1
00:00:02,211 --> 00:00:04,546
[♪♪♪]

2
00:00:08,926 --> 00:00:11,929
Paging Green Goblin.
Paging Mr. Green Goblin.

3
00:00:12,638 --> 00:00:14,389
I hate it when
the bad guy gets away.

4
00:00:14,556 --> 00:00:15,933
MAN 1:
Help. Police.

5
00:00:16,099 --> 00:00:17,684
They've stolen the cars.

6
00:00:17,893 --> 00:00:20,729
Ha-ha-ha! We did it.

7
00:00:20,896 --> 00:00:22,564
Peekaboo.
BOTH: Spider-Man!

8
00:00:22,731 --> 00:00:24,233
Don't freak. I'll shake him.

9
00:00:25,067 --> 00:00:26,777
SPIDER-MAN: This
is how we're playing it?

10
00:00:26,944 --> 00:00:28,612
Oh, I am so out of here.

11
00:00:35,869 --> 00:00:39,206
Since we're stuck here, you might
as well slow this baby down.

12
00:00:40,290 --> 00:00:42,042
She won't stop. I swear.

13
00:00:42,209 --> 00:00:43,877
The hobbit took out the brakes.

14
00:00:44,044 --> 00:00:45,837
MAN 2:
We're gonna crash!

15
00:00:57,349 --> 00:00:59,059
[ENGINE STARTS]

16
00:01:02,396 --> 00:01:03,981
[GRUNTING]

17
00:01:11,446 --> 00:01:13,031
[GASPS]

18
00:01:15,325 --> 00:01:17,369
You can thank me later, dude.

19
00:01:17,536 --> 00:01:18,745
[♪♪♪]

20
00:01:18,912 --> 00:01:20,998
[♪♪♪]

21
00:01:21,164 --> 00:01:23,333
I'll shake him. I'll shake him!

22
00:01:23,500 --> 00:01:26,128
Isn't this where I came in?

23
00:01:26,670 --> 00:01:28,839
Or maybe this is where I go out.

24
00:01:30,007 --> 00:01:32,217
[♪♪♪]

25
00:01:39,141 --> 00:01:41,852
<i>♪ Livin' on the edge
Fighting crime, spinning webs ♪</i>

26
00:01:42,060 --> 00:01:45,564
<i>♪ Swinging from the highest ledge
He can leap above our heads ♪</i>

27
00:01:52,195 --> 00:01:54,823
<i>♪ Villains on the rise
And the city's victimized ♪</i>

28
00:01:55,115 --> 00:01:58,910
<i>♪ Looking up with no surprise
Arriving in the speed of time ♪</i>

29
00:02:05,792 --> 00:02:08,962
<i>♪ Spectacular, spectacular
Spider-Man ♪</i>

30
00:02:09,171 --> 00:02:12,299
<i>♪ Spectacular, spectacular
Spider-Man ♪</i>

31
00:02:12,466 --> 00:02:14,426
♪ <i>Spectacular ♪</i>

32
00:02:19,222 --> 00:02:22,142
<i>♪ Spectacular, spectacular
Spider-Man ♪</i>

33
00:02:22,309 --> 00:02:25,646
<i>♪ Spectacular, spectacular
Spider-Man</i> ♪♪

34
00:02:31,443 --> 00:02:33,612
[TRUCK HORN BLARING]

35
00:02:34,237 --> 00:02:35,280
[CAR TIRES SCREECHING]

36
00:02:35,447 --> 00:02:37,449
[♪♪♪]

37
00:02:39,159 --> 00:02:41,286
[TIRES SCREECHING
THEN CAR CRASHES]

38
00:02:41,953 --> 00:02:43,163
[GRUNTS]

39
00:02:44,665 --> 00:02:46,625
SPIDER-MAN:
And that's a wrap.

40
00:02:46,792 --> 00:02:49,753
Okay, not quite as easy as it looked.

41
00:02:49,961 --> 00:02:51,296
[SIRENS WAILING IN DISTANCE]

42
00:02:52,047 --> 00:02:55,425
<i>Say, hey, what do you say?
Midtown wins the Mustang way</i>

43
00:02:55,592 --> 00:02:57,260
<i>Go, Mustangs!</i>

44
00:02:57,427 --> 00:02:58,887
<i>Score!</i>

45
00:02:59,054 --> 00:03:00,222
[CROWD CHEERING]

46
00:03:00,389 --> 00:03:01,723
[BAND PLAYING UPBEAT MUSIC]

47
00:03:01,932 --> 00:03:02,974
Woo-hoo!

48
00:03:03,141 --> 00:03:04,393
Whoo!

49
00:03:05,018 --> 00:03:07,270
ALL: Break.
MAN [OVER PA]: <i>It's a nail-biter, folks.</i>

50
00:03:07,437 --> 00:03:09,648
<i>The Mustangs are down
by 5 with the ball,</i>

51
00:03:09,815 --> 00:03:12,651
<i>on their own 40
and six seconds to go.</i>

52
00:03:12,818 --> 00:03:15,654
Woo-hoo! Hey, tiger,
you just getting here?

53
00:03:15,821 --> 00:03:18,365
Yeah, but...
What are you doing here?

54
00:03:18,532 --> 00:03:20,659
Flash invited me.
Flash?

55
00:03:20,826 --> 00:03:23,120
<i>Thompson takes the snap,
rolls back</i>

56
00:03:23,286 --> 00:03:24,621
<i>and tosses a Hail Mary.</i>

57
00:03:29,167 --> 00:03:30,669
[BUZZER BUZZES]

58
00:03:31,002 --> 00:03:32,170
<i>Touchdown!</i>

59
00:03:32,337 --> 00:03:34,798
[BAND PLAYING UPBEAT MUSIC]

60
00:03:34,965 --> 00:03:36,925
[CROWD CHEERING]

61
00:03:37,092 --> 00:03:39,344
<i>Harry Osborn makes
an unbelievable catch</i>

62
00:03:39,511 --> 00:03:41,805
<i>to win the game!</i>
Yay, Harry!

63
00:03:41,972 --> 00:03:46,393
So, M.J., I thought at
the dance that you and me...

64
00:03:46,560 --> 00:03:48,729
That we... Slow down, tiger.

65
00:03:48,937 --> 00:03:52,023
It's not like we're going steady,
or something equally primitive.

66
00:03:52,190 --> 00:03:53,692
We're friends, okay?

67
00:03:53,859 --> 00:03:56,528
Well, sure, but...
I'm gonna congratulate Flash.

68
00:03:57,446 --> 00:03:58,655
[LIZ CLEARS THROAT]

69
00:03:58,864 --> 00:04:01,616
Hi, Petey.
Oh, hey, Liz.

70
00:04:01,783 --> 00:04:02,868
Did you hear?

71
00:04:03,034 --> 00:04:05,036
Everyone's going
to Coney Island tomorrow.

72
00:04:05,203 --> 00:04:07,539
You know, to celebrate the win.

73
00:04:07,706 --> 00:04:09,708
Think maybe you'll come?

74
00:04:09,875 --> 00:04:11,710
Wouldn't miss it.

75
00:04:12,002 --> 00:04:13,003
RAND:
<i>Osborn.</i>

76
00:04:13,628 --> 00:04:15,464
Burger run. You in?

77
00:04:15,630 --> 00:04:16,882
I'll catch up.

78
00:04:19,926 --> 00:04:21,386
[♪♪♪]

79
00:04:21,636 --> 00:04:23,263
[GROANING]

80
00:04:28,393 --> 00:04:30,562
Uh, Rand? ls Harry still inside?

81
00:04:30,729 --> 00:04:32,063
Should be right out.

82
00:04:32,230 --> 00:04:35,609
Hey, look.
Osborn's got a groupie.

83
00:04:35,817 --> 00:04:36,860
[ALL LAUGHING]

84
00:04:53,126 --> 00:04:54,961
[GRUNTS]

85
00:04:56,379 --> 00:04:57,923
[SIGHS]

86
00:05:00,091 --> 00:05:02,177
Excuse me, but my friend's
still in there.

87
00:05:02,344 --> 00:05:04,763
Don't think so. Sorry.

88
00:05:10,018 --> 00:05:11,645
OTTO:
But what about the Spider-Man?

89
00:05:11,812 --> 00:05:14,898
He's battled Sandman
and the Rhino.

90
00:05:15,524 --> 00:05:18,068
He could trace them back
to OsCorp. To me.

91
00:05:18,235 --> 00:05:20,570
NORMAN: Enough. You
whine more than my son.

92
00:05:22,531 --> 00:05:25,992
I can't have weak men
in my organization, Otto.

93
00:05:26,159 --> 00:05:27,536
Don't make me get rid of...

94
00:05:27,744 --> 00:05:28,954
[GRUNTS]

95
00:05:29,538 --> 00:05:33,708
NORMAN:
<i>Octavius? Are you in there?</i>

96
00:05:33,875 --> 00:05:35,961
Yes, I'm sorry.

97
00:05:36,127 --> 00:05:38,755
I'll do what I'm told.
That's all I ask.

98
00:05:38,922 --> 00:05:42,634
Now, run your experiments
like a good Dr. Octopus.

99
00:05:42,801 --> 00:05:43,844
Mr. Osborn, please,

100
00:05:44,010 --> 00:05:46,263
I've told you.
That name is so...

101
00:05:46,555 --> 00:05:48,306
demeaning.

102
00:05:48,640 --> 00:05:50,058
[SIGHS]

103
00:05:52,269 --> 00:05:54,312
COMPUTERIZED VOICE:
<i>Safety key has been removed.</i>

104
00:05:54,479 --> 00:05:57,482
<i>Experiment will not commence
until key is reinserted.</i>

105
00:05:58,942 --> 00:06:00,485
[♪♪♪]

106
00:06:10,579 --> 00:06:12,330
<i>Safety key reinserted.</i>

107
00:06:12,497 --> 00:06:14,040
<i>Experiment may now commence.</i>

108
00:06:14,207 --> 00:06:16,501
<i>Warning: safety key engaged.</i>

109
00:06:16,668 --> 00:06:18,503
<i>Safety protocols initiated.</i>

110
00:06:18,837 --> 00:06:21,673
<i>Experiment will commence
in 30 seconds.</i>

111
00:06:21,840 --> 00:06:25,886
<i>Warning: electro-magnetic emitters
are set to exceed risk parameters.</i>

112
00:06:26,094 --> 00:06:27,304
[GREEN GOBLIN CACKLING]

113
00:06:29,389 --> 00:06:31,182
[OTTO GRUNTING]

114
00:06:31,349 --> 00:06:33,810
Who's in there?
Who turned that key?

115
00:06:33,977 --> 00:06:36,563
Please, you have to stop. I'm inside!

116
00:06:36,730 --> 00:06:39,691
<i>Experiment will commence
in five seconds.</i>

117
00:06:39,858 --> 00:06:43,069
<i>Four. Three. Two.</i>
No. No, this is not right.

118
00:06:43,236 --> 00:06:45,113
No, not right!
<i>One. Zero.</i>

119
00:06:45,280 --> 00:06:47,282
[♪♪♪]

120
00:06:49,618 --> 00:06:53,204
I've been good.

121
00:06:57,375 --> 00:06:59,085
[SCREAMING]

122
00:07:22,275 --> 00:07:24,152
Whoa. That's OsCorp.

123
00:07:24,319 --> 00:07:25,987
Harry's dad could be in trouble.

124
00:07:26,154 --> 00:07:29,950
But even at web-slinging speed,
it could take me a while to get there.

125
00:07:30,116 --> 00:07:31,159
[GRUNTING]

126
00:07:32,661 --> 00:07:35,038
Been wanting to try this.

127
00:07:36,665 --> 00:07:38,333
Yee-ha!

128
00:07:38,541 --> 00:07:40,543
[♪♪♪]

129
00:07:45,966 --> 00:07:47,258
[ALARM WAILING]

130
00:07:47,926 --> 00:07:51,012
What the devil's going on?
It's Dr. O, sir. He's down.

131
00:07:51,179 --> 00:07:53,807
But the doors are sealed shut...
Out of my way.

132
00:07:53,974 --> 00:07:58,311
COMPUTERIZED VOICE:
<i>Security override NO-1 engaged.</i>

133
00:07:58,478 --> 00:08:00,146
[♪♪♪]

134
00:08:01,815 --> 00:08:03,566
Octavius?

135
00:08:03,733 --> 00:08:04,943
Doctor?

136
00:08:05,110 --> 00:08:07,112
Where are you...? Otto.

137
00:08:07,278 --> 00:08:08,697
SPIDER-MAN:
I got it.

138
00:08:09,698 --> 00:08:11,866
[GRUNTING]

139
00:08:14,828 --> 00:08:16,162
Is he...?

140
00:08:16,329 --> 00:08:19,874
He has a pulse, sir. But it
looks as if... As if his harness

141
00:08:20,041 --> 00:08:22,002
has fused to his skin.

142
00:08:22,210 --> 00:08:23,670
[GROANS]

143
00:08:24,129 --> 00:08:26,131
Otto? Otto, are you there?

144
00:08:26,297 --> 00:08:29,634
NORMAN: <i>I can't have weak
men in my organization, Otto.</i>

145
00:08:29,801 --> 00:08:32,971
<i>Can't have weak men. Weak men.</i>

146
00:08:33,138 --> 00:08:37,308
I will not be weak.

147
00:08:37,475 --> 00:08:39,227
Otto, get up...

148
00:08:40,353 --> 00:08:43,523
Silence, you imperious moron!

149
00:08:43,732 --> 00:08:45,212
SPIDER-MAN:
Whoa, whoa, there, Slinky.

150
00:08:45,358 --> 00:08:47,694
Mr. Osborn here
helped save your life.

151
00:08:47,861 --> 00:08:49,195
You!

152
00:08:49,362 --> 00:08:51,364
[GRUNTING]

153
00:08:54,659 --> 00:08:57,203
For the record,
I helped save your life too.

154
00:08:57,370 --> 00:09:00,874
Do not insult my intelligence,
hero.

155
00:09:01,041 --> 00:09:03,877
You tracked me down
and tried to destroy me.

156
00:09:04,044 --> 00:09:05,754
As I knew you would.

157
00:09:05,962 --> 00:09:09,507
Unh! Destroy you?
Pal, I don't even know you.

158
00:09:09,674 --> 00:09:11,718
Oh, but I survived.

159
00:09:11,885 --> 00:09:15,346
And more to the point,
I have improved.

160
00:09:15,513 --> 00:09:18,058
I am now one with my arms.

161
00:09:18,224 --> 00:09:20,018
Oh, you failed, Spider-Man.

162
00:09:20,185 --> 00:09:24,064
And your failure
has given me new life.

163
00:09:28,276 --> 00:09:29,527
[GROANS]

164
00:09:29,694 --> 00:09:32,530
Otto.
DR. OCTOPUS: Not Otto.

165
00:09:32,697 --> 00:09:35,033
Otto Octavius was weak.

166
00:09:35,200 --> 00:09:39,537
Call me Dr. Octopus.

167
00:09:42,999 --> 00:09:44,459
[GRUNTING]

168
00:09:44,626 --> 00:09:46,711
Look, doc, you thought this through?

169
00:09:46,878 --> 00:09:50,882
The next Spider-Man who finds you
might view this as a cautionary tale.

170
00:09:51,049 --> 00:09:57,347
Glib does not equate with clever,
Spider-Man.

171
00:09:57,514 --> 00:10:01,476
Yeah, well, the ratio of arms to sanity
hasn't exactly been established either.

172
00:10:01,643 --> 00:10:04,979
Do you ever shut up?

173
00:10:06,689 --> 00:10:08,233
Sorry, no.

174
00:10:08,399 --> 00:10:11,903
My fans expect a certain amount
of quippage in every battle.

175
00:10:12,070 --> 00:10:14,656
Mr. Osborn, shouldn't we
be helping Spider-Man?

176
00:10:14,823 --> 00:10:16,908
Knock yourself out.

177
00:10:17,909 --> 00:10:21,162
Come on, doc. You're a cephalopod,
I'm an arthropod.

178
00:10:21,329 --> 00:10:22,747
Can't we just hug it out?

179
00:10:22,914 --> 00:10:24,374
[♪♪♪]

180
00:10:30,672 --> 00:10:32,924
You're slowing down, arachnid.

181
00:10:33,091 --> 00:10:35,343
But my arms never tire.

182
00:10:35,510 --> 00:10:37,137
And soon they'll crush...

183
00:10:37,345 --> 00:10:38,388
[ARMS BEEPING]

184
00:10:38,596 --> 00:10:39,681
An alarm clock too?

185
00:10:39,848 --> 00:10:41,724
Man, those arms come
with all the perks.

186
00:10:42,767 --> 00:10:44,102
My apologies, Spider-Man,

187
00:10:44,269 --> 00:10:48,439
but I have places to go,
and worlds to conquer.

188
00:10:48,606 --> 00:10:50,608
[♪♪♪]

189
00:10:50,775 --> 00:10:53,736
So your obituary will have
to be written another day.

190
00:10:54,571 --> 00:10:56,322
[GRUNTS]

191
00:11:04,581 --> 00:11:06,708
Paging Dr. Octopus.

192
00:11:06,875 --> 00:11:09,127
As if Goblin wasn't bad enough.

193
00:11:13,840 --> 00:11:15,258
[HARRY GRUNTING]

194
00:11:17,552 --> 00:11:19,804
Harry! Harry, are you okay?

195
00:11:21,014 --> 00:11:22,974
Huh? Gwen?
Harry, what happened?

196
00:11:23,141 --> 00:11:25,727
"Happened"?
Game wiped me out, that's all.

197
00:11:25,894 --> 00:11:28,104
So you took a catnap
on the cement?

198
00:11:28,605 --> 00:11:31,399
Gwen. Look, you know I don't
need a fancy feather bed to...

199
00:11:31,566 --> 00:11:32,942
Harry, get serious.

200
00:11:33,109 --> 00:11:35,069
Pfft. Please, I'm too beat
for serious tonight.

201
00:11:35,236 --> 00:11:37,655
A bunch of us are
going to Coney Island tomorrow.

202
00:11:37,822 --> 00:11:39,824
Come along. It's been a while.

203
00:11:39,991 --> 00:11:44,204
And then we'll have a real talk?
Oh, totally. Okay, well, see you.

204
00:11:46,664 --> 00:11:49,626
ROBBIE: Ned, you're already
working the Spider-Man story.

205
00:11:49,792 --> 00:11:51,336
At least you're supposed to be.

206
00:11:51,502 --> 00:11:52,670
No, I am, I am.

207
00:11:52,837 --> 00:11:55,924
But, chief, I think this
Goblin thing's the same story.

208
00:11:56,090 --> 00:11:57,508
I feel it in my gut.

209
00:11:57,675 --> 00:11:59,260
You think? You feel?

210
00:11:59,427 --> 00:12:01,804
That's reason enough
to give Goblin to Foswell.

211
00:12:01,971 --> 00:12:04,515
Foswell. Lee.
Am I paying you to hide in here?

212
00:12:04,682 --> 00:12:07,685
Never mind. What do you think
of my son, Colonel John Jameson?

213
00:12:07,852 --> 00:12:10,146
He's a modern-day American hero.

214
00:12:10,313 --> 00:12:13,858
That's what I like about you, Foswell.
You're an objective journalist.

215
00:12:14,025 --> 00:12:16,527
Hop on a plane, coach,
and get down to the Cape

216
00:12:16,694 --> 00:12:18,446
to cover my son's shuttle launch.

217
00:12:18,613 --> 00:12:21,032
Now, go. Come on. Go!

218
00:12:22,659 --> 00:12:23,701
[SIGHS]

219
00:12:23,910 --> 00:12:26,704
Fine. Green Goblin and Spidey.

220
00:12:27,121 --> 00:12:29,165
[♪♪♪]

221
00:12:30,208 --> 00:12:31,834
[THUDDING]

222
00:12:33,294 --> 00:12:37,799
I cannot believe I once lived
in this anemic hovel.

223
00:12:38,508 --> 00:12:41,386
Well, no more.

224
00:12:41,552 --> 00:12:45,056
And no more, "Yes, Mr. Osborn.
I'm sorry, Mr. Osborn.

225
00:12:45,223 --> 00:12:46,808
Please, Mr. Osborn."

226
00:12:46,975 --> 00:12:49,143
How I groveled before that man.

227
00:12:49,686 --> 00:12:52,146
But soon the whole world
shall grovel

228
00:12:52,313 --> 00:12:56,359
before the genius
that is Dr. Octopus.

229
00:12:56,651 --> 00:12:59,696
Ah... But first I require
a source of power

230
00:12:59,862 --> 00:13:02,156
that will not abandon me
mid-battle.

231
00:13:04,409 --> 00:13:07,829
Ah... This will do for the short term.

232
00:13:07,996 --> 00:13:10,415
Oh, but I need
a more permanent solution

233
00:13:10,581 --> 00:13:15,169
to guarantee the Spider-Man's
destruction.

234
00:13:18,381 --> 00:13:20,383
[CARNIVAL MUSIC
PLAYING OVER SPEAKERS]

235
00:13:24,595 --> 00:13:27,765
Yes!
Where do you hide the muscle?

236
00:13:27,932 --> 00:13:30,518
GWEN: Harry?
Gwen. Glad you could make it.

237
00:13:30,685 --> 00:13:33,938
So, guys, corn dogs? My treat.
Harry, wait.

238
00:13:34,105 --> 00:13:36,607
PETER: Hey, Gwen.
Oh, Peter, I'm glad you're here.

239
00:13:36,941 --> 00:13:38,735
Something's really weird
with Harry.

240
00:13:38,901 --> 00:13:40,403
And this surprises you?

241
00:13:42,113 --> 00:13:44,449
Okay, okay, not the look.

242
00:13:44,615 --> 00:13:47,410
I mean, sure, the football
thing's gone to his head.

243
00:13:47,577 --> 00:13:51,289
But look at him. He's
a walking commercial for happy.

244
00:13:51,456 --> 00:13:53,291
It isn't that... Hi, Gwen.

245
00:13:53,458 --> 00:13:54,584
Mind if I borrow Petey?

246
00:13:54,751 --> 00:13:57,211
Heh. Don't worry, Gwen. Harry's fine.

247
00:13:57,420 --> 00:13:58,671
[GROANS]

248
00:14:00,214 --> 00:14:02,342
[♪♪♪]

249
00:14:35,083 --> 00:14:36,584
[TOY SQUEAKS]

250
00:14:41,798 --> 00:14:43,424
[BOTH LAUGHING]

251
00:14:45,676 --> 00:14:47,929
I guess I got sticky fingers.

252
00:14:51,391 --> 00:14:52,433
Is it me,

253
00:14:52,600 --> 00:14:53,810
or is this awkward?

254
00:14:53,976 --> 00:14:55,269
What's that?

255
00:14:55,436 --> 00:14:57,230
[♪♪♪]

256
00:15:01,859 --> 00:15:02,944
[GROANING]

257
00:15:03,152 --> 00:15:05,613
Look, sorry. All that sugar.
My stomach.

258
00:15:05,780 --> 00:15:08,491
I gotta go. Don't follow.

259
00:15:08,658 --> 00:15:10,284
Typical Puny Parker.

260
00:15:10,451 --> 00:15:12,537
Leaves me holding the bag.

261
00:15:12,703 --> 00:15:14,622
Uh, no offense, girls.

262
00:15:14,789 --> 00:15:16,791
[♪♪♪]

263
00:15:25,967 --> 00:15:28,803
Ah, the old stomping grounds.

264
00:15:28,970 --> 00:15:31,305
Otto? Is that you?

265
00:15:31,472 --> 00:15:32,974
DR. OCTOPUS:
Dr. Twaki.

266
00:15:33,474 --> 00:15:35,560
How nice to see you again.

267
00:15:35,726 --> 00:15:39,188
Now, perhaps you'll recall that
when I was last employed here,

268
00:15:39,355 --> 00:15:43,067
I was at work on a prototype
long-term power source.

269
00:15:43,234 --> 00:15:45,570
The... The Megalo-Pack. But...

270
00:15:45,736 --> 00:15:49,157
My work, and yet, when I departed,

271
00:15:49,323 --> 00:15:51,409
you took possession of it.

272
00:15:51,576 --> 00:15:54,745
Now, in hindsight,
does that seem quite fair?

273
00:15:54,912 --> 00:15:57,999
Aah! It's in R and D. Vault 8.

274
00:15:58,166 --> 00:16:01,085
My lucky number.

275
00:16:04,297 --> 00:16:05,423
Ah...

276
00:16:05,756 --> 00:16:08,926
Like an old friend.

277
00:16:09,093 --> 00:16:11,721
Gangway. Coming through.

278
00:16:11,888 --> 00:16:13,222
DR. OCTOPUS:
Spider-Man.

279
00:16:13,598 --> 00:16:15,892
Hey, doc. Love the new look.

280
00:16:16,058 --> 00:16:18,102
Hand over the device.

281
00:16:18,269 --> 00:16:20,229
I'm thinking, no.

282
00:16:20,396 --> 00:16:22,773
Then you invite your doom.

283
00:16:22,982 --> 00:16:25,568
You're in an enclosed space,
web-stinger.

284
00:16:26,903 --> 00:16:29,489
Where can you hide?

285
00:16:33,826 --> 00:16:35,161
[♪♪♪]

286
00:16:35,495 --> 00:16:36,829
[GROANS]

287
00:16:40,500 --> 00:16:45,505
You will suffer for this indignity,
Spider-Man.

288
00:16:47,340 --> 00:16:49,675
Hi. In a hurry, being chased
by multi-armed guy.

289
00:16:49,842 --> 00:16:51,177
Wants this. What is it?

290
00:16:51,344 --> 00:16:54,639
The Megalo-Pack. A power source.
Holds a sizable charge

291
00:16:54,847 --> 00:16:56,140
for years at a time.

292
00:16:56,349 --> 00:16:58,559
Oh, duh. Thanks.
You should hide now.

293
00:16:58,726 --> 00:17:00,728
DR. OCTOPUS:
Spider-Man!

294
00:17:02,063 --> 00:17:04,315
PETER:
<i>Old daddy longlegs needs power.</i>

295
00:17:04,482 --> 00:17:08,569
<i>Which explains his alarm back at
OsCorp and why he took off so fast.</i>

296
00:17:08,736 --> 00:17:12,031
<i>So all I have to do is play keep-away
until his tank's on empty.</i>

297
00:17:12,198 --> 00:17:13,991
<i>No sweat.</i>

298
00:17:14,200 --> 00:17:15,952
[GRUNTING]

299
00:17:18,538 --> 00:17:21,874
Okay. Unh. Maybe a little sweat.

300
00:17:22,542 --> 00:17:24,877
Quiet! We're finally getting started.

301
00:17:25,044 --> 00:17:27,088
ANNOUNCER [ON SCREEN]:
<i>After hours of delay,</i>

302
00:17:27,672 --> 00:17:29,090
<i>we have lift-off.</i>

303
00:17:29,257 --> 00:17:30,758
Go, Johnny!

304
00:17:30,967 --> 00:17:32,385
That's my boy.

305
00:17:32,552 --> 00:17:35,721
Uh, uh, uh... Stop that, Miss Brant.
I'm a married man.

306
00:17:36,597 --> 00:17:37,848
[GROANING]

307
00:17:38,057 --> 00:17:39,058
[♪♪♪]

308
00:17:39,225 --> 00:17:41,394
WOMAN: Look out.
Man. Watch out.

309
00:17:42,353 --> 00:17:45,022
And now back to
our regularly-scheduled chaos.

310
00:17:45,231 --> 00:17:46,899
[CROWD CLAMORING
AND SCREAMING]

311
00:18:00,246 --> 00:18:02,373
PETER:
<i>A guy could get used to this.</i>

312
00:18:03,082 --> 00:18:04,417
Thanks for the company.

313
00:18:04,584 --> 00:18:07,253
Love to stay, but I've got
a doctor's appointment.

314
00:18:07,420 --> 00:18:09,422
[GRUNTING AND BELL DINGS]

315
00:18:09,797 --> 00:18:12,550
Doc, your bedside manner stinks.

316
00:18:23,603 --> 00:18:29,400
Hand over the device, you pathetic
four-limbed excuse for a spider.

317
00:18:29,567 --> 00:18:31,277
SPIDER-MAN:
Oh, you sweet-talker you.

318
00:18:42,496 --> 00:18:43,497
Oh!

319
00:18:51,339 --> 00:18:53,341
[♪♪♪]

320
00:19:02,183 --> 00:19:04,435
Don't worry, Spidey, I got your back.
No!

321
00:19:06,354 --> 00:19:07,688
FLASH:
Whoa!

322
00:19:07,980 --> 00:19:09,416
SPIDER-MAN:
Appreciate the help, fanboy.

323
00:19:09,440 --> 00:19:11,817
Keep clear.
You're not pretty enough to save twice.

324
00:19:11,984 --> 00:19:13,194
Right. Right.

325
00:19:13,361 --> 00:19:15,321
Smack him one for me.

326
00:19:15,488 --> 00:19:16,489
[GRUNTS]

327
00:19:17,239 --> 00:19:18,532
Aah!
Liz!

328
00:19:18,699 --> 00:19:20,242
[SHRIEKS]

329
00:19:20,409 --> 00:19:21,452
[TOY SQUEAKS]

330
00:19:21,661 --> 00:19:24,664
I should have seen it sooner,
Spider-Man. You're weak.

331
00:19:24,997 --> 00:19:28,834
You can't bear to see anyone hurt.
I could learn to make an exception.

332
00:19:29,001 --> 00:19:32,880
And your meager thought process
is so transparent:

333
00:19:33,089 --> 00:19:35,549
Stall until his power runs out.

334
00:19:35,716 --> 00:19:39,178
But this pack has another hour
of juice at least.

335
00:19:39,345 --> 00:19:42,848
And think of all the damage
I can do in one hour.

336
00:19:43,015 --> 00:19:45,226
Starting with the girl.

337
00:19:45,434 --> 00:19:46,477
[LIZ SHRIEKS]

338
00:19:48,562 --> 00:19:49,855
[RIDERS SCREAMING]

339
00:19:53,734 --> 00:19:55,152
Choose:

340
00:19:55,319 --> 00:19:57,530
The device or the girl.

341
00:19:58,406 --> 00:19:59,949
[SHRIEKING]

342
00:20:01,701 --> 00:20:03,869
You want it? Then fetch.

343
00:20:05,162 --> 00:20:07,373
Oh, help! Help!

344
00:20:10,042 --> 00:20:11,502
Somebody!

345
00:20:12,211 --> 00:20:14,839
PETER:
<i>Subway to Coney Island: 2 bucks.</i>

346
00:20:15,005 --> 00:20:16,716
<i>Riding turbulence: 6.</i>

347
00:20:16,882 --> 00:20:19,051
<i>Saving Liz Allan: priceless.</i>

348
00:20:22,346 --> 00:20:23,806
Finally, it's mine.

349
00:20:24,014 --> 00:20:25,891
SPIDER-MAN:
You won't get the chance to use it.

350
00:20:26,058 --> 00:20:27,727
Not as long as I'm conscious.

351
00:20:27,893 --> 00:20:29,770
A situation easily remedied.

352
00:20:31,480 --> 00:20:33,399
[♪♪♪]

353
00:20:42,074 --> 00:20:43,409
As I was saying...

354
00:20:44,243 --> 00:20:45,661
[GROANS]

355
00:20:48,706 --> 00:20:50,332
[GROANS]

356
00:20:53,627 --> 00:20:55,546
[♪♪♪]

357
00:20:57,715 --> 00:20:59,717
[GROANS]

358
00:21:01,218 --> 00:21:03,012
[INDISTINCT RADIO CHATTER]

359
00:21:04,930 --> 00:21:06,724
[SIREN BLEEPS]

360
00:21:08,267 --> 00:21:10,311
What's going on?
What's going on?

361
00:21:10,478 --> 00:21:13,063
Are you kidding me?
They're breaking up.

362
00:21:13,230 --> 00:21:15,274
Flash Thompson and Liz Allan,

363
00:21:15,441 --> 00:21:17,818
Midtown's number one
power couple,

364
00:21:17,985 --> 00:21:19,945
are calling it quits.

365
00:21:20,112 --> 00:21:21,781
And it's all your fault.

366
00:21:21,947 --> 00:21:24,158
Dude. Kudos on
the ruthlessness.

367
00:21:24,325 --> 00:21:26,494
What? No. I didn't mean to...

368
00:21:28,496 --> 00:21:30,831
Not now, tiger. Trust me.

369
00:21:32,958 --> 00:21:35,836
Pete. I know it's not the best time,
with the soap opera

370
00:21:36,003 --> 00:21:38,297
and the super-villain
and everything,

371
00:21:38,464 --> 00:21:41,634
but we really need to talk to Harry.
I'm worried about him.

372
00:21:41,801 --> 00:21:42,802
[SIGHS]

373
00:21:42,968 --> 00:21:45,971
Yeah, yeah, okay. Uh...

374
00:21:46,138 --> 00:21:47,473
Where is Harry?

375
00:21:49,600 --> 00:21:51,435
[♪♪♪]

376
00:21:53,604 --> 00:21:57,107
HAMMERHEAD:
<i>I'm talking about the Green Goblin.</i>

377
00:21:57,483 --> 00:22:00,820
The wacko's attacking
the Big Man's operations.

378
00:22:00,986 --> 00:22:02,988
And as far as we can tell,

379
00:22:03,155 --> 00:22:05,866
he's using a lot of OsCorp tech.

380
00:22:06,033 --> 00:22:08,160
My tech has been stolen.

381
00:22:08,327 --> 00:22:10,162
I've lost my top scientist.

382
00:22:10,329 --> 00:22:13,666
My lab's destroyed,
and my projects are at risk.

383
00:22:13,833 --> 00:22:16,335
Why would I be behind all that?

384
00:22:16,502 --> 00:22:18,504
Yeah, yeah, okay.

385
00:22:18,671 --> 00:22:22,174
But the Goblin...
Is a common enemy.

386
00:22:22,341 --> 00:22:25,678
And our common goal
must be to unmask him,

387
00:22:26,262 --> 00:22:28,764
before it's too late.

388
00:22:29,765 --> 00:22:31,809
[♪♪♪]

389
00:22:36,063 --> 00:22:38,065
[♪♪♪]


