Original subtitles

[pages flipping]

[heroic music]

♪

[suspenseful music]

� Let's go, let's go, let's go!

[grunts]

Sorry. In a bit of a hurry.

Uh, make good choices!

I'm back, Miles. Don't worry, I��

� Got the drive?

Please tell me you got the drive.

� Yup, it was in the old spider's nest

where I thought it'd be,

and now it's on the way to you, via me.

� Swing as fast as you can.

All of Horizon High is on the line here.

� [grunts] Trust me.

I'm well aware this is the most important piece of evidence

we have to save Max's job as principal.

[grunting]

[stammering]

The school board can't fire him

after they see what we've got here.

� If they see it.

They're back in session any minute,

and the last thing they heard

was Connors talking about Max's Venom experiments

that almost destroyed the city.

We need that drive.

� Have I ever let you down, Miles?

Okay, you're pausing too long.

Don't answer that. Look.

I'll be back in a�� a very soon amount of time.

� Your lack of specifics isn't very comforting.

Just get here!

[warbling]

� [grunts] Ow!

Not even an "excuse me"?

Dude? Ooh!

Aah!

Ah!

Aw, two of you? Look.

Nobody likes a third wheel, so I'm just gonna be going.

♪

[zap] Whoa!

Aw! Lasers now.

Why? � Why?

Because they, like the master mind who created them,

have a bone to pick with you, Spider�Man.

� Aw, Tinkerer. You made some friends.

You literally made some friends.

� Increase laser output 30%.

Deadlier!

� Your friends are the worst!

[tense music]

� Seriously, I gotta run.

I don't have time to deal with your petty revenge issues.

� Petty?

You put me in prison three times!

Now I will put you in prison.

A prison of your own destruction.

[zapping] � Aah!

[grunts] That doesn't even make sense!

[grunting] [zapping]

Do you think maybe we could use our "inside" laser blasts?

� I programmed these bots to do whatever I say.

Brilliant!

Escape is not possible this time.

� All right, then.

Drones with an attitude problem, come get me!

� After him! Obviously!

[zapping] � Up here!

Over here!

Too slow!

� Stop with the chasing,

and start with the blasting, bots!

No!

You're supposed to be my friends.

[zapping] [electrical surging]

♪

No, no, this is not ideal in the slightest.

� Splat! � Splat?

[muffled speech]

� That never gets old.

Stop everything.

I object!

� Object to what, Mr. Parker?

There's nothing to object to.

� But��that's right.

Because I have proof on this drive

that Max Modell isn't just a great principal,

but also a great man.

� Are you kidding?

We've already had multiple witnesses and evidence

proving that Modell is a danger to this school

and should be removed.

It's time to reach a verdict.

� No, it's time to listen to an extra special testimony

from one of the foremost scientific minds of the world,

proving that Max,

even if he did make a mistake with the V�252 symbiote,

has had nothing but the best of intentions at Horizon High.

Anya, play the footage, please.

[calm music]

� Despite our contentious history,

even I must admit Modell is not only a genius,

but also a barometer of scientific morality.

� [groans] � Yes, he did fire me,

but I realize now that I deserved it.

It was one of the many actions he took

to protect his students,

who are always his first priority,

even when I could not fathom such a way of thinking.

In fact, I could not have saved that student, Alexi,

if it wasn't for Modell's development

of the neural cortex.

A brilliant piece of technology.

Without it, that poor student would've remained

in that dreadful rhinoceros form forever.

� Wow, I never thought you'd come around on Max.

� Nor I.

But his track record is indisputable.

Modell's actions have saved more lives

than anyone in this city realizes.

� There you have it.

Otto Octavius, the late world renowned genius,

who once could not stand Max Modell,

praising his brilliance, importance, and morality.

You simply can't fire him.

This school needs Max as principal.

� I find it hard to believe

the school board is going to take the word

of a renowned super criminal.

� But Otto reformed!

He helped save New York from the Vulture,

and not only that, he was my friend.

One of my best friends!

� Spare me the attempt

at salvaging Otto Octavius's reputation.

He once ran a team of super villains.

Max Modell fired Octavius himself.

� Well, sure, Otto made mistakes,

but in the end��

� You had your turn! Now it's mine.

The defendant refused to employ people

that put students in danger,

yet his own experiments are exactly that:

dangerous.

His work with V�252 almost took my life.

� You're the one that entered my lab without authorization!

� Because I had reason to believe

you were engaging in illicit experiments!

And I was right.

I was lucky to survive that day,

but someday, someone won't be,

and I care too much about the students of this school

to let that happen.

� If that is the last of today's testimony,

the board will now take a three�hour recess.

When we return, we will render our verdict.

[solemn music]

� It's over.

� We can't give up. � But we've tried everything.

� I really thought that footage of Otto was gonna work.

� Sorry, kids,

but it looks like you're on the wrong side of history

on this one.

� They haven't reached a verdict yet, Connors.

There's still hope. � Oh, Peter.

Poor, naive Peter.

He's finished, and once Max is fired,

it will add the weight I need

to press criminal charges for reckless endangerment.

I'm not about to forget the peril he put me in.

� Connors is gonna use this hearing

to build a criminal case?

� Max could go to prison.

� Excuse me, your Honor?

� I'm not a judge, Peter, but what can I help you with?

� Uh, my friends and I were just talking, and well,

we're worried about Max.

� There's gotta be a way to keep him here at Horizon.

� Unfortunately, I'm not allowed

to advise parties on their cases.

[students groaning]

But the story of Max helping that poor boy

that had been turned into the Rhino was inspiring.

Perhaps if that boy were to be the final testimony

on Max's behalf, it could sway the board.

� Yes! Alexi, that's such a good idea.

I'll go get him, and we're good.

� Pump the breaks, Pete. Alexi's sick or something.

Hasn't been in class for, like, a week.

� All right, well, then I'll just call him.

[beeps]

[line ringing]

[beeping]

Or I'll just go to his house.

[ominous music]

Is anyone home?

Hello?

Oh, whatever this is, this is bad.

♪

"Alexi, here's the number to Grandma's cabin.

"Left you all the fix�ins

"for peanut butter and jelly sandwiches.

"You just need to get bread and peanut butter.

Love, Mom. P. S. We're low on jelly."

That explains where his mom is,

but why is there no peanut butter?

And where's Alexi?

Laptop's still here, so this wasn't a robbery.

What's going on?

Okay, where's the phone finder app?

[keys clacking]

[beeping] He's at the East River docks.

That would take forever to get to...

for someone who isn't Spider�Man.

� Alexi's place was broken into?

� Yeah, but I tracked his phone.

Whatever kind of trouble he's in,

I'll get him out and back to Horizon as soon as possible.

[beeping]

♪

Alexi's phone?

This is strange.

� [roars] � Ah, oh!

So help me, if it is flying robots again��

� [growling] � Alexi?

You're back to being the Rhino?

� [grunts] � [roars]

� [grunts] � [roars]

� Now I get why you haven't been in school.

It's noticeable.

� [roars] � Ah, whoa!

Whoa, whoa. Look.

I don't know how this happened��

� But Max can get you back to normal again.

[suspenseful music]

[grunting]

Alexi, I know you're in there.

Let the guy in the spider suit help you.

� [growling] � Okay.

Guess you're not interested in help!

[grunting]

♪

♪

Safe. Huh?

Ooh!

[grunts]

Giving up?

Guess that's a no!

I'm gonna try not to take this personally!

[dark music]

♪

[groans]

♪

[cell phone ringing]

[beeps]

� Finally. Did you find Alexi?

� Well, yeah, but there's a slight problem.

He's Rhino. � Again?

How did that happen? � Didn't get a chance to ask.

He's also got these strange glowing eyes,

like, mind�control eyes.

� So not only is Alexi in trouble, it's over for Max.

We don't have anyone left to defend him.

� If I can get Rhino back to Horizon,

we can cure him

before the school board comes back into session.

� And how are we gonna do that?

The neural cortex that cured him last time is destroyed.

� But we still have all of Max's research.

We can replicate the sequence.

� Not without reverse engineering whatever serum

turned Alexi back into a Rhino,

and I doubt he's carrying any.

If I remember right, Rhinos don't have pockets.

� Hopefully there's some serum wherever he's leading me.

� Sounds like a long shot.

� Dude, it's the best idea I've got.

� I got a better one. I'm coming to help.

� No, no! If this is all going to work,

I need you, Gwen, and Anya to repurpose Max's cure research.

Talk later. I'm going in.

� So we gotta pull all of Max's Rhino cure research

because Peter's gonna be back soon with Alexi,

who, like I said, is a rhino again.

� How is Peter Parker gonna get Rhino back here?

� Good call, Anya. We have to help him.

Spidey Team style.

� Yeah. Did I say Peter?

I mean Spider�Man.

When Pete figured out it was a Rhino problem,

he called Spidey, who is way stronger and more helpful,

but what we need to do is not ask so many questions,

get Max's research up and running,

and make sure the computers are ready.

� If you say so.

♪

� Yes, everything's going according

to your brilliant plan,

and Modell will soon be out of Horizon for good.

� On one hand, I'm glad the ground down here

is mushy enough to leave tracks.

On the other hand�� ugh��

I'm gonna have to throw away these socks.

Alexi! [grunts]

[grunts] Yeah.

I guess if it can hold a rhino, it can stop a spider.

[buzzing]

Bees? Wait, way down here?

I'd say that's weird,

but I am spider person following a rhino person,

so who am I to judge?

Oh, there's gotta be a way to open these cages.

Huh.

Do you bees know something I don't?

[grunting]

Jackal serums?

It was Jackal who turned Alexi into Rhino in the first place,

but he's been missing for over a year.

Wow, this place is a hive of criminal science.

Get it? Hive?

Aw, no one's ever around for the good ones.

Come on. Rhino serums.

[buzzing]

[warbling]

Whoa! Jackal?

You update your wardrobe or something?

� Jackal? Ha!

[buzzing]

� And there goes sleeping ever again.

[buzzing] Okay.

That is really odd bee�havior.

[chuckles]

Oh, what, nothing? Huh, tough swarm.

[tense music]

� I knew this lab would make all my dreams come true,

but I never thought I'd snare Spider�Man himself

inside of it.

[laughing] [buzzing]

� You have some really weird dreams!

� [grunts] Let go! I hate this!

Buzz off, will ya? [buzzing]

[grunts]

Aah, ugh.

Make up your mind.

Are you man made of bees

or just a bunch of bees pretending to be a man?

� Is there a difference?

� Dude, you just blew my mind.

And what do you want with the Rhino?

� Do you know what people would pay

to see a spider monster do battle?

� Why would I know that? [grunts]

� [grunts] Trying to take me down?

My friend wouldn't like that.

� Like you have any��

� Aah! Aah!

� Okay, the hard drives

with Max's genome sequencing analysis are mounted,

and the serum is ready for synthesizing.

� How much time do we have

before the school board is back in session?

� I think none.

� We've had time to discuss the case raised by both parties,

and if there are no more character witnesses,

we shall render our verdict.

� If it pleases the school board,

the defense does have another witness.

� And who is that?

� Yeah, who is that?

� Uh, me.

[inspiring music]

If it's a truly heartfelt testimony that you need

so Max can keep his job, then I'm your guy.

Because Max Modell is more than just a professor to me.

He's a seven�days�a�week friend

who makes the most delicious strawberry and banana smoothies

in New York City.

Does this school really want to lose someone

with that kind of skill set?

� This isn't about the man's ability

to blend fruit and ice, Morales.

� The fact that that's how you think smoothies are made

proves my point.

This school needs Max.

I know I do.

If it wasn't for Max Modell,

then I wouldn't have gone to the Winter Ball,

because I couldn't dance,

and confessional,

it was Max who taught me how to do

my world�famous robot.

Check it out.

� Here we go. � Oh, no.

[comedic dance music]

[metallic squeaking]

� Ugh. [grunts]

� [growls] � [grunts]

[grunts]

Alexi, stop!

You don't have to listen to him.

� Take him down!

Swarm guy must be using some sort of signal to control��

aah!

Aah!

� Don't stop, Rhino. Knock him out.

� You really wanna give me that serum, don't you?

� It's not about me.

It's about what my audience wants to see.

� [growls] � [grunts]

[grunting] Whoa!

Ugh! Aw.

[dark music]

Good. Very good.

♪

[buzzing]

[suspenseful music]

♪

[grunts]

♪

[buzzing]

Aah!

[buzzing] � What's that, Swarm?

Using your own tech against you was a brilliant idea?

I totally agree,

and now Rhino and I have something to get done.

Quickly.

[groans]

Too bad I wasn't bitten by a radioactive forklift.

� And what's more, Max knows how to change a tire.

It's a lost art,

and I didn't even mention his horseshoe skills.

He's like the Babe Ruth of horseshoes.

And�� [cell phone rings]

Well, I hate to leave you hanging,

but I kinda gotta take this call.

� Thank goodness.

Witness testimony is finally complete,

so we can now move on to�� � Complete?

No way, because Anya Corazon has something she wants to say.

Anya, you're up.

Hey, we're ready.

Are you bringing Alexi and the serum?

� [grunting] Working on it!

� Also, Max recycles,

which is something that everyone should do,

but not everyone does.

[tense music]

� Mm, mm!

� [sighs] I can't believe I'm doing this.

Which is why I wrote this song for him,

and I'll perform it now, a cappella.

♪ Max, he really knows ♪ how to throw that plastic ♪

[cell phone rings] ♪ In the blue bin ♪

Because he's a recycler, he never litters.

He's the best guy��

guy around!

that's the song everyone, have a great day!

[tense music]

� Got your text, Miles.

Thanks for helping us, Spider�Man.

� Yeah, I heard Max was in trouble.

No way I wouldn't help.

� Where's Peter anyway?

� Uh, no idea. I barely even know that guy.

So did we reverse�engineer this serum into a cure?

� Compounds ID'd. Chemical biology reversed.

Antidote formulated. Max's research strikes again.

♪

Um, this isn't Alexi. � No.

Swarm must've turned someone else into a rhino

with the serum. � Who's Swarm?

� Long story, but he turned whoever this is into a rhino.

Which means Alexi's still missing.

� And now it's really over for Max.

No.

There's still one chance left.

� Miss Corozan, thank you.

And as much as we all love haikus,

I think we've heard enough testimony.

It's time for our verdict.

� But you haven't heard from

your friendly neighborhood Spider�Man.

� I suppose we can allow this.

� Let me talk to you about heroes.

When it comes to people who risk their lives

to protect this city,

I don't think it's too much of a stretch to say

I'm an expert on the subject.

See, I might be a superhero who defends Manhattan

and Horizon High,

but Max is the hero that saved me over and over again.

Who protected students while I defeated Ghost?

Max.

Had my back when Jackal attacked?

Max.

Who helped yours truly save the city from Vulture?

You guessed it.

And while Max has proven to be as heroic as any Avenger��

and remember, I know all the Avengers��

Max is more than that.

He's a father figure to all of Horizon High

and even me.

And let's not kid ourselves. We all make mistakes.

We can't let one honest error

made only in an attempt to help humanity

overshadow the entire career of a spectacular humanitarian.

I think we can all agree

that people should be defined by the good they've put out

into the world, not by their very few mistakes.

[inspiring music]

Removing Max Modell from Horizon

would not only be a mistake for the school,

it would be a loss for this city

and the world.

♪

� Oh, my, my, my. Spider�Man.

How stupid do you think the board is?

� What are you talking about?

� Spider�Man's heroic speech in Max Modell's defense

is irrelevant because Spider�Man cannot be trusted.

� Whoa, I'm sorry. What?

� That's right.

Spider�Man's just as culpable for Modell's crimes.

After all,

he's been an accomplice of Max Modell

since the beginning,

aiding him in his most heinous and dangerous activities.

� How do you know this?

� Because Spider�Man is none other

than Max Modell's lab assistant,

Peter Parker!

[suspenseful music]

That's right.

Spider�Man is none other than Peter Parker,

Max Modell's lab assistant.

� What? What are you talking about, Connors?

That's��that's crazy.

� Is it? Then prove me wrong.

� Is he telling the truth, Spider�Man?

If you really want to protect Mr. Modell,

I suggest you be completely honest with us.

� Yes. I am Peter Parker.

� What? � Parker?

� Uh��

Wow! Who knew?

� The fact that I'm Max's lab assistant

doesn't change anything.

It only means I've seen firsthand

what a difference he's made at Horizon,

and how vital he is to this school.

� Did you know about this, Modell?

About Parker being Spider�Man?

� I��I did.

� What this tells us is that Max Modell

not only risks his own life,

but also lets his students risk theirs,

making him completely unfit to lead this school.

� Max has nothing to do with me being Spider�Man!

� He knew the truth.

Yet continued to let you put yourself

and this school in danger.

Why, your very presence here invited attacks from criminals!

Pending the outcome of this hearing,

I'll inform the police of the findings,

and make certain you're charged

as an accomplice in Modell's actions, Mr. Parker.

� We've made a determination.

Mr. Parker,

we can no longer consider Spider�Man's testimony,

knowing that he��you��assisted in the venom experiments.

Max Modell, we have no choice but to immediately remove you

as principal of Horizon High.

Dr. Connors, your attention in this matter

demonstrates your commitment to this school.

The board would appreciate you working as interim principal

until the end of term.

♪

� So much for Spider�Man, star witness.

This is all my fault.

� I can't believe you didn't trust us with your identity.

� After everything we've been through, Peter,

masks on and off.

� There are other things to worry about now.

I don't know how Connors figured out,

but strangers know who Peter is.

Dude, your secret could get out.

� You can't go, Max, the school needs you!

� I'll find a way to make this right.

� No, it's over. I'm done.

Maybe this is for the best.

� Things couldn't be worse.

� Hey guys!

Remember how you had me monitoring that kid

who was recovering from rhino mutation?

� Yeah, is he okay?

[Spider�sense humming]

[crashing]

� He's made a remarkable recovery!

� Grady! Get down!

� Ms. Stacy. Wow, I owe you my life.

� I'd settle for a smoothie.

� Mm? [giggles] � Grady, what just happened?

� Yeah, I was monitoring his vitals

when he suddenly woke up and said

"Oh, dear, I appear to be incapacitated.

May I inquire as to our current location?"

� There's no way he talked like that.

� Uh...it may have been more like

"Yo, dude, check me out, brah.

What's the dealio? Where we at?"

� That doesn't sound right either.

� Move past it, Miles!

Just let him tell us what happened.

[fly buzzing]

� "Ow! Dude, brah,

I'm gonna wig out as some gnarly monster dude."

Please don't. That's ill�advised.

♪

"Roar. Roar, roar. Roar."

♪

Then I ran to you.

Then Gwen saved my life, most bravely.

Then you asked what happened. Then��

� Yeah, we got it from there.

We need to get out there and stop��

find someone to stop Rhino.

� If only we knew how to get in touch with Spider�Man.

� I'm surprised Grady didn't already know

you were Spider�Man.

� Seriously. � Uh��

� You've been friends with him for, like, two months.

[all grunt]

� Hey! I bet the new Rhino's heading back to that lab

I found Swarm using.

Let's go. Hopefully we can get answers

about where Aleksei is.

� Spider�Man? � Oh, uh��hi, officer.

I guess you got my call earlier.

So you've cordoned off Swarm's lab as a crime scene?

� Not exactly.

There was nothing here.

Sorry, but I think you've got the wrong place.

� So, this lab thing? Another lie?

� Hostility noted.

But this is definitely the place.

Swarm must have gotten busy as a bee cleaning it all up,

then buzzed off. [chuckles]

� Ugh, jokes like that��

how did we not know you're Peter Parker?

� Wait, wait��there. [beeping]

� It's one of his...bee parts.

� We need to take a closer look.

Let's get this thing under a microscope.

My house is close.

� Spider�Man's house? Or Peter Parker's?

� Or maybe we should just split up for a bit.

Spidey, you check out the bee. We'll patrol for Rhino.

� Good idea.

� Don't worry.

They just need time to cool off.

I'll talk to them.

[Spider�sense humming]

� Whoa! Nice save.

� Uh, M. J. Hi.

Uh...

� Oh! Uh...

Okay.

Catching you can do, passing not so much.

Up for some hoops?

� Well, sportsball seems fun,

but I kinda got a thing and...stuff.

� I think you're just worried I'll beat you at sportsball.

Unless something else is on your mind.

� It's complicated.

Two of my best friends are mad at me

because I was keeping a secret from them.

I thought I was doing the right thing.

� Did you tell them that? � Yes!

Or, well��not in so many words, you know.

� My advice?

Don't let things like that just sit.

Take a leap. Go talk to them.

Out loud. In person.

With words.

� You think so? � They're your friends, right?

Don't make this harder than it is.

� Thanks, M. J.

Uh, how about we launch rings next time?

� It's "shooting hoops."

And, yeah. Next time, Tiger.

� Searching for Rhinos in Manhattan

is harder than you'd think.

� I thought I spotted him, but it was a horse.

� I've modified my scanners, but I'm not getting anything.

[phone buzzing] � Huh?

Oh, look who wants to talk.

Sorry, can't do right now, Parker.

� Ease up on him.

He was just trying to protect the people in his life.

[beeping] � Wait. Rhino must have

come into range, come on.

♪

� Look, Pete's the smartest guy I know.

Well, second smartest after me, obvs.

But there's no rulebook for being a superhero.

Just like us, he's doing his best

to figure out this spider stuff.

Sometimes that leads to mistakes.

� Mistakes like walking blindly into a dangerous situation?

[growling]

Three Rhinos? � It's like a jackpot...

of pain!

� Let's see.

Something has to be different about this bee.

I'm just not finding it.

� Go for Gwen at the beep. � Gwen, it's Peter.

I tried Anya already, I need to speak with you.

Please call.

� You've reached the lab of Miles Morales.

I'm his assistant. Please leave a message��

� You don't have an assistant!

� Gwen, you're ruining my voicemail!

� Miles! None of you are picking up.

I guess Anya and Gwen are still pretty mad, huh?

Okay, just let me know if you found anything. [sighs]

I need a fresh perspective on this bee analysis.

I think I know just the guy.

[knocking]

Hi, Max.

I was in the neighborhood, so I thought I'd, uh...

Okay, I wasn't in the neighborhood, but��

� Now is not a good time, Peter.

In fact, it's in everyone's best interest

if I put some distance

between myself and students from Horizon.

� Not true, Max. We need you more than ever.

There's a new Rhino somewhere who must have been exposed

to the same Rhino serum�� serum you've studied.

Plus, Aleksei is still missing, and the key to all this stuff

is probably hidden inside this bee.

I need your help.

� No.

� No?

� Like I told you at the school, I'm done.

Every time I think I'm helping, I only end up hurting.

Good night, Peter.

� So, he's thinking it over.

Ugh, no messages, no missed calls. Ugh.

Maybe they found something and are too busy to call back.

Guess there's only one other person I can turn to for help.

♪

� Thanks for the lab assist, Grady.

� Of course.

Uh, sorry about Max, by the way.

It's terrible, him being fired.

What happened in that school board hearing?

Everyone is hush�hush about it.

� It, uh, didn't go so well.

Look, we need to focus.

� Ahh! � Bee!

I'm terrified of bees!

Their stingers and their legs,

and their making of those hideous noises.

I told my grandma just because their spit is sweet

doesn't mean I want any in my tea.

� Uh, okay.

I'll be the one to touch it.

I just need to pick your brain.

� Some insects just freak me out.

I'm not a fan of spiders, either.

♪

� There still doesn't seem

to be anything unique about this bee.

� There's always tomorrow, Peter.

Whatever assignment this is, science takes patience.

� It's not an assignment. This is connected to the Rhino.

I was hoping it'd lead to finding him.

� Oh! I thought the objective was examining the bee itself.

If our parameters are wider than that, we have other data.

� What other data? � For starters,

you'd assume that's pollen

on the horrible little creature's legs,

but it's actually microfibers of a substance

commonly used in shipbuilding.

What? I happen to know a lot about shipbuilding.

I like sailing.

Well, I like the idea of sailing.

� Wait, so, microfibers like you'd find at a shipyard?

Great job!

Grady, I don't know how to thank you!

� You can start by never bringing another bee

into the lab.

Stupid bees. I wish I could ruin your picnics.

♪

� Nothing.

And still no word from the others.

[Spider�sense humming] Ahh! Ah!

Uh!

� Uh, hey, everyone. I was looking for you.

Great. � Not great.

What with the giant cage and all.

� Wait. Three Rhinos now? � Why not?

They go nicely with the three spider monsters over there.

� Good evening, viewers at home.

It is time for tonight's main event!

Let's have a warm welcome for Spider�Man and his team!

As they try to survive the Underground Monster League!

� Quit hogging the popcorn, dad!

� Now, I must thank Spider�Man.

Because of him, we have a record amount of viewers

for tonight's match.

It would seem the entire criminal underworld

has paid top dollar to watch tonight's bout.

And I can't wait to see which of my monsters squashes you.

� Why is the bee dude calling me out?

He must think I'm the leader. Yeah. Yeah, I get that.

� Remote audience! Start your wagers!

How long will it take for my monsters to destroy them?

Let's add some weapons to make this gladiator fight

even more interesting!

Spiders versus spiders. Time for battle!

� We haven't even read the Monster League rulebook yet!

What do we get if we win?

� I think we get to live.

[roaring]

Monster League presents the ultimate spider smack down!

� Sir, I recommend you log on

to the Underground Monster League server.

[beeps]

� No! That underling.

Spider�Man is mine.

He could ruin my entire plan.

� We can't hurt them! � I know! They're too powerful!

� No! I mean they're innocent victims,

mind controlled the fight us like the Rhino.

� Innocent?

Ahh! [grunts]

Hard to have sympothy when this one's being way too clingy.

Hey � personal space.

[grunts]

� Hey, these monsters are playing dirty.

I love it!

� Oh, so much luck!

They've survived longer than expected.

But can that spider stamina last?

� [grunting] � [growling]

� Listen, I know this is a weird time to talk,

But I want you both to know I'm really sorry!

[grunts]

But, we might not even be in this stupid arena

if I just communicated better with both of you

and we stuck together as a team. [grunts]

� Is he really choosing now to apologize?

� He's never had great social timing.

� Look, we're sorry, too.

I just thought we were closer friends.

� We are. And I don't have a lot of close friends.

At first, I thought I was just trying to protect you.

Once you got your powers,

I really should have let you know, so I'm sorry.

� Well, guess what? [grunts]

We wanna protect you, too.

� Great! Friendship saved, now save me!

� Let's make this one on one, guys, stay focused

and bring them down.

� What garbage is this?

Those hero mooks are winning?

Totally unrealistic!

� Don't worry, vile viewers.

You spent top dollar to see Spider�Man wiped out,

and Monster League will deliver.

� Hey! No fair!

Sure, it's gladiator combat run by a super villain, but still!

No fair!

� [grunts] Oh! Oh!

Huh? I know how Swarm's doing it.

No! Uh!

[grunting]

He's controlling them with bees,

stuck on the back of their necks.

� Hypnobees?

Sure, why not? � Of course!

This is all about communication. Ah, ah.

� Yes, we get it.

We'll all work at communicating better.

� No, the bees.

For individual drone bees to operate

as one collective being.

� Ha! Bee�ing. Ha! � Wait, stop it.

The bees have to be coordinated, communicating.

And that can be disrupted.

Ghost, let's cut this signal off at the source.

We're canceling this show, Swarm.

Get back in there!

Don't disappoint your public.

� Worked great. Got another plan?

� Actually, yes. I do. You and Miles defend.

Spider�Girl, let's use these energy weapons

to build a surprise for Swarm.

� You got a plan? Great. But do it fast.

� Ha. Whatever you're doing, I'm sure it's cheating.

I can cheat too. Bonus round!

Increase your payment, and you can watch

Spider�Man destroyed by his own friends!

� Dad! Send them more money!

♪

Ah! Oh.

� Ahh!

♪

� Here, this should��ahh!

Guys?

Is this because of the timing of my apology?

� [laughs] Thanks for the most viewers

in Underground Monster League history, Spider�Man.

Too bad you won't be around to see me enjoy my profits.

� I've got an ending of my own in mind.

♪

� Ha! Your webs? Useless.

� Actually, with this little device we cooked up,

each one of those useless web balls

has been transformed into a tiny sonic transmitter.

Try holding yourself together now, Swarm.

[warbling]

� No! No��[screams]

� Guys!

� Mm, I once heard Grady rant for, like, 20 minutes about

how much he hates bees, and I thought "weird."

But now? Not so weird. I get it.

� We'd better get the Monster League back in their cages

while they're still out.

Last thing we need is a stampede

before we can get them cured.

� We won?

I'm totally getting an endorsement deal out of this.

� So Aleksei was one of those Rhinos in the cage.

How's he doing? � Good.

The individualized cures we developed our changing

all of Swarm's victims back to normal.

� We were just going through the samples

of altered DNA from the Monster League.

� Care to guess the one thing they all have in common?

They're all derived from Jackal's work.

I hope my uncle's not at it again.

� Don't worry, Gwen.

If Jackal's out there still, we'll find him.

And stop him. Together.

And now that we're not in an arena facing certain doom,

I just wanted to apologize to all of you again.

� Peter, we've forgiven Spider�Man,

which means we've also forgiven you.

� Mr. Parker, may I speak with you?

Peter, I wanted to inform you

that the proceedings of the school board hearing

have been sealed, and no one will legally be allowed

to reveal your other identity.

� However, we do not want to see Spider�Man here again.

His presence is too dangerous.

So I'm warning you, only once.

Spider�Man is not to be on school grounds, period.

� Understood. And, uh...thanks.

♪

[light music]

♪

Hi, M. J. Can I shoot some hoops?

� Hey, you said that right.

So, did things work out with your buddies?

� Thanks to you they did. I appreciate the advice.

� That's what friends are for.

� Parker lines up the shot.

Only three quarters left until home run! [grunts]

� Good thing science is your thing, Peter,

'cause I don't see a basketball scholarship in your future.

[both laugh]