1
00:00:00,400 --> 00:00:02,835
??

2
00:00:04,571 --> 00:00:07,839
[grunts]
What's going on?

3
00:00:07,874 --> 00:00:11,476
Don't worry, Miles.
Everything's going to be okay.

4
00:00:11,511 --> 00:00:14,246
Oh, Spidey!
Oh, no! You're stuck too?

5
00:00:14,281 --> 00:00:16,815
Wait. I remember now.

6
00:00:16,850 --> 00:00:19,584
Everyone in the city
got spider powers, and then...

7
00:00:19,619 --> 00:00:22,220
Oh, Spidey! I've run
some hypothetical sequences,

8
00:00:22,255 --> 00:00:23,755
and I think
there's a good chance

9
00:00:23,790 --> 00:00:26,258
the people with powers
could turn into Spider-Monsters.

10
00:00:26,293 --> 00:00:29,061
[chittering]
[Spider-Man] Yeah, that's kind of old news.

11
00:00:29,096 --> 00:00:32,230
Let me save you the trouble.
Not only have the people become monsters,

12
00:00:32,265 --> 00:00:35,567
but they're being controlled
by the Jackal. That I do know.

13
00:00:35,602 --> 00:00:39,004
Since he was the one
who caught me off guard. My head is still aching.

14
00:00:39,039 --> 00:00:43,508
Well, it's time
we caught him off guard. [grunts]

15
00:00:43,543 --> 00:00:45,510
If we can activate
the web dissolvent in our shooters,

16
00:00:45,545 --> 00:00:47,612
we should be able to...
[web shooter deploys]

17
00:00:47,647 --> 00:00:50,115
[grunts]
crawl up to the air ducts undetected.

18
00:00:50,150 --> 00:00:52,717
[grunts]
Right. Good thinking.

19
00:00:52,752 --> 00:00:56,254
I just gotta be careful
not to dissolve too much... [web shooters deploying]

20
00:00:56,289 --> 00:00:58,590
[screams, grunts]
webbing.

21
00:00:58,625 --> 00:01:00,926
[screeching, growling]
Uh-oh.

22
00:01:00,961 --> 00:01:02,928
Out of the frying pan...

23
00:01:02,963 --> 00:01:06,065
And into a den
of hungry Spider-Monsters!

24
00:01:17,277 --> 00:01:18,777
[growling, screeching]

25
00:01:18,812 --> 00:01:21,213
I go unconscious
just for a little bit,

26
00:01:21,248 --> 00:01:23,548
and the entire city
turns into Spider-Monsters?

27
00:01:23,583 --> 00:01:26,585
They're hideous!
Don't judge. Maybe in Spider-Monster World,

28
00:01:26,620 --> 00:01:29,554
they're considered
very attractive. [grunts]

29
00:01:29,589 --> 00:01:32,557
There's too many of them!
We gotta get outta here!

30
00:01:32,592 --> 00:01:37,062
[grunts]
Problem is, here is the same as out there.

31
00:01:37,097 --> 00:01:39,397
Jackal's army has taken over
the entire city. [growling]

32
00:01:39,432 --> 00:01:42,234
[laughing]
[gasps]

33
00:01:42,269 --> 00:01:44,636
That's right, Spider-Man.

34
00:01:44,671 --> 00:01:47,072
[chittering]
The entire city is mine!

35
00:01:47,107 --> 00:01:49,574
Stop your gloating.
[grunts] [grunts]

36
00:01:49,609 --> 00:01:54,479
To think Raymond Warren couldn't
even get a job in this town.

37
00:01:54,514 --> 00:01:56,581
And now I'm its ruler!

38
00:01:56,616 --> 00:01:58,783
[both grunting]

39
00:01:58,818 --> 00:02:01,620
Is that why you transformed
everyone into monsters?

40
00:02:01,655 --> 00:02:04,356
'Cause you knew normal people
would be out of their minds to follow you?

41
00:02:04,391 --> 00:02:07,859
Oh, I didn't create them
for their minds.

42
00:02:07,894 --> 00:02:10,629
I created them
for their strength.

43
00:02:10,664 --> 00:02:12,364
Destroy them!

44
00:02:13,733 --> 00:02:15,100
[grunts]

45
00:02:15,135 --> 00:02:17,369
Aah!
[groans]

46
00:02:17,404 --> 00:02:19,337
[growling, screeching]

47
00:02:19,372 --> 00:02:22,307
Come on! That decoy
will only distract them for a moment.

48
00:02:22,342 --> 00:02:24,543
Harry?
What are you doing here?

49
00:02:24,578 --> 00:02:26,712
Saving you. With some of
Horizon's hologram tech.

50
00:02:28,682 --> 00:02:31,783
Come on. Let's go.
You came back for us.

51
00:02:31,818 --> 00:02:34,719
Does that mean
we're cool, then? Don't jump to conclusions, Pete.

52
00:02:34,754 --> 00:02:36,955
"Pete"? He knows
who you are?

53
00:02:36,990 --> 00:02:39,158
Boy, a lot can happen
when you're stuck in a cocoon.

54
00:02:41,194 --> 00:02:43,361
[Jackal]
It's not real, you fools!

55
00:02:43,396 --> 00:02:46,164
Secure the prisoners!

56
00:02:46,199 --> 00:02:48,200
Time to go!

57
00:02:48,235 --> 00:02:50,302
[screeching, growling]

58
00:02:50,337 --> 00:02:53,805
[growls]
Devour the intruders!

59
00:02:53,840 --> 00:02:55,707
[grunts]

60
00:02:55,742 --> 00:02:57,809
[Spider-Man]
That's an exit line if I ever heard one.

61
00:02:57,844 --> 00:02:59,811
And I've heard
a lot of 'em.

62
00:02:59,846 --> 00:03:02,080
[growling]
Easy, my pets.

63
00:03:02,115 --> 00:03:04,983
[chittering]
The tracer I placed on that glider

64
00:03:05,018 --> 00:03:08,120
should lead us
right to them.

65
00:03:10,290 --> 00:03:12,824
Where we headed?
Horizon has an underground lab

66
00:03:12,859 --> 00:03:14,859
that hasn't been discovered
by the monsters.

67
00:03:14,894 --> 00:03:17,829
Anya's there
tending to my dad. Your blood cured him,

68
00:03:17,864 --> 00:03:19,831
but he's been unconscious
ever since.

69
00:03:19,866 --> 00:03:21,433
I'm sorry, Harry.

70
00:03:21,468 --> 00:03:24,369
Let's just stay focused
on saving the city.

71
00:03:25,572 --> 00:03:27,139
[beeps]

72
00:03:29,643 --> 00:03:32,611
How is he?
Still unresponsive.

73
00:03:32,646 --> 00:03:35,080
The cure seems to have worked,
but the shock of receiving

74
00:03:35,115 --> 00:03:38,049
Spider-Man's radioactive blood
was too much for his system.

75
00:03:38,084 --> 00:03:41,853
Will that happen to everyone
who gets the cure? Not necessarily.

76
00:03:41,888 --> 00:03:45,423
If I can synthesize
your blood and remove the dangerous blood cells,

77
00:03:45,458 --> 00:03:48,126
it could eliminate
the side effects. How do we start?

78
00:03:48,161 --> 00:03:51,429
Well, more of your blood
wouldn't hurt.

79
00:03:51,464 --> 00:03:53,765
If we're gonna make
enough cure for the entire city,

80
00:03:53,800 --> 00:03:55,467
I'll take as much
as you can safely give.

81
00:03:55,502 --> 00:03:57,135
Sure thing.

82
00:03:57,170 --> 00:03:59,738
Don't forget what happens
when a person gives blood.

83
00:03:59,773 --> 00:04:02,707
Good point. It'll leave me
in a weakened state.

84
00:04:02,742 --> 00:04:04,776
But I think
we're safe down here.

85
00:04:04,811 --> 00:04:08,146
I meant you get
a cookie, but, uh, yeah, that's a good point too.

86
00:04:08,181 --> 00:04:11,750
Hey, could one of you
hook Norman up to the monitor in the adjoining lab

87
00:04:11,785 --> 00:04:13,785
so we can
set Spidey up here?

88
00:04:26,166 --> 00:04:27,799
Mm...

89
00:04:29,836 --> 00:04:31,770
Okay. I've
recreated the cure

90
00:04:31,805 --> 00:04:34,572
using the synthesized blood
and what was left of my serum.

91
00:04:34,607 --> 00:04:37,342
Now we can mass-produce it
without any fear of side effects.

92
00:04:37,377 --> 00:04:40,945
[sighs]
Great. Now what?

93
00:04:40,980 --> 00:04:43,982
Now you rest.
I'll check how the data readings

94
00:04:44,017 --> 00:04:46,318
are turning out
with Norman's tests.

95
00:04:51,291 --> 00:04:53,858
I really am sorry, Harry.

96
00:04:53,893 --> 00:04:56,261
Why did you
keep this from me?

97
00:04:56,296 --> 00:04:58,263
You're supposed to be
my best friend.

98
00:04:58,298 --> 00:05:00,999
And your dad's
my worst enemy.

99
00:05:01,034 --> 00:05:04,035
I guess I just felt
that if you knew, you'd be put in a position to choose,

100
00:05:04,070 --> 00:05:06,037
and... I didn't think
that was fair to you.

101
00:05:06,072 --> 00:05:08,106
Well, I've got news
for you, Pete.

102
00:05:08,141 --> 00:05:11,776
That may be
what you tell yourself, but it's not the truth.

103
00:05:11,811 --> 00:05:14,079
You may be right.

104
00:05:15,982 --> 00:05:19,384
I guess the truth is--
This isn't about you, Harry.

105
00:05:19,419 --> 00:05:21,553
It's also about Aunt May,

106
00:05:21,588 --> 00:05:25,156
about my friends at Horizon,
about everyone that's close to me.

107
00:05:25,191 --> 00:05:27,692
Because if my enemies
ever found out my secret,

108
00:05:27,727 --> 00:05:30,195
everything and everybody
I care about could be destroyed.

109
00:05:30,230 --> 00:05:34,632
Well, Spider-Man's done
a fine job of destroying my life since the day he arrived,

110
00:05:34,667 --> 00:05:37,135
so it hasn't made
a bit of difference whether I know or not.

111
00:05:37,170 --> 00:05:39,337
You even got me booted
from Horizon High.

112
00:05:39,372 --> 00:05:41,973
I told you,
I had nothing to do with that.

113
00:05:42,008 --> 00:05:45,844
Look, I couldn't tell you before
without revealing my secret, but...

114
00:05:45,879 --> 00:05:49,647
I saw security footage
of your dad and Spencer Smythe

115
00:05:49,682 --> 00:05:51,916
discussing their plan
to get you suspended from Horizon.

116
00:05:51,951 --> 00:05:53,852
Oh.
[chuckles]

117
00:05:53,887 --> 00:05:55,887
Where is this footage?

118
00:05:55,922 --> 00:05:59,758
It was destroyed
in the Oz Academy fire the day the Jackal attacked.

119
00:05:59,793 --> 00:06:03,728
Oh, great.
And I can't very well ask my father about it now, can I?

120
00:06:03,763 --> 00:06:05,930
'Cause your blood
left him unconscious!

121
00:06:05,965 --> 00:06:09,501
My blood is what cured him!
[thud]

122
00:06:09,536 --> 00:06:11,035
[thudding]

123
00:06:11,070 --> 00:06:12,637
[Harry]
They found us! [screeching]

124
00:06:13,706 --> 00:06:15,440
Protect your dad.

125
00:06:15,475 --> 00:06:17,442
I'll save the cure!
[grunts]

126
00:06:17,477 --> 00:06:20,912
[groans]
You're in no condition to fight.

127
00:06:20,947 --> 00:06:24,115
I just need time
to recover. [thudding continues]

128
00:06:24,150 --> 00:06:25,917
Don't worry.

129
00:06:25,952 --> 00:06:27,118
[screeching]

130
00:06:27,153 --> 00:06:30,121
You're not the only one
who can defend us.

131
00:06:30,156 --> 00:06:31,856
[grunting]

132
00:06:31,891 --> 00:06:34,292
[screeching]

133
00:06:36,262 --> 00:06:39,264
[grunting continues]
[screeching continues]

134
00:06:40,467 --> 00:06:41,433
[cries out]
Harry!

135
00:06:41,468 --> 00:06:44,068
[grunts, groans]

136
00:06:44,103 --> 00:06:45,303
[roaring]

137
00:06:45,338 --> 00:06:47,105
[grunting]

138
00:06:47,140 --> 00:06:48,440
[roaring continues]

139
00:06:48,475 --> 00:06:51,242
[Harry straining]
Oh, whoa. So dizzy.

140
00:06:51,277 --> 00:06:52,411
[screeches]

141
00:06:54,147 --> 00:06:55,313
The cure!

142
00:06:55,348 --> 00:06:56,648
[screeches]

143
00:06:56,683 --> 00:06:58,049
[grunts]

144
00:06:58,084 --> 00:06:59,784
Eyes still blurry.

145
00:06:59,819 --> 00:07:01,286
Looks like there's three of you.

146
00:07:01,321 --> 00:07:04,122
[grunts]

147
00:07:04,157 --> 00:07:06,758
There are three of them.
And more coming!

148
00:07:06,793 --> 00:07:07,992
[screeching]
Huh?

149
00:07:08,027 --> 00:07:09,627
[grunts]
[thud]

150
00:07:09,662 --> 00:07:11,963
[grunting]
[screeching]

151
00:07:12,966 --> 00:07:14,566
[grunts, groans]

152
00:07:14,601 --> 00:07:17,235
Anya, you all right?
I'm okay.

153
00:07:17,270 --> 00:07:21,006
Good, 'cause we're gonna need
all the help we can get.

154
00:07:22,642 --> 00:07:24,142
[growling]

155
00:07:24,177 --> 00:07:25,944
Quick, in there!

156
00:07:25,979 --> 00:07:28,013
[web shooters deploying]

157
00:07:29,215 --> 00:07:31,649
[roars]

158
00:07:31,684 --> 00:07:33,852
[thudding]
Anybody got any ideas?

159
00:07:33,887 --> 00:07:36,254
[Miles]
I've got one. [screeching]

160
00:07:36,289 --> 00:07:38,022
Eat cure, ugly.

161
00:07:38,057 --> 00:07:39,491
[groaning weakly]

162
00:07:39,526 --> 00:07:42,093
[screeches, growls]

163
00:07:42,128 --> 00:07:44,028
[Spider-Man]
What was that?

164
00:07:44,063 --> 00:07:47,198
I took half of the cure
into this lab so we could produce it faster.

165
00:07:47,233 --> 00:07:49,434
Oh, my gosh,
I could kiss you!

166
00:07:49,469 --> 00:07:53,171
[sheepish chuckling]
[Spider-Man] Let's not celebrate just yet.

167
00:07:53,206 --> 00:07:55,673
Those Spider-Monsters
are gonna find another way in.

168
00:07:55,708 --> 00:07:57,809
And we need to get the cure out
to the whole city.

169
00:07:57,844 --> 00:08:01,212
And you need
to have another cookie. No argument here.

170
00:08:01,247 --> 00:08:03,314
I think I've earned one too.

171
00:08:03,349 --> 00:08:05,984
Can we focus, please?
We may have a cure,

172
00:08:06,019 --> 00:08:07,986
but it's only half
of what we planned on.

173
00:08:08,021 --> 00:08:11,322
So every shot counts.
And with only one injector gun,

174
00:08:11,357 --> 00:08:14,025
we're gonna have to
find new ways to administer it effectively.

175
00:08:14,060 --> 00:08:16,728
Then let's get creative.

176
00:08:20,867 --> 00:08:23,735
[crackling]
These web pellets

177
00:08:23,770 --> 00:08:26,204
should enable us
to hit the monsters without getting too close.

178
00:08:26,239 --> 00:08:28,706
And since those of us
with organic web shooters

179
00:08:28,741 --> 00:08:32,176
don't have the luxury
of web pellets, I'll use the injector gun.

180
00:08:32,211 --> 00:08:35,046
I can use these.
Whoa! Those are the bombs

181
00:08:35,081 --> 00:08:36,981
that were stolen
from your Horizon locker.

182
00:08:37,016 --> 00:08:39,918
These are containment capsules
for storing volatile liquids.

183
00:08:39,953 --> 00:08:43,187
When you're ready to release the
contents, you just change the density setting of the casing.

184
00:08:43,222 --> 00:08:45,023
Sounds like a bomb to me.

185
00:08:45,058 --> 00:08:47,992
Fine. Call 'em "cure bombs,"
if you want.

186
00:08:48,027 --> 00:08:50,595
But they'll do the job.
Then let's get going.

187
00:08:50,630 --> 00:08:52,830
Wait. Are you sure
my dad's secure?

188
00:08:52,865 --> 00:08:57,202
I've placed him in a protective
life-support capsule until we get back.

189
00:09:01,040 --> 00:09:03,041
Wish me luck, Dad.

190
00:09:04,644 --> 00:09:06,611
[Norman, weakly]
Harry...

191
00:09:06,646 --> 00:09:10,048
Dad? Dad,
don't try to talk.

192
00:09:10,083 --> 00:09:13,551
Just rest.
You're gonna be okay.

193
00:09:13,586 --> 00:09:16,254
We've got the cure,
and we're gonna stop the Jackal once and for all.

194
00:09:16,289 --> 00:09:19,157
[grunts weakly]

195
00:09:21,094 --> 00:09:23,695
I'm proud of you, son.

196
00:09:23,730 --> 00:09:27,098
You're becoming the hero
I knew you could be.

197
00:09:28,935 --> 00:09:31,136
Thanks, Dad.

198
00:09:32,739 --> 00:09:34,906
Let's do this.

199
00:09:39,779 --> 00:09:42,146
[Spider-Man]
Congratulations, New York.

200
00:09:42,181 --> 00:09:45,450
It's time for your
complete makeover.

201
00:09:45,485 --> 00:09:48,453
[Spider-Monsters chittering]

202
00:09:48,488 --> 00:09:50,088
[grunts]

203
00:09:50,123 --> 00:09:51,623
[screeches]

204
00:09:52,792 --> 00:09:54,125
[groans]

205
00:09:54,160 --> 00:09:57,095
Hands in the air, monster!
All six of them!

206
00:09:57,130 --> 00:09:58,096
[roaring]
[grunts]

207
00:09:58,131 --> 00:10:00,264
[screeching]

208
00:10:00,299 --> 00:10:02,600
[groaning]

209
00:10:02,635 --> 00:10:04,135
[groans]

210
00:10:04,170 --> 00:10:06,538
Don't worry.
Nightmare's over.

211
00:10:11,511 --> 00:10:13,945
Winds up, and...

212
00:10:13,980 --> 00:10:16,514
cure ball to the outside!

213
00:10:16,549 --> 00:10:18,550
[growling weakly]

214
00:10:25,658 --> 00:10:28,192
Well, I-I can't think
of anything quippy!

215
00:10:28,227 --> 00:10:31,062
[chitters, roars]

216
00:10:32,532 --> 00:10:34,298
[screeches]

217
00:10:34,333 --> 00:10:38,737
Oh, I thought of a qui--
Ah, too late.

218
00:10:39,839 --> 00:10:41,205
[chittering]

219
00:10:41,240 --> 00:10:43,508
[grunts]

220
00:10:43,543 --> 00:10:45,109
[grunts]

221
00:10:45,144 --> 00:10:47,712
The cure's working,
but we're barely making a dent.

222
00:10:47,747 --> 00:10:50,948
There are too many of them.
We need a faster way to do this.

223
00:10:50,983 --> 00:10:54,652
What about the dispersal unit
Norman used when he was the Stealth Spider?

224
00:10:54,687 --> 00:10:57,722
You mean the one he tried
to poison the city with?

225
00:10:57,757 --> 00:10:59,724
We don't know that's what
he was trying to do.

226
00:10:59,759 --> 00:11:02,994
And even if he was,
he was probably under the Jackal's control.

227
00:11:03,029 --> 00:11:06,664
Either way, do you think
your dad could help us build one to cure the city?

228
00:11:06,699 --> 00:11:08,666
I don't think so.

229
00:11:08,701 --> 00:11:11,469
The transfusion has left him
incredibly weak.

230
00:11:11,504 --> 00:11:14,305
But if my dad can make one,
so can I.

231
00:11:14,340 --> 00:11:16,541
I just need to get
to my equipment at Oz Academy.

232
00:11:16,576 --> 00:11:19,143
Wait. We have to go back
to Oz Academy?

233
00:11:19,178 --> 00:11:23,147
How are we gonna do that?
The place is crawling with monsters.

234
00:11:23,182 --> 00:11:25,183
I know a way.

235
00:11:28,755 --> 00:11:30,988
[Miles]
I don't know if you know this, but Oz Academy

236
00:11:31,023 --> 00:11:34,058
is at the very top
of the Oscorp building, not at the very bottom.

237
00:11:34,093 --> 00:11:37,261
I know.
But what I'm looking for should help get us up there.

238
00:11:37,296 --> 00:11:41,099
My father feared the spider army
before it even existed.

239
00:11:41,134 --> 00:11:43,067
[beeping]

240
00:11:43,102 --> 00:11:45,937
He tried to prevent it.
In the event he couldn't,

241
00:11:45,972 --> 00:11:47,739
he created something
to fight it.

242
00:11:47,774 --> 00:11:51,442
The spider slayers!
Aww, yeah!

243
00:11:51,477 --> 00:11:53,945
I spent enough time
battling these things from the outside.

244
00:11:53,980 --> 00:11:56,247
Sure is gonna be nice
fighting from the inside.

245
00:11:56,282 --> 00:11:58,916
We should combine
what we have left of the cure

246
00:11:58,951 --> 00:12:00,952
so Harry can load it
into the dispersal unit.

247
00:12:00,987 --> 00:12:03,554
Good idea.
Anything else we need to do?

248
00:12:03,589 --> 00:12:05,223
Yeah. Suit up.

249
00:12:25,812 --> 00:12:28,313
[computers trilling]

250
00:12:31,250 --> 00:12:33,084
Let's go stop some monsters.

251
00:12:33,119 --> 00:12:35,120
[Miles]
Roger that.

252
00:12:40,760 --> 00:12:43,328
Where are the bodies
of the spider men?

253
00:12:45,965 --> 00:12:47,465
[Spider-Man]
Top floor. Swimwear,

254
00:12:47,500 --> 00:12:50,001
sporting goods, and--
oh, yeah-- [gasps, growls]

255
00:12:50,036 --> 00:12:53,471
massive monster beatdowns!

256
00:12:55,541 --> 00:12:57,475
[Spider-Man]
Set your blasters to stun!

257
00:12:57,510 --> 00:12:58,777
Attack!

258
00:13:00,346 --> 00:13:02,446
[screeching, growling]

259
00:13:02,481 --> 00:13:04,682
[Spider-Man]
Aah! Get off, get off, get off!

260
00:13:04,717 --> 00:13:06,651
[Miles]
Oh, I'll do better than that.

261
00:13:08,054 --> 00:13:10,021
[Anya] Save the cure
for the dispersal unit.

262
00:13:10,056 --> 00:13:12,023
We'll need every bit of it.

263
00:13:12,058 --> 00:13:14,358
[Miles]
This is better than video games.

264
00:13:14,393 --> 00:13:16,527
[Harry]
Distract them while I head for the lab!

265
00:13:16,562 --> 00:13:20,832
"Distract them"?
How about I give them a taste of their own webbing?

266
00:13:25,404 --> 00:13:28,206
[Miles]
Hey! Get off me!

267
00:13:28,241 --> 00:13:30,208
[Spider-Man]
"Get off me"? Doesn't that slayer

268
00:13:30,243 --> 00:13:32,443
come equipped
with wittier responses?

269
00:13:32,478 --> 00:13:36,648
No. But it comes equipped
with booster rockets. [beeps]

270
00:13:42,421 --> 00:13:46,057
[grunts] That was not
what I wanted to do. [chittering]

271
00:13:49,395 --> 00:13:51,495
[screeches]
[Anya yells]

272
00:13:51,530 --> 00:13:53,497
[pants]
Thanks.

273
00:13:53,532 --> 00:13:55,567
[grunts]
I owed you for saving me earlier.

274
00:13:57,904 --> 00:13:59,403
I'm in the lab.
[chittering]

275
00:13:59,438 --> 00:14:02,073
Where are those dispensers?
Uh-oh! [screeching]

276
00:14:02,108 --> 00:14:03,541
[grunts]

277
00:14:03,576 --> 00:14:05,677
[chitters, screeches]

278
00:14:08,381 --> 00:14:10,949
[grunts]

279
00:14:12,785 --> 00:14:14,385
[Anya]
Hey!

280
00:14:14,420 --> 00:14:16,487
[screeching]

281
00:14:16,522 --> 00:14:18,489
[alarm blares]
I've lost my left arm!

282
00:14:18,524 --> 00:14:21,893
[grunting]

283
00:14:21,928 --> 00:14:24,095
[laughing]
[Spider-Man] Watch it, Jackal!

284
00:14:24,130 --> 00:14:26,330
This thing's a rental.
Uh-oh! [alarm blaring]

285
00:14:26,365 --> 00:14:28,332
Someone's about
to lose their head!

286
00:14:28,367 --> 00:14:31,168
[yells, grunts]

287
00:14:31,203 --> 00:14:33,371
Guess I'm drivin'
with the top down!

288
00:14:33,406 --> 00:14:36,073
This is the last one
of these combustion funnels,

289
00:14:36,108 --> 00:14:38,743
so we'd better
make this count.

290
00:14:38,778 --> 00:14:40,878
Done!

291
00:14:40,913 --> 00:14:44,148
[suit whirring]

292
00:14:45,818 --> 00:14:48,719
Oh, no! Boosters must've
been damaged in the fight.

293
00:14:48,754 --> 00:14:52,456
I've got it,
but my tech is down!

294
00:14:52,491 --> 00:14:55,359
[screeching]
Package is secure!

295
00:14:55,394 --> 00:14:56,527
[screeching]

296
00:14:56,562 --> 00:14:58,630
[Anya]
Not yet, it isn't.

297
00:15:00,833 --> 00:15:03,401
Fly it up here.
We'll disperse it from the roof.

298
00:15:06,005 --> 00:15:08,306
[screeching]
[grunts]

299
00:15:08,341 --> 00:15:09,807
[grunts]

300
00:15:14,280 --> 00:15:16,280
Nice try, Osborn.
[groans]

301
00:15:16,315 --> 00:15:19,250
But your father
failed to stop me,

302
00:15:19,285 --> 00:15:21,286
and now you will too!

303
00:15:23,923 --> 00:15:26,891
[Spider-Man]
No!

304
00:15:26,926 --> 00:15:30,995
Clever plan,
using the spider slayers, by the way.

305
00:15:31,030 --> 00:15:34,598
[grunting]
[screeching]

306
00:15:34,633 --> 00:15:37,902
[descending whirring]
Huh?

307
00:15:37,937 --> 00:15:42,440
But even Norman Osborn
has a fail-safe against his own creations.

308
00:15:42,475 --> 00:15:45,676
Feeling a little heavy,
Spider-Man?

309
00:15:45,711 --> 00:15:48,846
That's because I cut the power
to your suits.

310
00:15:48,881 --> 00:15:54,485
Turned those precious slayers
into your own personal tombs.

311
00:15:54,520 --> 00:15:56,854
I have to hand it to Norman.
[Spider-Monsters chittering]

312
00:15:56,889 --> 00:16:01,359
Many brilliant things
were created here at the Oscorp building.

313
00:16:01,394 --> 00:16:03,961
Sadly, future generations

314
00:16:03,996 --> 00:16:07,365
will only know it as...
the Oscorp crater!

315
00:16:07,400 --> 00:16:10,267
[trilling]

316
00:16:10,302 --> 00:16:12,603
[computer]
Fifty-nine, 58,

317
00:16:12,638 --> 00:16:14,538
57, 56...
He's gonna blow the building!

318
00:16:14,573 --> 00:16:18,542
...55, 54, 53...
This dwelling has outlasted its use.

319
00:16:18,577 --> 00:16:21,545
...52, 51, 50...
Much like the rest of you.

320
00:16:21,580 --> 00:16:25,449
Good-bye, Spider-Man!

321
00:16:25,484 --> 00:16:27,651
[countdown continues, faint]

322
00:16:27,686 --> 00:16:28,986
[grunts]

323
00:16:29,021 --> 00:16:31,622
I'll have you guys out
in a second.

324
00:16:31,657 --> 00:16:33,992
[grunts]

325
00:16:35,494 --> 00:16:38,196
Don't bother.
I can do it myself.

326
00:16:42,501 --> 00:16:45,669
There's gotta be a way
to shut Jackal's bomb down.

327
00:16:45,704 --> 00:16:48,472
[trilling]
Ugh! If only Gwen were here!

328
00:16:48,507 --> 00:16:51,575
She could probably defuse
this thing faster any of us!

329
00:16:51,610 --> 00:16:54,045
I don't think so.
This has too many encryptions.

330
00:16:54,080 --> 00:16:56,480
It would take a genius
with a lot more time than we have.

331
00:16:56,515 --> 00:16:58,582
Let me give it a shot.

332
00:16:58,617 --> 00:17:01,252
There's no time, Harry.

333
00:17:01,287 --> 00:17:03,587
Oh, and you're smarter
than the rest of us?

334
00:17:03,622 --> 00:17:06,057
No. I'm just saying,
[keyboard clacking]

335
00:17:06,092 --> 00:17:09,326
if we don't get out of here now,
we'll spread it all over the--

336
00:17:09,361 --> 00:17:10,928
the city.

337
00:17:13,132 --> 00:17:15,900
What are you doing?
Grabbing what's left of the cure.

338
00:17:15,935 --> 00:17:19,637
If we can't stop this bomb,
then let's use it to our advantage.

339
00:17:21,407 --> 00:17:23,374
Harry, listen!

340
00:17:23,409 --> 00:17:26,110
An explosion
caused the spider virus to become airborne,

341
00:17:26,145 --> 00:17:29,280
so another explosion
could spread the cure the exact same way.

342
00:17:29,315 --> 00:17:30,915
But what about Oz Academy?

343
00:17:30,950 --> 00:17:33,784
I'm sorry, Harry.
It's our only option.

344
00:17:33,819 --> 00:17:36,754
No, it's not!
I'm still an option.

345
00:17:36,789 --> 00:17:39,123
I can save this school,
and this city.

346
00:17:39,158 --> 00:17:40,791
The people!

347
00:17:40,826 --> 00:17:42,393
Guys, listen.

348
00:17:42,428 --> 00:17:45,429
Get these people out of here
while I rig the cure.

349
00:17:45,464 --> 00:17:47,631
[trilling]

350
00:17:47,666 --> 00:17:50,234
[grunts]
I'm through another layer of security!

351
00:17:50,269 --> 00:17:52,536
[countdown continues, faint]

352
00:17:52,571 --> 00:17:55,639
Harry, I could really
use your help getting these people out of here.

353
00:17:55,674 --> 00:17:59,743
And I could really
use your help being quiet while I disarm this thing.

354
00:17:59,778 --> 00:18:01,645
Twenty-three...
This is everyone.

355
00:18:01,680 --> 00:18:04,448
...22, 21, 20...
Almost everyone. I'll meet you down there.

356
00:18:04,483 --> 00:18:07,318
I'm gonna
hold you to it. ...19, 18,

357
00:18:07,353 --> 00:18:09,553
17, 16...
I'm just about there.

358
00:18:09,588 --> 00:18:12,056
We've got to go, Harry.
I can't.

359
00:18:12,091 --> 00:18:15,259
I can't lose everything my
father worked so hard to build. ...13, 12...

360
00:18:15,294 --> 00:18:17,628
You have to.
...11, 10...

361
00:18:17,663 --> 00:18:21,265
Now, Harry!
No. I-- [grunts]

362
00:18:21,300 --> 00:18:24,468
...six, five, four, three,

363
00:18:24,503 --> 00:18:26,704
[Harry screaming]
two, one.

364
00:18:36,815 --> 00:18:37,815
[yells]

365
00:18:37,850 --> 00:18:41,152
[both grunt]

366
00:18:41,187 --> 00:18:42,653
[grunts]

367
00:18:42,688 --> 00:18:46,090
[fire crackling]
[sighs] Why did you stop me?

368
00:18:46,125 --> 00:18:48,292
Because you
would've been killed!

369
00:18:48,327 --> 00:18:51,695
I could've done it!
I could've been the hero this time!

370
00:18:51,730 --> 00:18:53,731
But you couldn't
stand that, could you?

371
00:18:55,801 --> 00:18:58,802
[sighs]
And now it's gone.

372
00:18:58,837 --> 00:19:02,974
Everything... gone.

373
00:19:06,645 --> 00:19:08,612
It's working, Harry.

374
00:19:08,647 --> 00:19:11,849
The cure is airborne.
We saved the city.

375
00:19:11,884 --> 00:19:14,852
No. You saved the city.

376
00:19:14,887 --> 00:19:17,188
And you destroyed
Oz Academy!

377
00:19:17,223 --> 00:19:20,491
Literally wiped my name
from the sky!

378
00:19:20,526 --> 00:19:22,626
Harry, I--
Go away!

379
00:19:22,661 --> 00:19:25,596
You got what you wanted!

380
00:19:32,871 --> 00:19:35,706
[chittering, screeching]

381
00:19:43,282 --> 00:19:44,848
[grunts weakly]

382
00:19:44,883 --> 00:19:47,851
[people murmuring]

383
00:19:47,886 --> 00:19:49,720
[gasps]
Gwen!

384
00:19:55,527 --> 00:19:56,761
[grunts softly]

385
00:19:58,931 --> 00:20:02,666
I gotta say, I prefer New York
without Spider-Monsters.

386
00:20:02,701 --> 00:20:05,436
[grunts]
We did it, guys.

387
00:20:05,471 --> 00:20:07,671
Where's Harry?

388
00:20:07,706 --> 00:20:11,475
I-- I think he's checking
on his dad.

389
00:20:20,552 --> 00:20:22,686
I tried, Dad.

390
00:20:22,721 --> 00:20:25,890
I could've saved the school,
but Spider-Man stopped me.

391
00:20:26,925 --> 00:20:28,859
Not to worry.

392
00:20:28,894 --> 00:20:30,861
We're lucky
it was just the school

393
00:20:30,896 --> 00:20:32,730
and not
the entire building.

394
00:20:32,765 --> 00:20:34,732
But Oz Academy...

395
00:20:34,767 --> 00:20:37,301
My work! Our legacy!

396
00:20:39,605 --> 00:20:43,341
There can be no beginnings
without endings, son.

397
00:20:44,343 --> 00:20:47,544
Besides...
[trills]

398
00:20:47,579 --> 00:20:50,514
you no longer
need the school. Wha--

399
00:20:51,850 --> 00:20:54,118
You've graduated.

400
00:21:06,699 --> 00:21:08,799
Welcome to New York City.

401
00:21:08,834 --> 00:21:11,902
Population:
eight million people.

402
00:21:11,937 --> 00:21:15,406
Which is different from
yesterday, when it was eight million Spider-Monsters.

403
00:21:15,441 --> 00:21:17,574
So I'd say that's a change
for the better.

404
00:21:17,609 --> 00:21:20,411
I know Harry is crushed
that his school was destroyed.

405
00:21:20,446 --> 00:21:23,681
Hopefully the lives he saved
should help balance that out.

406
00:21:23,716 --> 00:21:26,984
'Cause it's not the things
in life that are important.

407
00:21:27,019 --> 00:21:29,020
It's the people.

408
00:21:29,070 --> 00:21:33,620
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