --> 00:21:24,742
Hey, you made it. Cool.

352
00:21:24,909 --> 00:21:27,244
Suppose this means
we'll be seeing a lot of each other.

353
00:21:27,411 --> 00:21:31,332
That seems unlikely,
since you aren't on the list.

354
00:21:31,499 --> 00:21:32,750
What?

355
00:21:32,917 --> 00:21:38,047
Obviously, the director's incapable
of recognizing our natural charisma.

356
00:21:41,842 --> 00:21:43,969
I'm so stuffing Parker in a locker.

357
00:21:44,470 --> 00:21:46,764
JAMESON:
This is all Spider-Man's fault!

358
00:21:46,931 --> 00:21:49,433
He destroyed my son.

359
00:21:49,600 --> 00:21:52,520
If I ever get my hands
on that wall-crawler, I'll...

360
00:21:52,686 --> 00:21:53,729
[ALL GASP]

361
00:21:53,896 --> 00:21:56,357
You want the wall-crawler?

362
00:21:56,524 --> 00:21:58,984
No!
Then here's a scoop:

363
00:21:59,151 --> 00:22:02,696
Peter Parker is Spider-Man.

364
00:22:02,905 --> 00:22:04,782
[♪♪♪]

365
00:22:06,700 --> 00:22:08,828
[♪♪♪]


