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1
00:00:19,157 --> 00:00:22,263
I need to see my aunt.
May Parker.EDDIE: Room 204.
2
00:00:22,298 --> 00:00:23,506
Eddie.
Why are you...
3
00:00:23,540 --> 00:00:26,440
Because I still remember
what a great lady she is.
4
00:00:26,474 --> 00:00:28,442
When Gwen told me
Aunt May was here,
5
00:00:28,476 --> 00:00:31,514
I figured it was worth
stomaching you for her sake.
6
00:00:31,548 --> 00:00:33,585
Should have guessed
it wouldn't be an issue.
7
00:00:33,619 --> 00:00:36,898
I mean, why would you
be here?
8
00:00:36,933 --> 00:00:39,349
She's only the woman
who raised you.
9
00:00:43,802 --> 00:00:47,978
Yes, she's in recovery.
In fact, she's doing
very well.
10
00:00:48,013 --> 00:00:49,773
See, Peter? I told you.
11
00:00:49,808 --> 00:00:52,017
Aunt May,
you had a heart attack!
12
00:00:52,052 --> 00:00:54,226
A little one.Thankfully.
13
00:00:54,261 --> 00:00:56,090
But you shouldn't
treat this lightly,
either of you.
14
00:00:56,125 --> 00:00:58,196
We won't.
Thanks, Doc.
15
00:00:58,230 --> 00:01:02,027
I am feeling much better,
now that I know
you're all right.
16
00:01:02,062 --> 00:01:03,994
I'm so sorry
I wasn't here sooner.
17
00:01:04,029 --> 00:01:06,066
Peter, you came
as soon as you heard.
18
00:01:06,100 --> 00:01:07,791
But now it's time
for you to go.
19
00:01:07,826 --> 00:01:10,449
What?It's a school day,
young man.
20
00:01:10,484 --> 00:01:12,624
I just wish I had thought
to pack you a lunch
21
00:01:12,658 --> 00:01:14,764
before this whole
heart thing happened.
22
00:01:14,798 --> 00:01:15,730
[LAUGHING]
23
00:01:17,594 --> 00:01:19,251
Excuse me, Mr. Parker?
24
00:01:19,286 --> 00:01:22,323
I just need you to sign
a few forms for your aunt.
25
00:01:22,358 --> 00:01:25,085
You are next of kin?
26
00:01:25,119 --> 00:01:26,293
We're our only kin.
27
00:01:26,327 --> 00:01:27,535
Your bill's on
the second page.
28
00:01:31,160 --> 00:01:35,095
[PEOPLE CHATTERING]
29
00:01:42,032 --> 00:01:44,311
GWEN: Peter! How are you?
30
00:01:44,345 --> 00:01:47,797
How is your aunt?Oh, Petey, I was
so worried about you.
31
00:01:47,831 --> 00:01:49,764
Wait, wait.
You all know?
32
00:01:49,799 --> 00:01:52,388
I spilled, tiger. Sorry.
33
00:01:52,422 --> 00:01:54,528
We all just want to help.
34
00:01:54,562 --> 00:01:56,254
Help? Help?
35
00:01:56,288 --> 00:01:58,256
[SCOFFS] That's
a good one.
36
00:01:58,290 --> 00:02:00,223
How exactly do you
plan on helping?
37
00:02:00,258 --> 00:02:02,639
Do my homework?
Maybe lower my GPA?
38
00:02:02,674 --> 00:02:05,677
Or borrow my camera?
Take some Spidey pics?
Because I do need the money.
39
00:02:05,711 --> 00:02:07,782
I got some humongous
hospital bills to pay.
40
00:02:07,817 --> 00:02:09,991
MARY JANE:
We're just trying
to be your friends.
41
00:02:10,026 --> 00:02:13,236
Yeah, well, unless
my friends are prepared
to pony up some cash,
42
00:02:13,271 --> 00:02:15,894
they can keep their help,
and their sympathy.
43
00:02:15,928 --> 00:02:17,102
What am I even
doing here?
44
00:02:17,137 --> 00:02:18,759
GWEN: Pete! Wait.
45
00:02:22,970 --> 00:02:25,283
SPIDER-MAN:
We don't need friends.
We need money,
46
00:02:25,317 --> 00:02:28,665
and more than that skin-flint
Jameson would ever fork over.
47
00:02:28,700 --> 00:02:30,667
But he's not
the only game in town.
48
00:02:31,530 --> 00:02:32,393
[WHOOSHING]
49
00:02:33,912 --> 00:02:34,775
[GRUNTS]
50
00:02:41,126 --> 00:02:41,989
[GROANS]
51
00:02:45,924 --> 00:02:47,788
Are you quite through?
52
00:02:47,822 --> 00:02:49,962
Sure, Tombie.
I've proven
my point.
53
00:02:49,997 --> 00:02:51,101
Which is?
54
00:02:51,136 --> 00:02:53,828
That I can still take
anything you can dish.
55
00:02:53,863 --> 00:02:56,176
Which leaves
only one question.
56
00:02:56,210 --> 00:02:58,385
That job offer
still on the table?
57
00:03:09,258 --> 00:03:10,638
♪ Livin' on the edge
58
00:03:10,673 --> 00:03:12,330
♪ Fighting crime
Spinning webs
59
00:03:12,364 --> 00:03:13,952
♪ Swingin' from
the highest ledge
60
00:03:13,986 --> 00:03:16,092
♪ He could leap
above our heads
61
00:03:22,719 --> 00:03:25,481
♪ Villains on the rise
And the city's victimized
62
00:03:25,515 --> 00:03:27,241
♪ Looking up
with no surprise
63
00:03:27,276 --> 00:03:29,243
♪ Arriving
in the speed of time
64
00:03:36,146 --> 00:03:37,320
♪ Spectacular
65
00:03:37,355 --> 00:03:39,426
♪ Spectacular Spider-Man
66
00:03:39,460 --> 00:03:40,634
♪ Spectacular
67
00:03:40,668 --> 00:03:42,774
♪ Spectacular Spider-Man
68
00:03:42,808 --> 00:03:44,914
♪ Spectacular
69
00:03:49,367 --> 00:03:50,540
♪ Spectacular
70
00:03:50,575 --> 00:03:52,680
♪ Spectacular Spider-Man
71
00:03:52,715 --> 00:03:53,923
♪ Spectacular
72
00:03:53,957 --> 00:03:55,787
♪ Spectacular Spider-Man
73
00:04:04,244 --> 00:04:08,282
I still think you'd make
an invaluable employee,
Spider-Man.
74
00:04:08,317 --> 00:04:11,216
But you'll forgive me
if I'm suspicious
75
00:04:11,251 --> 00:04:13,183
of your sudden
change of heart.
76
00:04:13,218 --> 00:04:16,566
You need to prove
you're prepared to behave.
77
00:04:16,601 --> 00:04:19,051
Fight no crime
for one week.
78
00:04:19,086 --> 00:04:22,434
You have dispensation
if a super-villain
endangers public safety,
79
00:04:22,469 --> 00:04:25,437
but no ordinary
crime. Deal?
80
00:04:26,335 --> 00:04:27,336
Deal.
81
00:04:29,061 --> 00:04:32,133
I'm afraid that's the deal.
The loss of the alien
life form
82
00:04:32,168 --> 00:04:34,412
means the loss
of another grant.
83
00:04:34,446 --> 00:04:37,035
The lab can no longer afford
to keep you on the payroll.
84
00:04:37,069 --> 00:04:38,899
But I need that money!
85
00:04:38,933 --> 00:04:41,384
Without it, I'll have to
drop out of E.S.U!
86
00:04:41,419 --> 00:04:43,593
I'm sorry, Eddie, truly.
87
00:04:43,628 --> 00:04:45,733
But the funds
just aren't there.
88
00:04:48,357 --> 00:04:49,979
Anyone sitting here?
89
00:04:50,013 --> 00:04:52,222
No. No, nobody.
90
00:04:52,257 --> 00:04:53,845
I misplaced
my clique.
91
00:04:53,879 --> 00:04:55,018
Sounds rough.
92
00:04:55,053 --> 00:04:58,436
[SIGHS] The rough part's
not knowing how to help.
93
00:04:58,470 --> 00:05:00,265
Harry's in Europe.
94
00:05:01,680 --> 00:05:02,888
And Pete...
95
00:05:02,923 --> 00:05:04,959
You like Pete a lot,
don't you?
96
00:05:07,099 --> 00:05:10,551
Well, yeah, I like Pete.
I mean, of course
I like him.
97
00:05:10,586 --> 00:05:12,519
I like him,
he likes me...
98
00:05:12,553 --> 00:05:15,694
We like.
It's a mutual
like-fest.
99
00:05:15,729 --> 00:05:18,007
That's not
what I meant.
100
00:05:18,041 --> 00:05:21,044
You mean,
do I like him,
like him?
101
00:05:21,079 --> 00:05:25,325
Well, what if
the answer is, "Yes"?
102
00:05:25,359 --> 00:05:26,602
I get it.
103
00:05:26,636 --> 00:05:29,881
You, and Pete
you've always been
"just friends."
104
00:05:29,915 --> 00:05:31,538
And it's hard
to risk that.
105
00:05:31,572 --> 00:05:33,885
But if that's not
what you want, girlfriend,
106
00:05:33,919 --> 00:05:35,611
you'll have to step up.
107
00:05:35,645 --> 00:05:36,991
Smart as he is,
108
00:05:37,026 --> 00:05:39,269
Pete's not likely
to wise up.
109
00:05:39,304 --> 00:05:41,479
[CHUCKLES] I mean,
he's still a guy.
110
00:05:56,148 --> 00:05:59,048
Yo, bro!
You cost me my job!
111
00:05:59,082 --> 00:06:00,981
Shut it!
112
00:06:01,015 --> 00:06:02,948
We're tired
of your whining.
113
00:06:02,983 --> 00:06:05,088
Hey, hey, hey,
what's this, now?
114
00:06:05,123 --> 00:06:06,642
Shove off, Brock,
115
00:06:07,332 --> 00:06:08,575
permanently.
116
00:06:15,444 --> 00:06:16,514
[CELL PHONE RINGING]
117
00:06:16,548 --> 00:06:20,103
Gwen. Oh, crud.
What does she want
with us now?
118
00:06:20,138 --> 00:06:22,623
Well, forget it.
She and Brock can attend
119
00:06:22,658 --> 00:06:24,763
the "Pete's such
a disappointment dance"
together.
120
00:06:24,798 --> 00:06:28,146
They sell tickets to that?
Or can anyone who thinks
you're a jerk attend?
121
00:06:28,180 --> 00:06:31,183
Don't push me, Eugene.
I'm not in the mood.
122
00:06:31,218 --> 00:06:33,047
Yeah, yeah.
Your aunt's sick.
123
00:06:33,082 --> 00:06:34,532
Poor Puny Parker.
124
00:06:34,566 --> 00:06:36,879
Even Sally
feels bad for you.
125
00:06:36,913 --> 00:06:39,122
But not me.
If you're hanging up
on the she-geek,
126
00:06:39,157 --> 00:06:41,297
that proves you're still
a stuck-up egghead.
127
00:06:41,331 --> 00:06:44,196
[SCOFFS] A guy who can't
even see when his friends
are trying to help.
128
00:06:47,234 --> 00:06:49,512
SPIDER-MAN: Okay,
if Flash Thompson's
making sense,
129
00:06:49,547 --> 00:06:51,618
something must be
seriously wrong.
130
00:06:51,652 --> 00:06:54,344
Why did I blow off
my friends?
131
00:06:54,379 --> 00:06:57,555
M.J., Liz, and Gwen.
132
00:06:57,589 --> 00:07:00,247
She's always
been there for us,
since the seventh grade.
133
00:07:00,281 --> 00:07:02,629
And what about the battle
with the Sinister Six?
134
00:07:02,663 --> 00:07:04,527
The one that we
slept through?
135
00:07:04,562 --> 00:07:07,599
Or the fact
that we asked
Tombstone for a job?
136
00:07:07,634 --> 00:07:10,153
Or the fact
that we keep thinking
"we" Instead of "I"?
137
00:07:10,188 --> 00:07:13,225
It's the symbiote.
It's changing me.
138
00:07:13,260 --> 00:07:15,952
It's taking over my life.
I have to get it off!
139
00:07:17,264 --> 00:07:19,266
SYMBIOTE:
Stop, Pete.
Come on.
140
00:07:19,300 --> 00:07:23,512
You're overreacting.
The suit, the symbiote,
it's made life better.
141
00:07:23,546 --> 00:07:25,479
And there's
no one else we need.
142
00:07:25,514 --> 00:07:27,481
Not M.J.,
not Gwen...
143
00:07:27,516 --> 00:07:28,689
Not even Aunt May?
144
00:07:28,724 --> 00:07:31,381
Those weren't my thoughts!
145
00:07:31,416 --> 00:07:33,245
Wait! We need
each other. Stop!
146
00:07:33,280 --> 00:07:34,868
No! Move your ooze!
147
00:07:35,627 --> 00:07:37,111
We will not allow...
148
00:07:37,146 --> 00:07:38,492
[TOLLING]
149
00:07:38,527 --> 00:07:40,252
[SYMBIOTE SCREECHING]
150
00:07:40,943 --> 00:07:43,393
[SCREECHING]
151
00:07:43,428 --> 00:07:45,465
The bell! The vibrations!
You don't like them!
152
00:07:46,949 --> 00:07:48,157
[TOLLING]
153
00:07:50,642 --> 00:07:55,578
[WINCING] No, we do not
like the vibrations.
They are unpleasant.
154
00:07:55,613 --> 00:07:59,099
But not enough
to destroy our bond.
155
00:07:59,133 --> 00:08:00,376
We'll see about that.
156
00:08:01,170 --> 00:08:02,861
Hey! I can't move!
157
00:08:06,589 --> 00:08:09,350
In anger,
you sought to hurt us.
158
00:08:09,385 --> 00:08:12,353
Instead, you've
made us stronger.
159
00:08:12,388 --> 00:08:14,045
We shall demonstrate.
160
00:08:15,529 --> 00:08:18,774
No! What's happening?
Stop! Please!
161
00:08:19,533 --> 00:08:21,190
Stop!
162
00:08:21,224 --> 00:08:23,295
Where am I?
What's going on?
163
00:08:23,330 --> 00:08:26,333
BEN: What's going on is,
you're late for school, kiddo!
164
00:08:26,367 --> 00:08:28,162
And we can't have that.
165
00:08:30,095 --> 00:08:31,407
Uncle Ben?
166
00:08:36,930 --> 00:08:37,896
[SIGHING] Uncle Ben.
167
00:08:38,552 --> 00:08:40,554
[LAUGHING]
168
00:08:40,589 --> 00:08:43,384
Haven't had a hug like this
since you were 12.
169
00:08:43,419 --> 00:08:45,248
But you still need
to hustle, kiddo.
170
00:08:45,283 --> 00:08:47,285
Don't want to miss
today's field trip.
171
00:08:47,319 --> 00:08:48,769
It's all you've
talked about for weeks.
172
00:08:48,804 --> 00:08:51,531
A field trip? Who cares
about a field trip?
173
00:08:51,565 --> 00:08:54,085
Uncle Ben, you're here!
You're all right!
174
00:08:54,119 --> 00:08:55,604
I'm fine, Peter.
175
00:08:55,638 --> 00:08:58,192
But I've gotta get you
out the door so I can
get to work!
176
00:08:58,227 --> 00:09:02,300
Forget work!
You don't know
how much I've missed you.
177
00:09:02,334 --> 00:09:03,819
Is he still here?
178
00:09:03,853 --> 00:09:06,200
He's here, Aunt May!
Uncle Ben's back!
179
00:09:06,235 --> 00:09:08,064
I was talking
about you, Peter.
180
00:09:08,099 --> 00:09:10,688
He's in
a funny mood
today, this one.
181
00:09:10,722 --> 00:09:13,518
Funny mood?
Try great mood!
You're back!
182
00:09:13,553 --> 00:09:15,278
We're a family again!
183
00:09:15,313 --> 00:09:17,971
Can't we...
Can't we just
sit for a second?
184
00:09:18,005 --> 00:09:20,111
There's so much I need
to tell you both.
185
00:09:20,145 --> 00:09:22,044
And you can tell us
later, kiddo.
186
00:09:22,078 --> 00:09:24,011
Wait! Don't...
Don't go!
187
00:09:25,703 --> 00:09:27,532
Isn't this exciting?
188
00:09:27,567 --> 00:09:30,466
Sure, if you like things
that crawled out from
under a rock.
189
00:09:30,500 --> 00:09:32,295
Or if you are one!Ow!
190
00:09:32,330 --> 00:09:33,883
[GUFFAWING]
191
00:09:35,885 --> 00:09:36,886
PETER: The field trip.
192
00:09:37,611 --> 00:09:39,130
The field trip!
193
00:09:39,164 --> 00:09:43,306
And over here,
we have E.S.U.'s
collection of spiders,
194
00:09:43,341 --> 00:09:46,378
all genetically altered
to combine the most
impressive traits
195
00:09:46,413 --> 00:09:50,693
from multiple species
into 15 super-spiders.
196
00:09:50,728 --> 00:09:54,352
Um, there are only 14.
One's missing.
197
00:09:54,386 --> 00:09:58,770
Huh. My husband must have
removed it for further study.
198
00:09:58,805 --> 00:10:00,565
PETER: It's happening
all over again.
199
00:10:00,600 --> 00:10:04,258
This time, I'll stop it.
This time, I have to stop it.
200
00:10:04,293 --> 00:10:06,226
Then everything can go back
the way it's supposed to.
201
00:10:06,260 --> 00:10:07,641
And Uncle Ben will be...
202
00:10:07,676 --> 00:10:08,711
[EXCLAIMS]
203
00:10:08,746 --> 00:10:09,712
Not again.
204
00:10:10,264 --> 00:10:11,645
Not again!
205
00:10:11,680 --> 00:10:13,923
[HEART BEATING]
206
00:10:13,958 --> 00:10:15,097
What's happening to me?
207
00:10:21,344 --> 00:10:24,485
[HEART BEATING RAPIDLY]
208
00:10:25,728 --> 00:10:27,592
PETER: I feel different.
209
00:10:28,766 --> 00:10:30,043
[HONKING]
210
00:10:31,665 --> 00:10:33,287
[CARS HONKING]
211
00:10:44,195 --> 00:10:45,679
I'm sticking.
212
00:10:47,681 --> 00:10:49,683
And I'm climbing!
213
00:10:49,718 --> 00:10:52,444
But human beings
can't do all this.
We can't.
214
00:10:57,484 --> 00:10:59,693
[SCREAMING]
215
00:10:59,728 --> 00:11:02,558
Okay, we have to stay calm.
216
00:11:02,592 --> 00:11:04,318
This will work.
It's gotta!
217
00:11:05,941 --> 00:11:08,081
This rocks!
218
00:11:08,115 --> 00:11:11,601
I mean, imagine
what we can do
with this power!
219
00:11:11,636 --> 00:11:13,569
Who dares
test their skill,
220
00:11:13,603 --> 00:11:15,985
their strength,
their stamina
221
00:11:16,020 --> 00:11:19,713
against the venue's own
undefeated legend,
222
00:11:19,748 --> 00:11:23,406
Crusher Hogan?
223
00:11:23,441 --> 00:11:25,063
[PEOPLE CHEERING]
224
00:11:27,583 --> 00:11:29,999
I dare!
The Spider-Man dares!
225
00:11:30,034 --> 00:11:31,932
You sure, kid?
I like the gimmick,
226
00:11:31,967 --> 00:11:34,659
but it's worthless
if Crusher crushes you.
227
00:11:36,937 --> 00:11:38,111
A thousand bucks
if I win?
228
00:11:38,145 --> 00:11:42,253
There are caveats,
but, yeah.
229
00:11:42,287 --> 00:11:44,255
Then I'm in!
230
00:11:44,289 --> 00:11:50,123
Ladies and gentlemen,
the Spectacular Spider-Man!
231
00:11:50,157 --> 00:11:52,297
[CROWD ROARS]
232
00:11:52,332 --> 00:11:54,092
Okay, I'm ready.
233
00:11:54,127 --> 00:11:55,404
[GRUNTS]
234
00:11:55,438 --> 00:11:57,958
I don't like picking
on little guys,
235
00:11:57,993 --> 00:12:00,236
so I'm gonna
make this quick, okay?
236
00:12:00,271 --> 00:12:02,238
Thanks, Crush.
But I'm good.
237
00:12:02,273 --> 00:12:05,759
In fact, I'm very good!
One might even say great!
238
00:12:06,587 --> 00:12:08,520
Hey, where'd he go?
239
00:12:08,555 --> 00:12:09,556
Yoo-hoo!
240
00:12:09,590 --> 00:12:10,799
Get down here!
241
00:12:10,833 --> 00:12:12,386
That's one option.
242
00:12:13,215 --> 00:12:14,699
Hey! What is this?
243
00:12:17,667 --> 00:12:20,670
I ought to...You're welcome to try,
but I think you'll find
244
00:12:20,705 --> 00:12:21,775
[GASPS]
245
00:12:21,810 --> 00:12:23,915
the match is already over.
246
00:12:23,950 --> 00:12:28,955
Ladies and gentlemen,
the Spectacular Spider-Man!
247
00:12:28,989 --> 00:12:32,130
[PEOPLE CHEERING]
248
00:12:33,614 --> 00:12:35,306
Got your money
in my safe, kid.
249
00:12:35,340 --> 00:12:37,791
All you gotta do
is sign an exclusive
management contract
250
00:12:37,826 --> 00:12:40,311
with Sullivan Edwards,
i.e., me.
251
00:12:40,345 --> 00:12:42,589
Whoa, whoa, I'm not
signing anything.
252
00:12:42,623 --> 00:12:45,074
Hey, no signature,
no cash.
253
00:12:45,109 --> 00:12:46,731
I told you
there were caveats.
254
00:12:46,766 --> 00:12:49,458
But that's not fair!Fair's not my problem.
255
00:12:51,149 --> 00:12:52,426
[DOOR OPENING]
256
00:12:52,461 --> 00:12:56,189
Hey! That's my money!
Kid! Spider-Man!
Stop him!
257
00:13:01,850 --> 00:13:03,265
Not my problem.
258
00:13:07,856 --> 00:13:10,859
PETER: Well, that was a bust.
No money.
Not even a ride home.
259
00:13:10,893 --> 00:13:13,620
[SIRENS WAILING] Uncle Ben said he'd wait
for me at the library.
260
00:13:13,654 --> 00:13:15,795
I guess all those cops
wouldn't let him park.
261
00:13:15,829 --> 00:13:17,762
[AUNT MAY SOBBING]
262
00:13:21,179 --> 00:13:23,078
Aunt May,
what's wrong?
263
00:13:23,112 --> 00:13:25,528
Oh, Peter, it's Ben.
264
00:13:26,115 --> 00:13:27,945
[SIRENS WAILING]
265
00:13:39,404 --> 00:13:41,579
You stole the life
of a good man.
266
00:13:41,613 --> 00:13:43,650
A man with
a loving family,
267
00:13:43,684 --> 00:13:45,894
and you did it
for his lousy car!
268
00:13:49,380 --> 00:13:50,691
Don't bother running.
269
00:13:50,726 --> 00:13:52,107
There's no place
you can hide!
270
00:14:04,119 --> 00:14:04,982
That face...
271
00:14:06,604 --> 00:14:08,399
SPIDER-MAN: [ECHOING]
Not my problem.
272
00:14:11,436 --> 00:14:13,162
What have I done?
273
00:14:13,197 --> 00:14:15,302
SYMBIOTE:
Why blame yourself?
274
00:14:24,208 --> 00:14:25,899
We didn't hurt
Uncle Ben.
275
00:14:25,934 --> 00:14:28,488
The world took him
away from us.
276
00:14:28,522 --> 00:14:30,835
The world takes
everything we love.
277
00:14:30,870 --> 00:14:33,527
There's no one
you can trust,
Peter Parker.
278
00:14:33,562 --> 00:14:35,771
No one except us.
279
00:14:36,461 --> 00:14:38,187
Join with us.
280
00:14:38,222 --> 00:14:41,915
Make our bond permanent.
Together, nothing can stop us,
281
00:14:41,950 --> 00:14:43,952
and everything
we ever wanted
282
00:14:45,022 --> 00:14:46,333
will be ours.
283
00:15:01,176 --> 00:15:03,350
Hold up there, kiddo.Uncle Ben.
284
00:15:05,974 --> 00:15:07,872
We don't need
you anymore, old man.
285
00:15:07,907 --> 00:15:10,702
Too bad.
You stirred up
my memory.
286
00:15:10,737 --> 00:15:12,463
Now you're
stuck with me.
287
00:15:12,497 --> 00:15:13,464
Wait! Stop!
288
00:15:14,672 --> 00:15:17,088
Well, kiddo,
we're here.Here?
289
00:15:17,123 --> 00:15:20,022
The library. The one
across from the venue?
290
00:15:20,057 --> 00:15:21,921
You said you had
to study here.
291
00:15:21,955 --> 00:15:23,612
Right. Right.
292
00:15:23,646 --> 00:15:25,821
Uncle Ben,
if you could
do something,
293
00:15:25,855 --> 00:15:27,996
and do it better
than anyone else,
294
00:15:28,030 --> 00:15:30,205
then it wouldn't
be wrong to, you know,
295
00:15:30,239 --> 00:15:32,483
cash in on
your talents, right?
296
00:15:32,517 --> 00:15:34,381
Well, son,
that would depend
297
00:15:34,416 --> 00:15:36,659
on what talents
we're talking about.
298
00:15:40,249 --> 00:15:41,871
Listen, kiddo,
299
00:15:41,906 --> 00:15:44,944
I went through
exactly the same thing
at your age.
300
00:15:44,978 --> 00:15:46,911
No. Not exactly.
301
00:15:46,946 --> 00:15:48,913
Point is,
you're changing,
302
00:15:48,948 --> 00:15:51,640
into the man
you're going to be.
303
00:15:51,674 --> 00:15:55,782
And just because
you can do something
doesn't mean you should.
304
00:15:55,816 --> 00:16:00,890
With great power,
there must also come
great responsibility.
305
00:16:02,306 --> 00:16:05,550
Pretty words.
But what good
did they do?
306
00:16:05,585 --> 00:16:08,415
We still went to the venue.
We still let
the cat burglar go.
307
00:16:08,450 --> 00:16:12,316
He came down
to take this car
and took Ben away from us.
308
00:16:12,350 --> 00:16:15,008
From him.
Not you.
309
00:16:15,043 --> 00:16:17,562
That's not the point.
And I'll prove it.
310
00:16:20,738 --> 00:16:23,706
No. It can't be you.
It can't!
311
00:16:23,741 --> 00:16:26,088
[SCOFFS] This proves
your point?
312
00:16:26,123 --> 00:16:29,264
Wait. Watch him
take his vengeance.
313
00:16:30,506 --> 00:16:32,267
No!
314
00:16:32,301 --> 00:16:35,063
I should drop you,
take what you took
from Ben Parker!
315
00:16:35,891 --> 00:16:37,134
[SCREAMING]
316
00:16:40,482 --> 00:16:42,104
But he wouldn't approve.
317
00:16:42,139 --> 00:16:43,795
With great power
318
00:16:43,830 --> 00:16:45,590
comes great
responsibility.
319
00:16:45,625 --> 00:16:47,868
[SIRENS WAILING]
320
00:16:52,459 --> 00:16:55,117
And that, kiddo,
was only the beginning.
321
00:17:10,615 --> 00:17:13,066
No one's denying
the great work
we've done.
322
00:17:13,101 --> 00:17:14,481
But how
were we repaid?
323
00:17:14,516 --> 00:17:17,967
We have no money,
no girl, no real friends.
324
00:17:18,002 --> 00:17:20,073
None, that is,
save us.
325
00:17:20,108 --> 00:17:21,557
I beg to differ.
326
00:17:22,869 --> 00:17:24,629
[INAUDIBLE]
327
00:17:41,750 --> 00:17:44,373
Uncle Ben's right.
I'm not alone in this.
328
00:17:44,408 --> 00:17:46,789
And I am not
giving up who I am
329
00:17:46,824 --> 00:17:48,688
to become one
with the ooze!
330
00:17:48,722 --> 00:17:50,966
You cannot reject
what you already are.
331
00:17:51,000 --> 00:17:52,554
Go get him, kiddo!
332
00:18:03,806 --> 00:18:05,601
[GRUNTING]
333
00:18:05,636 --> 00:18:08,190
That's what you're in for,
roomie. Sure you don't
want to vacate?
334
00:18:08,225 --> 00:18:10,537
Vacate? Where do
you think we are?
335
00:18:19,926 --> 00:18:24,965
We have taken root
in Peter Parker,
mind, body and soul.
336
00:18:25,000 --> 00:18:27,313
[GRUNTING]Why bother struggling?
337
00:18:27,347 --> 00:18:29,073
[GROANING]There's no place
you can hide.
338
00:18:33,698 --> 00:18:36,218
Boy's got no
need to hide.
339
00:18:36,253 --> 00:18:38,220
He's stronger than you think.I'm stronger than you think.
340
00:18:46,746 --> 00:18:49,024
Now, mud-stain,
shall we dance?
341
00:18:50,888 --> 00:18:52,786
[SYMBIOTE SCREECHING]
342
00:19:24,749 --> 00:19:27,787
[SCREAMING]
343
00:19:30,238 --> 00:19:31,515
Thanks, Uncle Ben.
344
00:19:31,549 --> 00:19:34,345
Anytime, kiddo.
I'm always here.
345
00:19:38,453 --> 00:19:41,076
SYMBIOTE:
This isn't over.
You will be ours!
346
00:19:41,110 --> 00:19:45,218
Don't think so, symbiote.
I know what you are now,
and what you need.
347
00:19:45,839 --> 00:19:47,013
[BELL TOLLING]
348
00:19:47,047 --> 00:19:48,428
[SYMBIOTE SCREECHING]
349
00:19:48,463 --> 00:19:51,328
You feed off
of negative emotions.
350
00:19:51,362 --> 00:19:53,640
But right now
I'm starving you out.
351
00:19:53,675 --> 00:19:56,471
Stop! Don't do this!
We only want to help you,
352
00:19:56,505 --> 00:19:58,473
be with you!Sorry, Symbie.
353
00:19:58,507 --> 00:20:02,097
I know this must hurt.
But we're just
no good together.
354
00:20:02,131 --> 00:20:03,305
Consider yourself dumped.
355
00:20:06,205 --> 00:20:08,310
EDDIE: I'll clear out
my stuff tonight.
356
00:20:08,345 --> 00:20:11,693
That way the Connors
won't get the satisfaction
of seeing me beaten.
357
00:20:11,727 --> 00:20:14,834
Spider-Man?
You brought it back!
The alien!
358
00:20:14,868 --> 00:20:16,180
Oh, this is great!
359
00:20:16,215 --> 00:20:17,940
Now I can get
my job back, and...
360
00:20:17,975 --> 00:20:20,909
Wait! What are you doing?
You can't set
the temperature that low!
361
00:20:20,943 --> 00:20:22,704
You'll destroy it!That's the general idea.
362
00:20:26,259 --> 00:20:28,641
No! Let go!Sorry,
363
00:20:28,675 --> 00:20:30,367
but if you knew
how dangerous...
364
00:20:30,401 --> 00:20:31,609
[FREEZING]
365
00:20:32,127 --> 00:20:32,990
No.
366
00:20:36,235 --> 00:20:39,514
Do you know
what you've done?
367
00:20:39,548 --> 00:20:42,137
You've destroyed
my last chance!
368
00:20:44,450 --> 00:20:46,348
He's supposed
to be a hero, but
369
00:20:46,383 --> 00:20:48,454
he's as bad as Pete.
370
00:20:48,488 --> 00:20:49,731
Worse!
371
00:20:49,765 --> 00:20:52,561
The two of them,
pretending to be
Boy Scouts,
372
00:20:52,596 --> 00:20:54,529
when all they do
is destroy anyone
373
00:20:54,563 --> 00:20:56,324
and anything
that gets
374
00:20:56,358 --> 00:20:57,704
[HESITANTLY] in their
375
00:20:58,360 --> 00:20:59,396
[ASTONISHED] way.
376
00:21:00,224 --> 00:21:02,261
You...
You're alive.
377
00:21:03,054 --> 00:21:06,092
And you're calling to me.
378
00:21:15,101 --> 00:21:20,900
SYMBIOTE: Eddie Brock,
we sense your fury,
your hatred.
379
00:21:20,934 --> 00:21:23,868
And its taste is sweet.
380
00:21:23,903 --> 00:21:26,112
Do you hate the Spider?
381
00:21:26,975 --> 00:21:29,598
Do you hate Parker?
382
00:21:29,633 --> 00:21:31,186
You have to ask?
383
00:21:31,220 --> 00:21:35,397
No. But we have
much to show!
384
00:21:44,924 --> 00:21:45,787
[INAUDIBLE]
385
00:21:52,656 --> 00:21:55,693
Pete is Spider-Man!
386
00:21:55,728 --> 00:21:57,868
Why didn't I
see it before?
387
00:21:57,902 --> 00:22:01,423
I don't have two
enemies. I have one.
388
00:22:01,458 --> 00:22:08,430
We have one enemy.
The Spider, Parker,
sought to destroy us, too.
389
00:22:08,465 --> 00:22:14,954
Bond with us, Eddie Brock,
mind, body, and soul.
390
00:22:14,988 --> 00:22:16,335
Yes.
391
00:22:16,369 --> 00:22:20,304
Accept the gift
the Parker rejected.Yes!
392
00:22:20,339 --> 00:22:23,618
And together,
we will have
our desire!
393
00:22:23,652 --> 00:22:24,515
Yes!
394
00:22:26,448 --> 00:22:31,142
We will have vengeance
on Spider-Man!
395
00:22:32,143 --> 00:22:33,006
[ROARING]
28915
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