1 00:00:18,269 --> 00:00:20,105 - On my order. - Stop. 2 00:00:20,271 --> 00:00:24,818 Kravinoff, the beast is mad with fever. It must be put down. 3 00:00:24,984 --> 00:00:27,445 It can be saved. 4 00:00:27,612 --> 00:00:29,948 We've tried tranquilizer darts. Its hide is too-- 5 00:00:30,115 --> 00:00:31,199 Please. 6 00:00:31,366 --> 00:00:33,576 Sergei Kravinoff needs no tranquilizers... 7 00:00:33,743 --> 00:00:36,246 ...to bring down his prey. 8 00:00:37,122 --> 00:00:39,290 You had better hope you're right. 9 00:01:00,311 --> 00:01:02,981 Oh, no, you don't, my friend. 10 00:01:09,779 --> 00:01:11,948 You need a nap, old man. 11 00:01:44,939 --> 00:01:46,858 Good boy, Gulyadkin. 12 00:01:55,575 --> 00:01:57,577 Sergei, my love. 13 00:01:57,744 --> 00:02:01,706 You were magnificent with that poor rhinoceros. 14 00:02:01,873 --> 00:02:03,917 Do not patronize me, Calypso. 15 00:02:04,083 --> 00:02:07,045 It was, as always, all too easy. 16 00:02:07,212 --> 00:02:10,381 Then perhaps this will brighten your mood. 17 00:02:10,548 --> 00:02:14,761 Another package from our anonymous friend in America. 18 00:02:15,512 --> 00:02:17,305 This new beast is intriguing. 19 00:02:17,972 --> 00:02:24,270 No other creature has this combination of speed, agility and strength. 20 00:02:24,729 --> 00:02:28,775 I am convinced. It is a prey worthy of my prowess. 21 00:02:28,942 --> 00:02:30,735 We will fly to New York... 22 00:02:30,902 --> 00:02:35,949 ...to hunt this Spider-Man. 23 00:04:17,759 --> 00:04:19,761 Hey, Parker. Flash look about done in there? 24 00:04:19,928 --> 00:04:21,262 We got practice. 25 00:04:21,429 --> 00:04:25,516 Cool it, King Kong. Bio's not exactly QB's top subject. 26 00:04:25,683 --> 00:04:28,603 Yeah, does he have a top subject? 27 00:04:28,770 --> 00:04:30,271 - Football. - Football. 28 00:04:32,690 --> 00:04:35,652 Wow, and with no spider-sense. 29 00:04:35,818 --> 00:04:38,613 Come on, Pete, just tell her how you feel. 30 00:04:39,364 --> 00:04:41,866 Gwen, I've been wanting to say... 31 00:04:42,033 --> 00:04:45,370 Hey, Rand, look. Nerd love. 32 00:04:46,371 --> 00:04:48,456 That I'm interning at ESU again. 33 00:04:48,623 --> 00:04:51,209 I heard. I'm so happy for you. 34 00:04:51,376 --> 00:04:53,461 I thought we could head over together. 35 00:04:53,628 --> 00:04:57,048 And maybe score a little cross-town bus privacy for a real talk. 36 00:04:57,215 --> 00:04:58,716 Thank you, thank you, thank you. 37 00:04:58,883 --> 00:05:00,885 I aced that final. I can feel it. 38 00:05:01,052 --> 00:05:03,763 And it's all because I had the world's best tutor... 39 00:05:03,930 --> 00:05:05,306 ...Petey. 40 00:05:07,517 --> 00:05:11,437 Well, I'm just glad I could help. 41 00:05:15,608 --> 00:05:18,403 Hey. You didn't wait for me. 42 00:05:26,744 --> 00:05:29,372 I wasn't sure your grateful pupil would detach herself... 43 00:05:29,539 --> 00:05:31,207 ...in time for you to catch the bus. 44 00:05:31,374 --> 00:05:32,750 There he is. 45 00:05:32,917 --> 00:05:35,003 - Welcome back, Pete. - Thanks. 46 00:05:35,169 --> 00:05:37,255 And thanks for the second chance. 47 00:05:37,422 --> 00:05:40,591 - I promise I won't need a third. - We hope not, Peter. 48 00:05:40,758 --> 00:05:43,720 Pete, this is Debra Whitman. She's the new Eddie. 49 00:05:43,886 --> 00:05:46,931 Hey, Deb. It's nice to be working with you. 50 00:05:47,098 --> 00:05:49,350 I think she prefers Debra. 51 00:05:49,517 --> 00:05:52,437 Speaking of Eddie, I know you two are friends. 52 00:05:52,603 --> 00:05:55,231 - Have you heard from him? - Yeah, I'm worried. 53 00:05:55,398 --> 00:05:57,775 He was right behind me at the Thanksgiving Parade... 54 00:05:57,942 --> 00:05:59,277 ...when that monster-- 55 00:05:59,444 --> 00:06:02,905 Anyway, I haven't seen him since. Do you think--? 56 00:06:03,072 --> 00:06:05,783 Sorry. I don't know where he is. 57 00:06:05,950 --> 00:06:07,869 Believe me, I wish I did. 58 00:06:08,036 --> 00:06:11,205 Curt, this research of yours is stunning. 59 00:06:11,372 --> 00:06:14,959 Kids, this is our new senior fellow, Dr. Miles Warren. 60 00:06:15,126 --> 00:06:17,295 - Miles, this-- - Yes, Gwen Stacy, Peter Parker. 61 00:06:17,462 --> 00:06:20,339 My brother, your biology professor, speaks highly of you both. 62 00:06:20,506 --> 00:06:21,799 Now, about your theories... 63 00:06:21,966 --> 00:06:24,969 ...on lizard DNA's mutagenic application to the human genome. 64 00:06:25,136 --> 00:06:26,804 They mesh perfectly with my work... 65 00:06:26,971 --> 00:06:29,307 ...running computer simulations on mammalian DNA. 66 00:06:29,474 --> 00:06:30,808 Missing a step, of course. 67 00:06:30,975 --> 00:06:33,603 The formula must be electrolyzed to increase potency. 68 00:06:33,770 --> 00:06:35,271 But if we combine our efforts... 69 00:06:35,438 --> 00:06:37,732 ...we could have a working, programmable mutagen-- 70 00:06:37,899 --> 00:06:40,485 That line of research was a dead end, Miles. 71 00:06:40,651 --> 00:06:44,489 Something of an embarrassment, really. Please, just drop it. 72 00:06:46,115 --> 00:06:48,201 If you insist. 73 00:06:52,121 --> 00:06:56,667 I think Liz Allan really is into me. 74 00:06:56,834 --> 00:06:58,127 Gwen too. 75 00:06:59,504 --> 00:07:01,839 Gwen, Liz. Liz, Gwen. 76 00:07:02,006 --> 00:07:05,968 Web-slinging 30 floors up never made me this dizzy. 77 00:07:06,677 --> 00:07:08,513 There you are. 78 00:07:08,679 --> 00:07:11,849 Such agility, such grace. 79 00:07:12,016 --> 00:07:16,020 Truly, prey worthy of Sergei Kravinoff. 80 00:07:54,892 --> 00:07:56,060 Where'd you come from? 81 00:07:56,227 --> 00:07:59,730 Mother Russia, by way of mother Africa. 82 00:07:59,897 --> 00:08:02,567 Two moms and still so ill-behaved? 83 00:08:15,079 --> 00:08:16,747 Look, what's the game here? 84 00:08:17,999 --> 00:08:20,501 Big game. Now be still. 85 00:08:20,668 --> 00:08:25,256 The noblest prey ends the hunt in silent dignity. 86 00:08:25,423 --> 00:08:27,091 Prey? Silent? 87 00:08:27,258 --> 00:08:29,343 Dignity? You don't know me at all. 88 00:08:33,556 --> 00:08:36,601 You cannot shake Sergei Kravinoff so easily. 89 00:08:36,767 --> 00:08:38,936 Hey, Spidey never does anything easy. 90 00:08:39,103 --> 00:08:41,647 Oh, man, now you've got me talking in the third person. 91 00:08:41,814 --> 00:08:43,357 Just for that... 92 00:08:46,611 --> 00:08:48,196 Amazing. 93 00:08:48,362 --> 00:08:51,616 No beast has ever broken the grip of Kravinoff. 94 00:08:51,782 --> 00:08:54,035 Oh, okay, I think I see the confusion. 95 00:08:54,202 --> 00:08:57,872 Not a beast, a spider man, get it? 96 00:09:01,584 --> 00:09:05,630 Always Kravinoff tempers his skills to give his quarry a chance. 97 00:09:05,796 --> 00:09:09,050 At last, Kravinoff can be Kravinoff... 98 00:09:09,217 --> 00:09:11,594 ...and thrill to a true challenge. 99 00:09:12,511 --> 00:09:13,554 Missed. 100 00:09:13,721 --> 00:09:15,640 And missed again. 101 00:09:19,435 --> 00:09:21,646 Okay, point for you. 102 00:09:21,812 --> 00:09:23,814 But proportionate strength of a spider here. 103 00:09:23,981 --> 00:09:26,108 - I'll snap this thing and-- - Don't bother. 104 00:09:26,275 --> 00:09:29,779 This blow dart is tipped with a paralyzing poison. 105 00:09:29,946 --> 00:09:33,783 It will all be over soon. 106 00:09:40,790 --> 00:09:41,832 What is this? 107 00:09:41,999 --> 00:09:45,086 Just a little sample of my spectacular spider powers, chief. 108 00:09:45,253 --> 00:09:46,796 Here's another. 109 00:10:09,193 --> 00:10:11,612 Okay, the thermals with the hearts were half-price... 110 00:10:11,779 --> 00:10:14,490 ...and do not reflect my very high macho quotient. 111 00:10:33,050 --> 00:10:35,386 You just don't get it. 112 00:10:37,722 --> 00:10:40,516 You're good. Maybe at hunting, you're even the best. 113 00:10:40,683 --> 00:10:43,853 But when it comes to the New York super-powered scene... 114 00:10:44,020 --> 00:10:45,855 ...you're out of your league. 115 00:10:48,566 --> 00:10:49,608 No. 116 00:10:49,775 --> 00:10:53,070 This cannot be happening to Sergei Kravinoff. 117 00:10:53,237 --> 00:10:54,572 Oh, Kravin off. 118 00:10:55,364 --> 00:10:57,491 Look at that guy. 119 00:11:08,210 --> 00:11:10,713 You have need of me, love? 120 00:11:13,591 --> 00:11:14,925 I did not call you. 121 00:11:15,092 --> 00:11:18,095 And yet I am here. 122 00:11:18,596 --> 00:11:19,764 No, Calypso. 123 00:11:19,930 --> 00:11:23,100 Only the hunt may restore my lost honor. 124 00:11:23,267 --> 00:11:24,935 Gulyadkin. 125 00:11:59,303 --> 00:12:01,013 Formula electrolyzed. 126 00:12:01,180 --> 00:12:05,559 Point 02 volts for three seconds. 127 00:12:06,894 --> 00:12:08,479 Increased cell division. 128 00:12:09,021 --> 00:12:11,232 I'm as close to adapting Dr. Connors' mutagen... 129 00:12:11,399 --> 00:12:13,859 ...to mammalian DNA as I can come... 130 00:12:14,026 --> 00:12:16,570 ...without a test subject. 131 00:12:26,330 --> 00:12:27,665 He has been here. 132 00:12:28,040 --> 00:12:29,500 What is this place? 133 00:12:29,667 --> 00:12:31,585 My laboratory. 134 00:12:31,752 --> 00:12:34,255 What a magnificent specimen. 135 00:12:34,839 --> 00:12:35,923 Yours, I presume? 136 00:12:36,090 --> 00:12:38,843 Gulyadkin is no man's property. 137 00:12:39,009 --> 00:12:43,097 These spiders, they do not exist in the natural world. 138 00:12:43,264 --> 00:12:46,809 Genetically altered to combine traits from multiple species. 139 00:12:46,976 --> 00:12:49,270 - You can do that? - I can. 140 00:12:49,437 --> 00:12:51,605 Then you created the Spider-Man. 141 00:12:52,690 --> 00:12:56,485 Yes, I gave Spider-Man his powers. 142 00:12:56,652 --> 00:13:00,364 Powers, yes. That is how he beat me. 143 00:13:00,531 --> 00:13:04,452 The only reason he beat me. Give me powers. 144 00:13:04,618 --> 00:13:07,288 Spider-Man paid handsomely for his. 145 00:13:10,207 --> 00:13:14,545 Why should I pay for what I can take? 146 00:13:14,712 --> 00:13:17,089 You'll have no idea what I'm doing to you. 147 00:13:17,256 --> 00:13:18,549 Would you really trust me... 148 00:13:18,716 --> 00:13:22,636 ...if it weren't in my self-interest to succeed? 149 00:13:24,847 --> 00:13:28,392 Winding down the fourth quarter of the state championship... 150 00:13:28,559 --> 00:13:31,562 ...Mustangs are down by five as Woodoak runs out the clock. 151 00:13:32,021 --> 00:13:35,941 Say, hey, what do you say Midtown will come back today 152 00:13:36,108 --> 00:13:39,904 Go, Mustangs! Defense! 153 00:13:41,030 --> 00:13:43,491 Man, I love spectator sports. 154 00:13:43,657 --> 00:13:45,993 Hey, Petey. Is that the new camera? 155 00:13:46,160 --> 00:13:49,914 Yep, paid for with the advance from my exclusive deal with the Bugle. 156 00:13:50,080 --> 00:13:53,584 Peter. Did I hear you say you're taking pictures for the Bugle? 157 00:13:57,213 --> 00:13:59,757 Liz, you can't want to be in the paper that badly. 158 00:13:59,924 --> 00:14:01,759 Geekitude is contagious. 159 00:14:02,426 --> 00:14:04,595 I don't mind catching what Petey's got. 160 00:14:07,389 --> 00:14:10,226 Gorillas fumble! 161 00:14:12,186 --> 00:14:14,021 King Kong recovers. 162 00:14:14,188 --> 00:14:17,191 Midtown's ball with 30 seconds on the clock. 163 00:14:21,654 --> 00:14:23,614 Thompson to Robertson. 164 00:14:26,992 --> 00:14:29,453 Out of bounds at the 50, 12 seconds. 165 00:14:29,620 --> 00:14:31,288 Rand, Rand, he's our man 166 00:14:31,455 --> 00:14:33,249 Rand, Rand, he's my man 167 00:14:33,415 --> 00:14:35,459 Gold ninety. Gold ninety. 168 00:14:35,626 --> 00:14:36,752 Hut-hut. 169 00:14:36,919 --> 00:14:40,297 Come on, Flash, you can do it. Can't believe I just said that. 170 00:14:43,884 --> 00:14:46,178 Flash Thompson unleashes the bomb. 171 00:14:46,345 --> 00:14:49,598 And Brown catches it! The Mustangs win state! 172 00:14:49,765 --> 00:14:51,934 The Mustangs win state! 173 00:14:52,101 --> 00:14:54,144 Wait. Thompson's down. 174 00:14:54,311 --> 00:14:55,980 Flash? 175 00:14:56,605 --> 00:14:58,482 Flash. 176 00:15:00,693 --> 00:15:03,696 Here's the last of your down payment, doctor. 177 00:15:03,862 --> 00:15:06,740 The rest comes when I get what I need. 178 00:15:06,907 --> 00:15:12,329 And if I don't, Gulyadkin makes the final payment. 179 00:15:14,123 --> 00:15:16,166 There's no need for melodrama. 180 00:15:20,671 --> 00:15:24,091 The mutagen was compounded to your specifications. 181 00:15:24,258 --> 00:15:26,427 One more jolt... 182 00:15:33,183 --> 00:15:36,353 ...and you're a new man. 183 00:15:41,317 --> 00:15:43,152 I feel nothing. 184 00:15:43,777 --> 00:15:46,989 Days of treatments and still nothing. 185 00:15:47,156 --> 00:15:50,492 You dare try to fool Kravinoff? Admit it. 186 00:15:50,659 --> 00:15:54,622 You are in league with Spider-Man. His scent is all over this lab. 187 00:15:54,788 --> 00:15:56,373 You can smell him? 188 00:16:20,064 --> 00:16:22,733 I believe I'm owed an apology, Kravinoff. 189 00:16:22,900 --> 00:16:24,485 Call me Kraven. 190 00:16:24,902 --> 00:16:27,946 Kraven the Hunter. 191 00:16:32,409 --> 00:16:35,871 It's not like I want bad things to happen to Flash. 192 00:16:36,038 --> 00:16:38,082 Well, not super bad things. 193 00:16:38,248 --> 00:16:41,377 Well, at least not super bad things that make Liz forget I exist. 194 00:16:42,711 --> 00:16:45,673 And why stress over Liz anyway? I'm into Gwen. 195 00:16:46,674 --> 00:16:48,175 Right? 196 00:16:54,598 --> 00:16:55,724 Hey, I know that getup. 197 00:16:56,100 --> 00:16:58,268 Kravinoff, is that you?. 198 00:17:01,271 --> 00:17:03,607 You can call me Kraven now. 199 00:17:04,858 --> 00:17:07,611 I could call you a lot of things. What happened to you? 200 00:17:07,778 --> 00:17:09,613 Same as happened to you. 201 00:17:09,780 --> 00:17:12,950 Except Kraven pay for higher class of DNA. 202 00:17:13,117 --> 00:17:15,953 - You paid to do that to yourself? - Of course. 203 00:17:16,120 --> 00:17:19,123 Now Kraven climb and leap like leopard... 204 00:17:19,289 --> 00:17:21,125 ...run fast as cheetah... 205 00:17:21,291 --> 00:17:23,961 ...and possess strength of lion. 206 00:17:33,637 --> 00:17:34,763 Don't get any ideas. 207 00:17:34,930 --> 00:17:38,434 Before, your powers gave advantage. 208 00:17:38,600 --> 00:17:44,898 But Kraven has levelled the field, and you will fall like any prey. 209 00:17:45,065 --> 00:17:46,525 Hate to break it to you, tabby. 210 00:17:46,692 --> 00:17:49,069 You're not my first genetic experiment gone wrong. 211 00:17:49,236 --> 00:17:51,822 Just the first that smells like a litter box. 212 00:17:51,989 --> 00:17:54,324 All I smell is fear. 213 00:18:10,466 --> 00:18:11,550 Perfect. 214 00:18:11,717 --> 00:18:13,343 Hang on. Gotta take this. 215 00:18:13,510 --> 00:18:15,971 - Liz? - Oh, Petey, thank goodness. 216 00:18:16,138 --> 00:18:18,056 Flash is in surgery, and I'm freaking out. 217 00:18:18,223 --> 00:18:20,809 Can you come to Manhattan General? 218 00:18:21,518 --> 00:18:23,020 I'm in the middle of something. 219 00:18:23,187 --> 00:18:26,148 Please, Petey. I really need you. 220 00:18:26,315 --> 00:18:27,983 You do? Okay. 221 00:18:28,150 --> 00:18:30,360 Soon as I can, I promise. 222 00:18:31,695 --> 00:18:32,738 Thanks, Petey. 223 00:18:32,905 --> 00:18:35,157 Oh, Flash's parents are here. Gotta go, bye. 224 00:18:35,616 --> 00:18:38,368 Yeah, she's gotta go. 225 00:18:40,287 --> 00:18:43,540 That's it. I've had enough of gorillas for one night. 226 00:18:43,707 --> 00:18:45,918 This one's for Flash. 227 00:18:46,710 --> 00:18:48,879 Can't believe I just thought that. 228 00:19:12,736 --> 00:19:14,738 Here, kitty, kitty. 229 00:19:14,905 --> 00:19:17,115 Wish I was playing hide and seek with Black Cat. 230 00:19:17,282 --> 00:19:19,034 I so prefer my felines female. 231 00:19:47,104 --> 00:19:49,439 Yeah, the werewolf look was passé. 232 00:19:49,606 --> 00:19:52,734 But the mummy thing, pure gold. 233 00:20:24,391 --> 00:20:27,102 Now you're mine, prey. 234 00:20:27,269 --> 00:20:29,438 Sorry, who's the prey? 235 00:20:34,276 --> 00:20:35,861 Take that, pussycat. 236 00:20:36,028 --> 00:20:38,655 A lesson in humility, courtesy of the original... 237 00:20:38,822 --> 00:20:42,200 ...and still number one genetic misfit, me. 238 00:20:59,092 --> 00:21:00,302 Liz. 239 00:21:01,470 --> 00:21:02,846 Petey. 240 00:21:03,013 --> 00:21:04,514 Are you okay? 241 00:21:04,681 --> 00:21:05,849 I'm fine. 242 00:21:06,016 --> 00:21:08,185 But Flash is still in surgery. 243 00:21:08,352 --> 00:21:13,106 I know you two aren't exactly close, but if you'd just sit with me... 244 00:21:13,273 --> 00:21:15,817 Sure, as long as it takes. 245 00:21:15,984 --> 00:21:17,402 Thanks. 246 00:21:17,569 --> 00:21:19,863 I'm so glad you-- 247 00:21:20,030 --> 00:21:21,198 Well, he did great. 248 00:21:21,365 --> 00:21:22,991 There's every reason to be hopeful. 249 00:21:23,158 --> 00:21:25,535 But we won't know how the knee will heal for months. 250 00:21:25,702 --> 00:21:26,954 He'll wake soon. 251 00:21:27,120 --> 00:21:29,122 Immediate family only. 252 00:21:34,211 --> 00:21:35,879 Calypso? 253 00:21:36,046 --> 00:21:38,882 This change, it-- 254 00:21:39,508 --> 00:21:41,843 The eyes suit you, love. 255 00:21:42,594 --> 00:21:45,889 The hunt is not over. 256 00:21:46,056 --> 00:21:47,724 Glad to hear it. 257 00:21:47,891 --> 00:21:52,688 Our anonymous American friend now has a name of sorts. 258 00:21:52,854 --> 00:21:54,856 I'm called the Master Planner. 259 00:21:55,023 --> 00:21:56,858 And I was wondering... 260 00:21:57,025 --> 00:22:02,030 ...how do you feel about hunting in packs?