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1
00:00:03,086 --> 00:00:05,130
Whoo‐hoo!
2
00:00:07,007 --> 00:00:09,384
A view like this would make
anybody feel like a hero.
3
00:00:12,137 --> 00:00:13,096
[J. Jonah Jameson]Breaking news!
4
00:00:13,096 --> 00:00:14,723
And I do mean "breaking."
5
00:00:14,723 --> 00:00:16,808
As the Big Apple's ownmighty Avengers
6
00:00:16,808 --> 00:00:19,186
bash their way throughan unexpected onslaught
7
00:00:19,186 --> 00:00:21,188
of Asgardian Frost Giants
8
00:00:21,188 --> 00:00:23,190
bent on spreadingtheir evil agenda
9
00:00:23,190 --> 00:00:24,858
into our world!
10
00:00:24,858 --> 00:00:26,902
Aah!
11
00:00:31,615 --> 00:00:33,617
Leave it to Tony Starkand company
12
00:00:33,617 --> 00:00:37,246
to show us all what realheroism looks like.
13
00:00:37,246 --> 00:00:39,122
Hey, menace, move along
14
00:00:39,122 --> 00:00:41,416
before Stark comes down
to deal with you.
15
00:00:41,416 --> 00:00:43,085
Ohh.
16
00:00:43,085 --> 00:00:45,212
Thanks to J. Jonah Jameson
at the Daily Bugle,
17
00:00:45,212 --> 00:00:46,755
my reputation
is in the Dumpster.
18
00:00:46,755 --> 00:00:49,007
If only some
of that Avengers glow
19
00:00:49,007 --> 00:00:50,592
could rub off on me.
20
00:00:50,592 --> 00:00:53,178
Huh? I didn't mean
literal glow.
21
00:00:53,178 --> 00:00:54,263
What's going on here?
22
00:00:55,264 --> 00:00:56,348
How about you
23
00:00:56,348 --> 00:00:58,183
pick on someone
your own size?
24
00:00:58,183 --> 00:00:59,476
Or me, in this case.
25
00:00:59,476 --> 00:01:01,520
She tried to zap me!
26
00:01:01,520 --> 00:01:03,522
[gasping]
Huh?
27
00:01:03,522 --> 00:01:04,773
It's the tubes.
28
00:01:04,773 --> 00:01:06,984
237. Yeah. Yeah, yeah...
29
00:01:06,984 --> 00:01:08,193
The power...
30
00:01:09,361 --> 00:01:10,946
Aah!
31
00:01:14,074 --> 00:01:16,493
Yo, I'm out!
[panting]
32
00:01:16,493 --> 00:01:18,287
Can't...stop...
33
00:01:18,287 --> 00:01:19,830
237!
34
00:01:19,830 --> 00:01:22,249
So‐‐ So much power!
35
00:01:22,249 --> 00:01:23,959
Yaah!
36
00:01:24,960 --> 00:01:26,461
Are you okay?
37
00:01:26,461 --> 00:01:28,672
Not that I don't appreciate
an electric personality,
38
00:01:28,672 --> 00:01:30,048
but someone's
gonna get hurt.
39
00:01:30,048 --> 00:01:32,009
I've been chosen for 237.
40
00:01:32,009 --> 00:01:33,260
Testing special project...
41
00:01:33,260 --> 00:01:34,469
Extra credit...
42
00:01:34,469 --> 00:01:35,512
Uhh!
43
00:01:37,180 --> 00:01:38,181
Okay.
44
00:01:38,181 --> 00:01:40,350
I guess making sense
is overrated.
45
00:01:40,350 --> 00:01:41,518
Must‐‐
Whoop!
46
00:01:41,518 --> 00:01:43,228
...pass test!
47
00:01:45,105 --> 00:01:47,149
Wait. This is part
of some test?
48
00:01:47,149 --> 00:01:49,192
If so, can we skip
to the essay portion?
49
00:01:49,192 --> 00:01:50,610
It's probably
less dangerous.
50
00:01:50,610 --> 00:01:52,362
Aah!
51
00:01:52,362 --> 00:01:54,072
[crying]
Hey.
52
00:01:54,072 --> 00:01:55,824
Freaky,
super‐strong teenager
53
00:01:55,824 --> 00:01:58,243
with crazy eyes
and energy blasts.
54
00:01:58,243 --> 00:02:00,037
Okay, I got this.
55
00:02:00,037 --> 00:02:01,246
Aah!
56
00:02:01,246 --> 00:02:04,041
[roaring]
Whoa! Whoa!
57
00:02:06,626 --> 00:02:09,129
Aah!
58
00:02:09,129 --> 00:02:10,797
I don't got this!
59
00:02:23,060 --> 00:02:25,520
Got to thwip this
with absolute precision.
60
00:02:27,481 --> 00:02:29,191
[gasping]
61
00:02:38,200 --> 00:02:39,868
Hey, everyone.
62
00:02:39,868 --> 00:02:42,663
Uh...what's up?
63
00:02:42,663 --> 00:02:43,955
[girl groaning]
64
00:02:43,955 --> 00:02:46,375
No one appreciates
a solid pun.
65
00:02:46,375 --> 00:02:48,502
I'll wrap you up
nice and tight
66
00:02:48,502 --> 00:02:49,753
for when the police
come, okay?
67
00:02:49,753 --> 00:02:50,962
237...
[grunts]
68
00:02:50,962 --> 00:02:52,255
237...
69
00:02:52,255 --> 00:02:55,175
Still with this "237" thing?
70
00:02:55,175 --> 00:02:56,343
Huh?
71
00:02:58,470 --> 00:03:00,180
She's a student.
72
00:03:00,180 --> 00:03:02,265
The Bilderberg Academy?
73
00:03:02,265 --> 00:03:05,185
Could 237 be
a locker number or something?
74
00:03:05,185 --> 00:03:07,145
Time to investigate.
75
00:03:09,272 --> 00:03:11,900
Hey, uh,
I just wanted to pop in
76
00:03:11,900 --> 00:03:13,360
and give this back
to my cousin.
77
00:03:13,360 --> 00:03:15,237
She left it at my house.
78
00:03:16,988 --> 00:03:19,491
Nobody pops into
the Bilderberg Academy.
79
00:03:19,491 --> 00:03:21,618
Oh, uh, right.
80
00:03:27,290 --> 00:03:29,209
[guard] Morning,
Headmaster Rappaccini.
81
00:03:31,878 --> 00:03:33,839
Good morning, Don.
How's little Margie?
82
00:03:33,839 --> 00:03:35,257
Over the flu?
83
00:03:35,257 --> 00:03:37,676
Just fine.
Thank you, ma'am.
84
00:03:46,393 --> 00:03:48,603
Come on, Douglas. I don't
know why you weren't picked.
85
00:03:48,603 --> 00:03:50,439
I don't do the selections.
86
00:03:52,357 --> 00:03:53,400
Uh‐‐ ahem.
87
00:03:53,400 --> 00:03:55,861
Hey, as a Student
Safety Monitor,
88
00:03:55,861 --> 00:03:57,320
I'm just doing my job
and making sure
89
00:03:57,320 --> 00:03:59,281
my fellow students
like you
90
00:03:59,281 --> 00:04:01,116
get to class,
you know,
91
00:04:01,116 --> 00:04:02,701
[whimpering]
safely.
92
00:04:02,701 --> 00:04:05,787
Hey. Whew. Boy, am I
glad I found you guys.
93
00:04:05,787 --> 00:04:07,414
I am so lost.
94
00:04:09,249 --> 00:04:10,333
Who are you?
95
00:04:10,333 --> 00:04:11,960
Where's your uniform?
96
00:04:11,960 --> 00:04:13,545
Oh, uh, sorry. I'm new.
97
00:04:13,545 --> 00:04:15,589
I was just trying
to figure out where to go,
98
00:04:15,589 --> 00:04:17,674
and I heard you say
how it's your job.
99
00:04:17,674 --> 00:04:19,342
You need to report
to the supply hall
100
00:04:19,342 --> 00:04:21,136
and get your uniform
ASAP.
101
00:04:21,136 --> 00:04:22,387
I'll take him.
102
00:04:24,014 --> 00:04:25,932
Thanks.
I'm Grady.
103
00:04:25,932 --> 00:04:27,225
Grady Scraps.
104
00:04:27,225 --> 00:04:30,437
I'm, uh, Park.
105
00:04:30,437 --> 00:04:32,063
Park Peterson.
106
00:04:32,063 --> 00:04:33,565
Huh. Weird name.
107
00:04:33,565 --> 00:04:35,066
Hmph.
108
00:04:36,067 --> 00:04:37,986
[chatter]
109
00:04:37,986 --> 00:04:40,030
No, no, no.
I wouldn't say "picked on."
110
00:04:40,030 --> 00:04:41,448
Everyone's just jealous
111
00:04:41,448 --> 00:04:43,366
because Headmaster Rappaccini
and I are tight.
112
00:04:43,366 --> 00:04:46,661
Whenever there's a special
project, I'm her first call.
113
00:04:46,661 --> 00:04:49,873
Wow.
Special projects like?
114
00:04:49,873 --> 00:04:51,458
Here's the supply hall.
115
00:04:51,458 --> 00:04:53,418
Just flash your ID,
and they'll hook you up.
116
00:04:53,418 --> 00:04:55,712
Oh‐ho, ohh.
[chuckles]
117
00:04:55,712 --> 00:04:57,506
Guess what I left
in my room.
118
00:04:57,506 --> 00:04:59,049
Don't sweat it.
119
00:04:59,049 --> 00:05:00,801
I'm kind of a big deal
around here.
120
00:05:00,801 --> 00:05:02,511
[door opens, closes]
121
00:05:02,511 --> 00:05:05,013
Locker numbers.
122
00:05:05,013 --> 00:05:06,473
All five digits.
123
00:05:06,473 --> 00:05:08,683
There goes my 2‐3‐7 theory.
124
00:05:10,477 --> 00:05:12,437
[chatter]
125
00:05:13,855 --> 00:05:16,358
Here. Put that on,
126
00:05:16,358 --> 00:05:17,734
and you won't have to worry
about any uniform
127
00:05:17,734 --> 00:05:19,402
demerits.
128
00:05:19,402 --> 00:05:20,570
Okay. Thanks.
129
00:05:20,570 --> 00:05:23,073
Well, I don't want
to keep you, so...
130
00:05:23,073 --> 00:05:25,659
Oh, please. You helped me out
with Douglas.
131
00:05:25,659 --> 00:05:28,537
The least I can do
is give you a personal tour.
132
00:05:30,080 --> 00:05:31,665
[Grady]
I know what you're thinking‐‐
133
00:05:31,665 --> 00:05:33,333
best library ever.
134
00:05:39,506 --> 00:05:41,883
This is my secret
thinking spot.
135
00:05:43,343 --> 00:05:45,887
Oh. I can see Headmaster
Rappaccini down there.
136
00:05:45,887 --> 00:05:47,764
Hi!
137
00:05:47,764 --> 00:05:50,642
[thinking]So much for keepinga low profile.
138
00:05:50,642 --> 00:05:54,396
Sure, my experiment
shot smelly green
goop all over,
139
00:05:54,396 --> 00:05:56,565
but they didn't have
to be mean about it.
140
00:05:56,565 --> 00:06:00,360
Wow. Huh. Feels good
to get this off my chest.
141
00:06:00,360 --> 00:06:02,070
Thanks, man. You get me.
142
00:06:02,070 --> 00:06:03,321
Wait. What's in there?
143
00:06:03,321 --> 00:06:05,532
Yeah, no.
144
00:06:05,532 --> 00:06:07,367
Room 237's off‐limits.
145
00:06:07,367 --> 00:06:08,702
I mean, not for me
146
00:06:08,702 --> 00:06:10,662
and a couple other
elite kids.
147
00:06:10,662 --> 00:06:13,456
That's where the special,
special projects happen.
148
00:06:15,458 --> 00:06:17,586
[Spider‐Man]
Room 237's right inside there.
149
00:06:17,586 --> 00:06:20,797
Time for a stakeout.
Exciting!
150
00:06:20,797 --> 00:06:22,424
Exciting.
151
00:06:22,424 --> 00:06:24,301
Exciting.
152
00:06:26,386 --> 00:06:27,429
Pshew!
153
00:06:27,429 --> 00:06:28,889
Pshew. Pshew.
154
00:06:28,889 --> 00:06:30,515
Pshew, pshew, pshew.
155
00:06:30,515 --> 00:06:31,892
Pshew pshew pshew
pshew pshew.
156
00:06:34,644 --> 00:06:36,646
Exciting...
157
00:06:36,646 --> 00:06:38,481
[gasps]
158
00:06:38,481 --> 00:06:40,525
[sighs]
159
00:06:40,525 --> 00:06:41,610
[snoring]
160
00:06:43,361 --> 00:06:44,487
[sighs]
161
00:06:44,487 --> 00:06:45,947
What am I expecting here?
162
00:06:45,947 --> 00:06:47,449
Another teen
with crazy super‐powers
163
00:06:47,449 --> 00:06:48,825
to just pop by?
164
00:06:51,453 --> 00:06:52,537
[grunts]
165
00:06:52,537 --> 00:06:55,415
And a teen with crazy
super‐powers.
166
00:06:56,750 --> 00:06:58,543
Careful what you wish for.
167
00:07:02,756 --> 00:07:06,301
Okay. Looks like I lost
sneaky power teen already.
168
00:07:07,802 --> 00:07:09,596
I wait three hours
with no snacks
169
00:07:09,596 --> 00:07:11,431
to find a clue,
and the first thing I do is‐‐
170
00:07:11,431 --> 00:07:12,390
Uhh!
171
00:07:12,390 --> 00:07:14,434
Every bug's worst nightmare.
172
00:07:14,434 --> 00:07:17,687
Stop making so much noise.
173
00:07:17,687 --> 00:07:18,980
Ms. Marvel?
174
00:07:18,980 --> 00:07:20,065
Call Tony.
[phone ringing]
175
00:07:20,065 --> 00:07:22,067
The Ms. Marvel?
[gasps]
176
00:07:22,067 --> 00:07:24,027
I've seen you.
Oh, you're great.
177
00:07:24,027 --> 00:07:26,571
Are you calling Tony Stark?
Because I totally know him.
178
00:07:26,571 --> 00:07:27,614
We teamed up once.
179
00:07:27,614 --> 00:07:29,199
[ringing continues]
180
00:07:29,199 --> 00:07:30,867
Kind of busy running pointhere, Ms. Marvel.
181
00:07:30,867 --> 00:07:33,036
Some Avengersare out on ops so dark,
182
00:07:33,036 --> 00:07:34,287
even I don't knowwhere they are.
183
00:07:34,287 --> 00:07:36,665
I've got a tagalong‐‐
Spider‐Man.
184
00:07:36,665 --> 00:07:38,291
He must be that weird kid
185
00:07:38,291 --> 00:07:40,210
I saw scouting out
the school today.
186
00:07:40,210 --> 00:07:42,629
Spider‐Man?Are you sure it's him?
187
00:07:42,629 --> 00:07:44,547
Webs, tights, annoying?
188
00:07:44,547 --> 00:07:47,050
Totally him. Put PJ's on.
189
00:07:47,050 --> 00:07:49,427
Tony? Hey. Hi. It's me.
190
00:07:49,427 --> 00:07:51,429
There was this girl with powers
who went to this school,
191
00:07:51,429 --> 00:07:52,722
and she was all, "237,"
192
00:07:52,722 --> 00:07:54,724
and I was all,
"Is that a locker number?" and‐‐
193
00:07:54,724 --> 00:07:56,976
Look, kid, I don't havetime to sort this out.
194
00:07:56,976 --> 00:07:58,436
Ms. Marvel'son Avengers business,
195
00:07:58,436 --> 00:08:00,522
so I guess you are now, too.
196
00:08:00,522 --> 00:08:02,565
[both]
Wait. What?
197
00:08:02,565 --> 00:08:04,526
Are you saying
I'm an Avenger?
198
00:08:04,526 --> 00:08:05,568
No.
No.
199
00:08:05,568 --> 00:08:07,112
Listen, Tony,
200
00:08:07,112 --> 00:08:09,280
for someone who is
apparently undercover,
201
00:08:09,280 --> 00:08:10,573
he didn't‐‐
Oh. I'm super stealthy.
202
00:08:10,573 --> 00:08:11,866
Hey. Quit it.
203
00:08:11,866 --> 00:08:13,410
Sorry.Telling PJ's to scram
204
00:08:13,410 --> 00:08:14,619
won't get us anywhere.
205
00:08:14,619 --> 00:08:16,079
He's just as eager as you,
206
00:08:16,079 --> 00:08:18,164
so make the best of it, okay?
207
00:08:18,164 --> 00:08:20,625
Besides, two headsare better, right?
208
00:08:20,625 --> 00:08:21,668
Play nice.
209
00:08:22,669 --> 00:08:24,129
Uhh!
210
00:08:24,129 --> 00:08:26,172
So, uh,
you guys are looking into
211
00:08:26,172 --> 00:08:27,757
the crazy super‐teen,
too, huh?
212
00:08:29,884 --> 00:08:32,595
Super strong with these,
uh, energy blasts.
213
00:08:32,595 --> 00:08:34,973
Which would all be cool
if she wasn't babbling
like a crazy person.
214
00:08:34,973 --> 00:08:36,182
You know
what that's like?
215
00:08:36,182 --> 00:08:37,475
I can imagine.
216
00:08:37,475 --> 00:08:39,978
[gasps]
Whoa.
[grunts]
217
00:08:39,978 --> 00:08:41,479
[chatter]
218
00:08:45,525 --> 00:08:47,235
[scanner beeps]
219
00:08:55,160 --> 00:08:56,619
The Avengers
intercepted chatter
220
00:08:56,619 --> 00:08:58,204
about an experimental
weapons program
221
00:08:58,204 --> 00:08:59,789
being somehow
linked to this school.
222
00:08:59,789 --> 00:09:01,708
This is the only place
at Bilderberg
223
00:09:01,708 --> 00:09:03,043
I haven't been able
to check out yet.
224
00:09:12,218 --> 00:09:14,512
[Ms. Marvel]
Bilderberg is a front for AIM?
225
00:09:14,512 --> 00:09:16,431
[Spider‐Man]
Advanced Idea Mechanics‐‐
226
00:09:16,431 --> 00:09:19,267
that team of super‐science
bad guys?
227
00:09:19,267 --> 00:09:21,644
I've taken some
of them down before.
228
00:09:21,644 --> 00:09:23,855
Iron Man is gonna be
so impressed with me.
229
00:09:23,855 --> 00:09:24,898
With you?
230
00:09:26,149 --> 00:09:27,442
[Spider‐Man]
Whoops.
231
00:09:29,444 --> 00:09:30,904
[splat]
What was that?
232
00:09:30,904 --> 00:09:32,697
Intruder!
Uh‐oh.
233
00:09:32,697 --> 00:09:33,907
Halt! We've got you!
234
00:09:33,907 --> 00:09:35,950
[groans]
235
00:09:35,950 --> 00:09:38,661
Did I say Iron Man
would be impressed?
236
00:09:41,748 --> 00:09:44,542
I think we interrupted their
evil science fair or something.
237
00:09:45,627 --> 00:09:46,711
Yaah!
238
00:09:47,754 --> 00:09:48,755
[grunts]
239
00:09:48,755 --> 00:09:51,925
[shouting]
240
00:09:51,925 --> 00:09:54,511
Ooh, Ms. Marvel,
what big hands‐‐
241
00:09:54,511 --> 00:09:55,637
Don't.
242
00:09:55,637 --> 00:09:57,263
What? You heard
that one before?
243
00:10:04,562 --> 00:10:06,564
Quick,
take off your costume.
244
00:10:06,564 --> 00:10:08,274
Um, uh, what?
245
00:10:09,609 --> 00:10:10,777
The bad guys are looking
246
00:10:10,777 --> 00:10:13,196
for Spider‐Man
and Ms. Marvel.
247
00:10:13,196 --> 00:10:15,156
Ohh!
248
00:10:15,156 --> 00:10:16,199
I get it.
249
00:10:16,199 --> 00:10:17,575
Secure the perimeter.
250
00:10:17,575 --> 00:10:19,619
Lock down the south
and west gates,
251
00:10:19,619 --> 00:10:21,746
and leave no stone
unturned.
252
00:10:26,751 --> 00:10:28,253
Now, now.
253
00:10:28,253 --> 00:10:30,505
One foot apart,
lovebirds.
254
00:10:36,678 --> 00:10:38,763
[sighs]
That was close.
255
00:10:38,763 --> 00:10:40,306
Yes, we were. Heh.
256
00:10:40,306 --> 00:10:41,891
I mean, i‐it was.
257
00:10:41,891 --> 00:10:44,769
Look, sorry about being a jerk
when we were talking to Tony,
258
00:10:44,769 --> 00:10:47,772
but this was supposed to be
my first Avenger solo mission,
259
00:10:47,772 --> 00:10:49,774
and I wasn't really counting
on a sidekick.
260
00:10:51,526 --> 00:10:52,652
That's okay.
261
00:10:53,778 --> 00:10:54,737
[dialing]
262
00:10:54,737 --> 00:10:56,197
We actually make
a pretty good team.
263
00:10:56,197 --> 00:10:57,240
I‐‐
264
00:10:57,240 --> 00:10:58,825
Wait. Sidekick?
265
00:11:00,577 --> 00:11:02,745
I can't believe AIM
is running this school.
266
00:11:02,745 --> 00:11:05,206
We've got to tell Tony.
267
00:11:05,206 --> 00:11:08,168
Yes. We should totally
call for backup
268
00:11:08,168 --> 00:11:10,295
and definitely not figure out
269
00:11:10,295 --> 00:11:12,172
what AIM is up to
by ourselves,
270
00:11:12,172 --> 00:11:14,841
even though that
would be the most epic
first solo mission ever.
271
00:11:14,841 --> 00:11:17,635
Technically, it's not
a solo mission anymore,
272
00:11:17,635 --> 00:11:20,221
but I like the way
you think.
273
00:11:20,221 --> 00:11:22,682
Okay. Step 1‐‐
274
00:11:22,682 --> 00:11:25,101
get back into AIM's
high‐security
underground lair
275
00:11:25,101 --> 00:11:27,687
so we can get our eyes
on whatever AIM's
special project is.
276
00:11:27,687 --> 00:11:31,733
Which we can't do
without one of those
all‐access swipey IDs.
277
00:11:33,526 --> 00:11:34,861
I might know a guy.
278
00:11:35,820 --> 00:11:37,697
So, being an Avenger‐‐
279
00:11:37,697 --> 00:11:39,365
that's got to be great, right?
280
00:11:39,365 --> 00:11:41,743
Like the part where people
don't hurl insults at you
281
00:11:41,743 --> 00:11:43,036
while you're saving them.
282
00:11:43,036 --> 00:11:45,872
Oh, sure.
It's always roses.
283
00:11:45,872 --> 00:11:47,373
Like when your every move
284
00:11:47,373 --> 00:11:49,250
gets compared
to a prince of Asgard
285
00:11:49,250 --> 00:11:51,711
and the literal
Captain of America.
286
00:11:51,711 --> 00:11:54,088
Plus, I love
always following orders
287
00:11:54,088 --> 00:11:56,216
and never doing my own thing.
288
00:11:56,216 --> 00:11:58,551
Sorry.
289
00:11:58,551 --> 00:11:59,677
But for what it's worth,
290
00:11:59,677 --> 00:12:01,679
I'm excited to be
working with you.
291
00:12:01,679 --> 00:12:05,308
Uh, because you're
a good superhero.
292
00:12:05,308 --> 00:12:06,643
That's the only reason.
[beeping]
293
00:12:06,643 --> 00:12:07,769
Found him.
294
00:12:19,781 --> 00:12:20,823
Ugh.
295
00:12:30,458 --> 00:12:31,751
Who is it?
296
00:12:33,378 --> 00:12:35,755
Huh. I guess no one.
297
00:12:36,798 --> 00:12:38,383
[knock on door]
298
00:12:39,926 --> 00:12:42,595
Guys, stop messing around.
I'm trying to work.
299
00:12:42,595 --> 00:12:43,888
Oh. Headmaster.
300
00:12:43,888 --> 00:12:45,265
We need to bring
the remaining candidates
301
00:12:45,265 --> 00:12:46,891
online now.
302
00:12:46,891 --> 00:12:50,395
B‐But the DNA sequencing
isn't ready.
303
00:12:50,395 --> 00:12:52,814
We'll have the same
problem as last time.
304
00:12:52,814 --> 00:12:55,733
Grady, hostiles have been
spotted on campus.
305
00:12:55,733 --> 00:12:57,235
If we don't do this now,
306
00:12:57,235 --> 00:12:59,404
all the progress
we've worked for is at risk.
307
00:12:59,404 --> 00:13:03,324
I‐I guess I can try to make
adjustments on the fly.
308
00:13:05,952 --> 00:13:07,996
What? Douglas?
309
00:13:07,996 --> 00:13:10,957
He is definitely
not ready.
310
00:13:10,957 --> 00:13:12,709
Hey, it's like
you said, Grady.
311
00:13:12,709 --> 00:13:14,794
You don't pick the candidates.
312
00:13:14,794 --> 00:13:18,673
I guess after tonight,
you won't be the only
special one around here.
313
00:13:18,673 --> 00:13:19,757
[scanner beeps]
314
00:13:30,601 --> 00:13:32,979
You two are the last
feasible candidates.
315
00:13:33,896 --> 00:13:35,773
Unfortunately,
we must move forward
316
00:13:35,773 --> 00:13:38,985
before the procedure
can be perfectly
aligned to your DNA.
317
00:13:38,985 --> 00:13:40,445
But I'm confident
318
00:13:40,445 --> 00:13:42,030
at least one of you
will emerge
319
00:13:42,030 --> 00:13:43,990
as the new vanguard
of AIM's forces.
320
00:13:43,990 --> 00:13:46,409
AIM is experimenting
on students?
321
00:13:46,409 --> 00:13:48,786
Guess I was right about
the evil science fair.
322
00:13:48,786 --> 00:13:52,206
I'm worried about injury
to the volunteers.
323
00:13:52,206 --> 00:13:54,959
I'll let you know
when you should be
worrying, Mr. Scraps.
324
00:13:58,963 --> 00:14:01,507
[Spider‐Man]
Hulk, Captain Marvel,
and Captain America?
325
00:14:01,507 --> 00:14:03,509
What is AIM
doing to them?
326
00:14:03,509 --> 00:14:05,178
We've got to help them.
327
00:14:05,178 --> 00:14:06,637
We can't just rush in.
328
00:14:06,637 --> 00:14:07,805
We'd never make it
to them.
329
00:14:07,805 --> 00:14:10,892
Initiate energy transfer
on my mark.
330
00:14:10,892 --> 00:14:12,185
Mark!
331
00:14:18,066 --> 00:14:20,443
[groaning]
332
00:14:21,444 --> 00:14:23,112
I'm...so...
333
00:14:24,572 --> 00:14:26,240
buff!
334
00:14:26,240 --> 00:14:27,992
[laughing]
335
00:14:27,992 --> 00:14:30,453
Pretty sure the school board
wouldn't approve of this.
336
00:14:35,708 --> 00:14:37,210
[Ms. Marvel]
This just got really real.
337
00:14:37,210 --> 00:14:40,338
Avengers emergency
distress signal engaged.
338
00:14:40,338 --> 00:14:41,756
We're deep underground.
339
00:14:41,756 --> 00:14:43,424
You sure Tony's gonna
get that signal?
340
00:14:43,424 --> 00:14:44,926
Hope so,
'cause the odds are slim
341
00:14:44,926 --> 00:14:46,636
that you and I can
take out these AIM guys,
342
00:14:46,636 --> 00:14:49,889
plus Douglas with the powers
of two Captains and a Hulk.
343
00:14:49,889 --> 00:14:53,684
Yeah, but if backup
might not be coming
from the outside,
344
00:14:53,684 --> 00:14:56,062
then let's round up
some backup from in here.
345
00:14:58,189 --> 00:15:02,443
So...much...power...
346
00:15:02,443 --> 00:15:05,696
He's going to lose control,
just like the last one.
347
00:15:06,781 --> 00:15:08,116
Focus, Douglas.
348
00:15:08,116 --> 00:15:10,201
You are an initiate of AIM.
349
00:15:10,201 --> 00:15:11,869
You will fight
the forces of ignorance
350
00:15:11,869 --> 00:15:13,955
that undermine our progress.
351
00:15:13,955 --> 00:15:17,041
Now show us what you can do.
352
00:15:17,041 --> 00:15:18,126
[chuckling]
353
00:15:25,091 --> 00:15:27,051
That guy Douglas‐‐
I met him.
354
00:15:27,051 --> 00:15:29,262
He was a bully
even before he got powers.
355
00:15:29,262 --> 00:15:30,972
Prepare the chamber again.
356
00:15:30,972 --> 00:15:33,432
But our volunteers'
vitals are low.
357
00:15:33,432 --> 00:15:34,809
If I had more time‐‐
358
00:15:34,809 --> 00:15:36,769
Time is a luxury
we don't have.
359
00:15:40,106 --> 00:15:43,025
If we detach the power,
we might be able
to get them free.
360
00:15:43,025 --> 00:15:45,945
Sticking your noses into
other people's business?
361
00:15:45,945 --> 00:15:48,823
Around here, that earns you
a beatdown.
362
00:15:48,823 --> 00:15:50,825
Spider‐Man?
Ms. Marvel?
363
00:15:50,825 --> 00:15:53,411
Were they trying
to free the subjects?
What's going on?
364
00:15:53,411 --> 00:15:56,622
Ignore them. Initiate
the energy transfer now!
365
00:15:56,622 --> 00:15:57,999
But don't those two know
366
00:15:57,999 --> 00:16:00,710
the Avengers volunteered
for this research?
367
00:16:00,710 --> 00:16:03,296
Progress always has
its enemies, Mr. Scraps.
368
00:16:03,296 --> 00:16:05,339
Focus on your work.
[grunts]
369
00:16:08,509 --> 00:16:11,762
Hey, Douglas,
eat superhero team‐up.
370
00:16:11,762 --> 00:16:13,681
I never liked that guy.
[groaning]
371
00:16:13,681 --> 00:16:16,058
You fools cannot stop me‐‐
372
00:16:16,058 --> 00:16:18,477
the Scientist Supreme,
373
00:16:18,477 --> 00:16:20,730
leader of AIM.
374
00:16:24,025 --> 00:16:26,402
More like "scientist
supremely aggravating."
375
00:16:26,402 --> 00:16:28,154
Haah!
376
00:16:33,993 --> 00:16:38,164
Try to get them out of there.
I'll cover you. Slap!
377
00:16:38,164 --> 00:16:40,166
An Avenger is covering me
in battle!
378
00:16:40,166 --> 00:16:44,128
That's got to automatically
make me at least half‐Avenger
by default, right?
379
00:16:45,129 --> 00:16:46,172
Quarter?
380
00:16:46,172 --> 00:16:48,299
[screaming]
381
00:16:49,717 --> 00:16:51,177
[groaning]
382
00:16:51,177 --> 00:16:55,056
[grunts]
Subject number 2. Perfect.
383
00:16:55,056 --> 00:16:57,308
Destroy the intruders!
384
00:17:00,853 --> 00:17:02,521
What with all
the impending doom,
385
00:17:02,521 --> 00:17:04,023
I should just
let you know now,
386
00:17:04,023 --> 00:17:05,650
it was cool working with you.
387
00:17:05,650 --> 00:17:08,361
Back at ya. Embiggen!
388
00:17:09,362 --> 00:17:11,322
[crash]
389
00:17:11,322 --> 00:17:13,658
Hey, want to be friends?
390
00:17:13,658 --> 00:17:15,076
Whoa! Guess not.
391
00:17:18,120 --> 00:17:19,247
Your loss.
392
00:17:19,247 --> 00:17:20,498
[shouting]
393
00:17:20,498 --> 00:17:22,041
You're no match
for AIM, you fool!
394
00:17:23,459 --> 00:17:25,127
Maybe not alone, but‐‐
395
00:17:25,127 --> 00:17:27,129
Superhero smackdown!
396
00:17:30,967 --> 00:17:32,051
[groans]
397
00:17:32,051 --> 00:17:35,012
AIM, box them in. Pour it on!
398
00:17:36,430 --> 00:17:38,140
Kid, you seem
like an okay guy.
399
00:17:38,140 --> 00:17:39,976
How'd you get wrapped up
with criminals like AIM?
400
00:17:39,976 --> 00:17:42,853
AIM is a criminal
organization?
401
00:17:42,853 --> 00:17:44,480
They said
they were scientists.
402
00:17:44,480 --> 00:17:46,190
Trust me.
You can be both.
403
00:17:46,190 --> 00:17:50,027
Oh, man. I thought
I was doing a good thing.
404
00:17:50,027 --> 00:17:53,114
Maybe getting some extra
credit out of it, too.
405
00:17:53,114 --> 00:17:54,574
Okay, so you wound up
406
00:17:54,574 --> 00:17:57,034
turning your classmates
into evil super weapons.
407
00:17:57,034 --> 00:17:58,786
How do we undo it?
408
00:17:58,786 --> 00:18:00,621
Get them into the chamber,
409
00:18:00,621 --> 00:18:02,915
and I'll try
to reverse the process.
410
00:18:02,915 --> 00:18:04,250
Yaah!
411
00:18:04,250 --> 00:18:05,751
I think not.
412
00:18:06,877 --> 00:18:07,962
Aah!
413
00:18:09,088 --> 00:18:10,256
What are you doing?
414
00:18:10,256 --> 00:18:11,424
It's not calibrated for me!
415
00:18:16,220 --> 00:18:18,598
Yaah!
416
00:18:18,598 --> 00:18:21,183
Grady! We'll get you
out of there, buddy!
417
00:18:31,736 --> 00:18:34,238
Ugh!
His DNA is not a match!
418
00:18:34,238 --> 00:18:38,117
Aah!
419
00:18:38,117 --> 00:18:40,411
Aah!
420
00:18:42,121 --> 00:18:43,664
[Spider‐Man]
Before Grady recovers,
421
00:18:43,664 --> 00:18:45,333
get Super Kids 1 and 2
into the chamber,
422
00:18:45,333 --> 00:18:47,209
and I'll try to send
the power back upstream.
423
00:18:49,670 --> 00:18:51,881
"Sending power
back upstream"
424
00:18:51,881 --> 00:18:53,257
does not sound
like real science.
425
00:18:53,257 --> 00:18:55,718
Whoa!
426
00:18:57,219 --> 00:18:59,805
I think‐‐
I think that's it!
427
00:18:59,805 --> 00:19:01,057
Where's my extra credit?
428
00:19:13,444 --> 00:19:15,196
[all groaning]
429
00:19:15,196 --> 00:19:16,364
Guys, are you okay?
430
00:19:16,364 --> 00:19:17,323
Hulk! Big guy!
431
00:19:17,323 --> 00:19:19,241
You may have stopped
this operation,
432
00:19:19,241 --> 00:19:20,743
but now we have the two of you
433
00:19:20,743 --> 00:19:23,204
to add to our experiment!
Aah!
434
00:19:23,204 --> 00:19:24,789
Stop talking.
435
00:19:24,789 --> 00:19:26,624
Thank you, Ms. Marvel.
436
00:19:29,960 --> 00:19:31,962
Somebody send
a distress signal?
437
00:19:31,962 --> 00:19:35,716
Yeah. I'd say
villain class
is dismissed.
438
00:19:41,639 --> 00:19:43,307
If I knew what was going on,
439
00:19:43,307 --> 00:19:45,434
I would never
have been a part of it.
440
00:19:45,434 --> 00:19:48,229
It's not like Headmaster
Rappaccini said, "Hey,
441
00:19:48,229 --> 00:19:50,106
do you want to imprison
the Avengers?"
442
00:19:50,106 --> 00:19:52,400
Because my answer
would have been, "No way!"
443
00:19:52,400 --> 00:19:54,902
Wha‐‐ What's going on?
444
00:19:54,902 --> 00:19:56,612
Your school was a front
for a mad scientist
445
00:19:56,612 --> 00:19:58,239
trying to take over the world.
446
00:19:58,239 --> 00:20:00,574
Bad news‐‐ some of your
teachers were evil.
447
00:20:00,574 --> 00:20:03,327
Good news‐‐ you'll probably
get a couple days off.
448
00:20:03,327 --> 00:20:06,872
Yeah! Hey! Yeah!
All right!
Whoo‐hoo!
449
00:20:08,416 --> 00:20:11,377
So, maybe not the solo
mission I was hoping for,
450
00:20:11,377 --> 00:20:14,797
but, as team‐ups go,
you make a great sidekick.
451
00:20:16,048 --> 00:20:17,341
Well, I just‐‐
452
00:20:17,341 --> 00:20:20,094
Wait.
I'm nobody's sidekick!
453
00:20:20,094 --> 00:20:21,762
If the Avengers
ever need any help
454
00:20:21,762 --> 00:20:23,264
with their computer systems,
455
00:20:23,264 --> 00:20:25,015
I've kind of got
some free time now.
456
00:20:25,015 --> 00:20:27,184
Thanks, but between
Tony Stark and Bruce Banner,
457
00:20:27,184 --> 00:20:28,769
we're kind of covered.
458
00:20:31,647 --> 00:20:34,066
Whoa!
Ohh!
459
00:20:34,066 --> 00:20:36,736
Yeah. Got to say,
your team is impressive.
460
00:20:36,736 --> 00:20:37,820
Come on.
461
00:20:40,406 --> 00:20:41,866
Okay, everybody.
462
00:20:41,866 --> 00:20:43,534
Smile!
463
00:20:43,534 --> 00:20:44,910
Photo bomb!
464
00:20:44,910 --> 00:20:45,911
[timer trills]
465
00:20:45,911 --> 00:20:46,912
[shutter clicks]
466
00:20:56,130 --> 00:20:57,214
Huh?
467
00:20:58,424 --> 00:21:00,384
"Thanks for the assist.
468
00:21:00,384 --> 00:21:02,511
"For a menace, you make
a pretty decent hero,
469
00:21:02,511 --> 00:21:05,347
"and an even better friend.
470
00:21:05,347 --> 00:21:07,933
Best, Ms. M."
471
00:21:07,933 --> 00:21:10,561
You, sir, are friends
with Avengers.
472
00:21:11,896 --> 00:21:13,939
"P.S. Check out
today's newspaper.
473
00:21:13,939 --> 00:21:15,775
Should help with your image."
474
00:21:15,775 --> 00:21:19,153
[panting]
475
00:21:22,573 --> 00:21:25,743
I bet a headline about Spidey
becoming the Avengers' BFF
476
00:21:25,743 --> 00:21:27,578
will do wonders for my rep.
[gasps]
477
00:21:27,578 --> 00:21:29,038
Oh, come on!
32721
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