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1
00:00:01,580 --> 00:00:03,870
PETER:
Focus, Parker. You can do this.
2
00:00:03,950 --> 00:00:06,410
GWEN: Level the ionic charge.
MILES: Increase the temperature.
3
00:00:06,500 --> 00:00:08,580
PETER:
Guys, I'm trying to concentrate here.
4
00:00:08,660 --> 00:00:09,660
And if I mess up,
5
00:00:09,750 --> 00:00:13,750
I won't win that giant Princess Strawberry
Rainbow Golden Hair doll!
6
00:00:13,830 --> 00:00:15,580
Yes! I win!
7
00:00:15,660 --> 00:00:16,750
Congratulations.
8
00:00:16,830 --> 00:00:18,870
But if you want to win at the Stark Expo,
9
00:00:18,950 --> 00:00:21,000
then you'll help us with our experiment.
10
00:00:21,080 --> 00:00:25,120
Max specifically said to give
our brains a rest today and have fun.
11
00:00:25,200 --> 00:00:26,620
But this is how we have fun.
12
00:00:26,700 --> 00:00:30,250
Well, maybe we can examine
a different kind of fun,
13
00:00:30,330 --> 00:00:32,540
like the ring toss game.
14
00:00:32,620 --> 00:00:35,700
But the ring's circumference is smaller
than the diameter of the bottle.
15
00:00:35,790 --> 00:00:38,200
-It's impossible.
-Is it?
16
00:00:40,950 --> 00:00:44,910
MILES: Yes. It is.
-Okay. But it was fun, right?
17
00:00:45,000 --> 00:00:48,080
Not as fun as unlocking the secret
of V-252.
18
00:00:48,160 --> 00:00:50,450
You brought our science project
to the beach?
19
00:00:50,540 --> 00:00:51,580
The clock is ticking.
20
00:00:51,660 --> 00:00:53,790
We need to spend
every waking moment on it.
21
00:00:53,870 --> 00:00:55,790
-Sorry. The lab is closed.
-[ANYA, MILES GASP]
22
00:00:55,870 --> 00:00:57,500
Come on.
23
00:00:57,580 --> 00:01:00,330
And to think at Midtown High,
I was the socially awkward one.
24
00:01:03,540 --> 00:01:04,660
[BELL DINGING]
25
00:01:04,750 --> 00:01:07,410
Yes! I am the strongest.
26
00:01:07,500 --> 00:01:10,410
All who see me tremble, like...
27
00:01:10,500 --> 00:01:12,290
Parker.
[LAUGHS]
28
00:01:12,370 --> 00:01:14,250
Long time, no "sea." Get it?
29
00:01:14,330 --> 00:01:16,500
"Sea"? Because we're at the ocean?
30
00:01:16,580 --> 00:01:18,330
-[GRUNTS] Hey, Flash.
-[LAUGHS]
31
00:01:18,410 --> 00:01:20,080
Yeah, I get it.
[GRUNTS]
32
00:01:20,660 --> 00:01:23,330
[SIGHS]
These are my friends from Horizon High.
33
00:01:23,410 --> 00:01:24,450
What's up, nerds?
34
00:01:25,160 --> 00:01:26,620
-Hmm?
-[WIND WHOOSHING]
35
00:01:26,700 --> 00:01:28,330
Typical alpha male.
36
00:01:28,370 --> 00:01:29,830
Classic power imbalancer.
37
00:01:29,910 --> 00:01:32,580
Surprised he's not kicking sand
in our faces.
38
00:01:32,660 --> 00:01:35,330
What'd you call me? I'm not a-- [GRUNTS]
39
00:01:35,410 --> 00:01:37,950
-Hey! What gives?
-Uh, chill out, Flash.
40
00:01:38,040 --> 00:01:39,250
The weather...
[GRUNTS]
41
00:01:39,910 --> 00:01:41,660
just took a dramatic turn.
42
00:01:41,750 --> 00:01:43,370
[WIND CONTINUES WHOOSHING]
43
00:01:45,700 --> 00:01:48,450
Never heard of a sandstorm
at Coney Island.
44
00:01:49,830 --> 00:01:53,000
[BELLOWING]
45
00:01:53,080 --> 00:01:55,950
FLASH: And I've never heard of a sandstorm
with a face!
46
00:01:56,040 --> 00:01:57,910
[ALL GASP, EXCLAIM]
47
00:02:08,910 --> 00:02:11,290
[BELLOWING]
[WIND WHOOSHING]
48
00:02:11,370 --> 00:02:12,410
Look out!
49
00:02:13,580 --> 00:02:15,120
It passed right through us!
50
00:02:15,200 --> 00:02:16,950
And now it's headed for the Ferris wheel!
51
00:02:17,040 --> 00:02:18,040
Uh...
52
00:02:18,620 --> 00:02:20,500
Oops! My prize!
53
00:02:23,660 --> 00:02:25,080
Peter, is that really important?
54
00:02:27,870 --> 00:02:29,750
Not as important as changing
into Spider-Man.
55
00:02:29,830 --> 00:02:31,540
[DISTORTED VOICES LAUGHING ON P.A.]
56
00:02:33,450 --> 00:02:34,540
Whoo!
57
00:02:34,620 --> 00:02:35,910
No more funnel cake for me.
58
00:02:37,950 --> 00:02:39,870
Bad enough I got sand in my shorts.
59
00:02:39,950 --> 00:02:42,370
Now this seems to be going
from bad to worse.
60
00:02:47,040 --> 00:02:49,040
[FERRIS WHEEL CREAKING]
61
00:02:49,120 --> 00:02:50,950
Everyone, take cover in the fun house!
62
00:02:51,040 --> 00:02:53,450
Go, Spidey! [GRUNTS]
Hey!
63
00:02:53,540 --> 00:02:56,790
FLASH: Spidey said get to safety!
-So go then.
64
00:02:56,870 --> 00:02:59,160
[CREAKING CONTINUES]
65
00:03:00,160 --> 00:03:01,580
One person's ride
is another person's rescue.
66
00:03:05,700 --> 00:03:08,330
[WHIRRING]
67
00:03:09,450 --> 00:03:11,870
Never doubt the strength
of the Spidey-go-round.
68
00:03:20,370 --> 00:03:22,790
Let's go! Let's go!
[GRUNTS]
69
00:03:22,870 --> 00:03:24,620
Head for the fun house! Uh!
70
00:03:26,500 --> 00:03:28,450
-The science project!
-Take cover!
71
00:03:28,540 --> 00:03:31,040
-Not without my project.
-I'll get it.
72
00:03:34,660 --> 00:03:38,830
[HEART BEATING, GRUNTS]
73
00:03:38,910 --> 00:03:40,120
Whoa! What was that?
74
00:03:40,200 --> 00:03:43,160
Felt like my whole body just got jolted
with pins and needles.
75
00:03:43,250 --> 00:03:44,250
Here. Put it in this.
76
00:03:45,830 --> 00:03:46,830
Here's your goo back.
77
00:03:46,910 --> 00:03:48,120
Now get inside.
78
00:03:48,200 --> 00:03:49,870
-Don't have to tell me twice.
-[GIRL SCREAMS]
79
00:03:50,910 --> 00:03:55,700
[PANTING]
[BELLOWING]
80
00:03:55,790 --> 00:03:57,330
[GRUNTS]
81
00:03:57,410 --> 00:03:59,790
Let's see how you do
with a mouth full of webbing.
82
00:03:59,870 --> 00:04:01,540
[BELLOWING CONTINUES]
83
00:04:01,620 --> 00:04:02,620
Nothing.
84
00:04:02,700 --> 00:04:03,950
If I can't stop it,
85
00:04:04,040 --> 00:04:05,790
might as well go along for a ride.
86
00:04:06,790 --> 00:04:08,080
Whoa!
87
00:04:09,080 --> 00:04:11,080
Spidey's having a hard time out there.
88
00:04:11,160 --> 00:04:13,620
How can he fight it when it doesn't have
any shape or form?
89
00:04:13,700 --> 00:04:15,120
We should help him.
90
00:04:15,200 --> 00:04:17,370
He said stay by the carnival games.
91
00:04:17,450 --> 00:04:18,700
Doesn't mean we can't do both.
92
00:04:19,370 --> 00:04:20,950
Grab some of those lava lights.
93
00:04:21,040 --> 00:04:22,540
Anya, unhook the water guns.
94
00:04:23,660 --> 00:04:25,790
Hey, wanna try the new parachute ride?
95
00:04:26,540 --> 00:04:27,580
Fun, right?
96
00:04:27,660 --> 00:04:30,160
-You don't have to answer.
-[YELLING]
97
00:04:30,250 --> 00:04:31,410
[GRUNTS]
98
00:04:31,500 --> 00:04:33,290
Now get to the safety of the fun house.
99
00:04:33,370 --> 00:04:35,410
[GRUNTS]
What are you supposed to be?
100
00:04:35,500 --> 00:04:36,910
Stand back, Spider-Man.
101
00:04:37,000 --> 00:04:40,250
We used parts of the carnival games
to create a coagulation gun.
102
00:04:40,330 --> 00:04:42,450
Just now? Wow.
103
00:04:42,540 --> 00:04:44,750
It took me a full day
just to make these web shooters.
104
00:04:44,830 --> 00:04:47,580
Now watch me stop it in its tracks.
105
00:04:47,660 --> 00:04:48,660
-Sorry.
-[GASPS]
106
00:04:48,750 --> 00:04:52,540
You must be at least this tall
to fight the sand creature.
107
00:04:53,500 --> 00:04:54,910
Hey!
108
00:04:55,000 --> 00:04:56,830
Don't worry. You'll get the credit.
109
00:04:56,910 --> 00:05:00,000
I just want the big sandy prize. [GRUNTS]
110
00:05:04,200 --> 00:05:05,250
Huh?
111
00:05:05,330 --> 00:05:06,910
Whoa, whoa, whoa!
112
00:05:10,410 --> 00:05:12,160
Uh... Whew.
113
00:05:12,950 --> 00:05:15,950
[RASPY VOICE]
Help me.
114
00:05:16,750 --> 00:05:18,580
-What did you say?
FLASH: Don't worry, Spidey.
115
00:05:18,660 --> 00:05:20,750
I got your back.
[GRUNTS]
116
00:05:20,830 --> 00:05:21,950
No!
117
00:05:23,410 --> 00:05:25,080
I did it!
118
00:05:25,160 --> 00:05:26,450
SPIDER-MAN:
Yeah, you did it, all right.
119
00:05:27,120 --> 00:05:29,540
Ruined my chances of finding out
what that thing was.
120
00:05:32,160 --> 00:05:34,160
[PETER SIGHS]
Couldn't sleep at all last night.
121
00:05:34,950 --> 00:05:37,950
That plea for help sounded more human
than sand creature.
122
00:05:38,540 --> 00:05:40,620
And since we live in a world
where a kid like me
123
00:05:40,700 --> 00:05:42,580
can gain the powers of a spider,
124
00:05:42,660 --> 00:05:44,000
it's worth checking out.
125
00:05:45,830 --> 00:05:49,500
Luckily, there was enough sand
in my costume to grab a sufficient sample.
126
00:05:49,580 --> 00:05:52,450
And since it's Sunday,
I'll have the lab all to mysel--
127
00:05:52,540 --> 00:05:53,870
What are you, guys, doing here?
128
00:05:54,330 --> 00:05:56,370
Making up the time we lost yesterday.
129
00:05:56,450 --> 00:05:58,660
Great social director
you turned out to be.
130
00:05:58,750 --> 00:05:59,910
Don't worry about it.
131
00:06:00,000 --> 00:06:02,790
Just get over here and start logging
some hours on this thing.
132
00:06:02,870 --> 00:06:04,950
I will. I just--
133
00:06:05,040 --> 00:06:07,410
I just need to take care
of something else first.
134
00:06:07,500 --> 00:06:08,540
ANYA: Whoa!
MILES: Huh?
135
00:06:08,620 --> 00:06:09,870
ANYA:
Look at this!
136
00:06:10,540 --> 00:06:13,620
Those readings are off the charts.
What did you do?
137
00:06:13,700 --> 00:06:16,750
Nothing. It was just
a sudden surge of activity.
138
00:06:18,750 --> 00:06:20,540
Gotta check something in my lab.
139
00:06:20,620 --> 00:06:22,330
[HUFFS]
We lost it.
140
00:06:22,410 --> 00:06:24,080
Let's run another full analysis.
141
00:06:26,660 --> 00:06:28,120
Okay, Sandy.
142
00:06:28,200 --> 00:06:30,950
Maybe if I can help you
become more cohesive,
143
00:06:31,040 --> 00:06:32,700
you can say more than "help me."
144
00:06:34,000 --> 00:06:37,080
I need to ionize the granule particles
and get them to bond.
145
00:06:38,540 --> 00:06:40,870
Sure could use some help with this,
146
00:06:40,950 --> 00:06:43,870
but the others are so focused
on the Stark Expo entry.
147
00:06:43,950 --> 00:06:44,950
Hmm.
148
00:06:45,580 --> 00:06:48,160
[MECHANICAL WHIRRING]
[PHONE BEEPING]
149
00:06:48,250 --> 00:06:50,830
-Hey, Pete. What's going on?
PETER: Got a sec?
150
00:06:50,910 --> 00:06:54,580
Sure. I'm just, uh, fiddling with
something new for the Stark Expo.
151
00:06:54,660 --> 00:06:56,500
-Us too.
HARRY: Yeah?
152
00:06:56,580 --> 00:06:59,120
How's it going over there with the, uh...
153
00:06:59,200 --> 00:07:01,200
Uh, what did you call it again?
154
00:07:01,580 --> 00:07:02,870
Very funny.
155
00:07:02,950 --> 00:07:04,500
You're not getting any secrets out of me.
156
00:07:04,580 --> 00:07:05,750
[CHUCKLES]
157
00:07:05,830 --> 00:07:08,000
Then this is gonna be
a short conversation.
158
00:07:08,080 --> 00:07:11,120
Actually, I've got
a non-Expo-related question.
159
00:07:11,200 --> 00:07:13,370
What do you know about cohesive materials?
160
00:07:26,870 --> 00:07:29,450
[RASPY VOICE]
Keemia...
161
00:07:33,790 --> 00:07:38,830
Need to follow,
but still having trouble forming.
162
00:07:40,160 --> 00:07:43,200
Something's missing.
163
00:07:46,660 --> 00:07:48,620
[ELECTRICITY BUZZING]
[PETER EXCLAIMS]
164
00:07:48,700 --> 00:07:50,500
Harry's a genius.
165
00:07:50,580 --> 00:07:54,040
The molecular polarity reacts to the ions
of an electrical charge.
166
00:07:55,000 --> 00:07:58,580
Given time, I might be able
to achieve cohesion.
167
00:07:59,200 --> 00:08:01,040
Yo, Earth to Pete.
168
00:08:01,700 --> 00:08:02,700
You forget something?
169
00:08:02,790 --> 00:08:04,620
The experiment.
170
00:08:04,700 --> 00:08:06,750
I'm so sorry, Miles. I lost track of time.
171
00:08:06,830 --> 00:08:07,830
Well, jump to it.
172
00:08:07,910 --> 00:08:10,370
If we get this baby
to stabilize permanently,
173
00:08:10,450 --> 00:08:13,450
Horizon High gets to add it
to the periodic table.
174
00:08:13,540 --> 00:08:16,200
I'm thinking we call it "Miles-Moralium."
175
00:08:16,540 --> 00:08:18,790
I think "V-252" will be fine.
176
00:08:19,660 --> 00:08:20,660
And I'll get on it.
177
00:08:20,750 --> 00:08:21,950
-[PHONE BEEPING]
-Later, Pete.
178
00:08:23,080 --> 00:08:25,330
Hey, Aunt May.
No, I won't be home for awhile.
179
00:08:25,370 --> 00:08:27,660
I need to let something charge
a few more hours.
180
00:08:28,250 --> 00:08:30,580
Yeah. I guess I can bring it home.
181
00:08:32,790 --> 00:08:35,290
A jacket? It's the middle of summer.
182
00:08:37,290 --> 00:08:40,580
Sure. I can stop at the grocery store.
What do you need?
183
00:08:40,660 --> 00:08:42,200
-[SQUELCHING SOUND]
-Huh?
184
00:08:43,290 --> 00:08:44,540
No. I'm here.
185
00:08:45,870 --> 00:08:47,330
Thought I heard something.
186
00:08:49,250 --> 00:08:51,660
And you know what?
I will wear that jacket.
187
00:08:52,250 --> 00:08:53,660
I just got a chill.
188
00:08:57,330 --> 00:08:59,580
Hey, Aunt May. As promised.
189
00:09:02,120 --> 00:09:04,870
Oh, Peter, you're freezing.
190
00:09:04,950 --> 00:09:07,250
-I told you to wear a jacket.
-I did.
191
00:09:07,910 --> 00:09:10,660
You worry too much.
I'll be working in my room until dinner.
192
00:09:13,830 --> 00:09:15,500
Better get down to business.
193
00:09:20,250 --> 00:09:22,080
[ELECTRICITY ARCING]
194
00:09:22,160 --> 00:09:23,950
And now we wait.
195
00:09:26,250 --> 00:09:28,040
Dinner's almost ready, Peter.
196
00:09:28,830 --> 00:09:29,830
Hmm?
197
00:09:31,950 --> 00:09:34,330
Yes! You're starting to stack.
198
00:09:35,290 --> 00:09:37,580
Huh? Where do you think you're going?
199
00:09:38,870 --> 00:09:40,500
[METALLIC THUD]
[CAT YOWLS]
200
00:09:42,830 --> 00:09:44,120
Oh, no.
201
00:09:44,200 --> 00:09:45,790
-[AUNT MAY SCREAMS]
-Aunt May?
202
00:09:45,870 --> 00:09:47,330
I shouldn't have brought this home.
203
00:09:47,950 --> 00:09:50,870
-[SANDMAN GROWLING]
-Sand creature!
204
00:09:52,290 --> 00:09:53,790
-Get away from her!
-[SCREAMS]
205
00:09:53,870 --> 00:09:54,870
[GRUNTS]
206
00:09:57,830 --> 00:09:59,200
Spider creature!
207
00:09:59,290 --> 00:10:01,290
-No! I'm here to help!
-[YELLS]
208
00:10:01,370 --> 00:10:02,370
[GRUNTS]
209
00:10:02,450 --> 00:10:04,660
Ma'am, I need you to vacate the premises.
210
00:10:04,750 --> 00:10:07,790
Not without Peter! Peter, are you okay?
211
00:10:07,870 --> 00:10:11,080
SANDMAN:
Give it to me!
212
00:10:11,410 --> 00:10:12,750
I'm fine, Aunt May.
213
00:10:12,830 --> 00:10:15,700
Run next door to Mrs. Watson's
and call the police.
214
00:10:15,790 --> 00:10:17,410
I'll head out the window.
215
00:10:17,500 --> 00:10:19,500
[GRUNTS]
Gotcha!
216
00:10:19,580 --> 00:10:20,580
Whoa!
217
00:10:20,660 --> 00:10:23,910
[SANDMAN YELLS]
[PETER GRUNTS]
218
00:10:24,000 --> 00:10:26,200
Is this what you want?
Then come and get it!
219
00:10:27,500 --> 00:10:28,750
[GLASS SHATTERS]
220
00:10:31,160 --> 00:10:32,660
[GRUNTS]
Ignore what you're about to see.
221
00:10:32,750 --> 00:10:36,040
SANDMAN:
Help me! Stop! Give it back!
222
00:10:37,370 --> 00:10:39,370
I've been hoping to get to the beach
this year.
223
00:10:39,450 --> 00:10:41,450
Never thought the beach would come to me.
224
00:10:43,120 --> 00:10:45,200
[GRUNTING]
225
00:10:48,080 --> 00:10:50,200
Oh, look! A sandbox
that isn't attacking me.
226
00:10:50,290 --> 00:10:52,660
Whoa! Let alone fought in one.
227
00:10:52,750 --> 00:10:55,370
What's wrong? Cat got your tongue?
228
00:10:55,450 --> 00:10:58,540
Actually, maybe I do.
I hope this is not a mistake.
229
00:11:00,410 --> 00:11:02,580
And since we're far enough away
from putting anyone at risk...
230
00:11:02,660 --> 00:11:05,000
[YELLING]
231
00:11:05,080 --> 00:11:06,950
Okay, maybe this was a mistake.
232
00:11:07,040 --> 00:11:10,120
[GRUNTING]
233
00:11:13,370 --> 00:11:14,540
Now we're talking.
234
00:11:15,330 --> 00:11:16,370
What?
235
00:11:17,410 --> 00:11:19,330
I'm me again. How did you--?
236
00:11:19,410 --> 00:11:22,120
I ionized a sample of your sand
by charging it.
237
00:11:22,200 --> 00:11:23,200
Helped it coagulate.
238
00:11:23,290 --> 00:11:26,660
When it reunited with the rest of you,
the remaining particles followed suit.
239
00:11:26,750 --> 00:11:30,580
Oh, I never thought
I'd be the old me ever again.
240
00:11:30,660 --> 00:11:33,660
And who would that be,
if you don't mind me asking?
241
00:11:33,750 --> 00:11:36,830
[SIGHS]
Flint Marko.
242
00:11:36,910 --> 00:11:38,750
-What?
-You're still made of sand.
243
00:11:39,450 --> 00:11:40,700
But by charging the particles,
244
00:11:40,790 --> 00:11:43,500
now you're able to retain
a more human form.
245
00:11:43,580 --> 00:11:45,080
You'll get better at controlling it.
246
00:11:45,750 --> 00:11:49,160
I can't believe you helped me
when I was so out of control.
247
00:11:49,250 --> 00:11:51,450
It's what you asked for, wasn't it?
248
00:11:51,540 --> 00:11:54,080
Of course, it would've been easier
to ask for help
249
00:11:54,160 --> 00:11:56,200
before you ravaged Coney Island.
250
00:11:56,870 --> 00:12:00,870
I was trying to reach my daughter, Keemia.
251
00:12:02,160 --> 00:12:04,290
The girl on the Ferris wheel.
252
00:12:04,370 --> 00:12:06,830
-The one you were chasing.
-Trying to protect.
253
00:12:06,910 --> 00:12:09,290
From the people who did this to me.
254
00:12:09,370 --> 00:12:12,080
I should've never brought those monsters
into my home.
255
00:12:12,160 --> 00:12:15,700
Yeah. I understand more than you think.
What happened to you?
256
00:12:15,790 --> 00:12:18,200
I worked for this guy named Hammerhead.
257
00:12:18,290 --> 00:12:19,620
I've heard of him.
258
00:12:19,700 --> 00:12:21,700
Not someone I'd recommend
doing business with.
259
00:12:22,370 --> 00:12:24,700
He gave me a job
when nobody else would.
260
00:12:24,790 --> 00:12:26,450
Helped me provide for my daughter.
261
00:12:27,000 --> 00:12:30,120
When I messed up too many times,
he taught me a lesson.
262
00:12:32,750 --> 00:12:35,580
Told me to meet him at a chemical plantin New Jersey.
263
00:12:36,910 --> 00:12:39,080
Wait here. I won't be long.
264
00:12:46,290 --> 00:12:47,750
And when I got inside...
265
00:12:49,660 --> 00:12:52,660
HAMMERHEAD: You've disappointed me
for the last time, Marko.
266
00:12:52,750 --> 00:12:55,910
Letting my financial ledger fall
into the wrong hands.
267
00:12:56,700 --> 00:12:58,750
That was the last straw.
268
00:12:59,290 --> 00:13:01,160
Hammerhead, it wasn't my fault.
269
00:13:02,000 --> 00:13:03,790
Let me explain. Let me...
270
00:13:06,950 --> 00:13:08,120
No. No!
271
00:13:08,790 --> 00:13:10,790
[SCREAMING]
272
00:13:10,870 --> 00:13:14,660
Buried me under a ton of sandand toxic waste.
273
00:13:15,540 --> 00:13:17,370
Hammerhead thought I was dead.
274
00:13:17,910 --> 00:13:21,370
Turns out, I was this.
275
00:13:21,450 --> 00:13:23,250
Now things have gotten worse.
276
00:13:23,330 --> 00:13:24,950
How's that even possible?
277
00:13:25,830 --> 00:13:28,000
Because Hammerhead took Keemia.
278
00:13:28,950 --> 00:13:32,500
But now that you've helped me
retain my form, I can rescue her.
279
00:13:32,580 --> 00:13:35,410
Correction. We can rescue her.
280
00:13:36,870 --> 00:13:39,580
PETER: Yep. That looks like
a Mob boss stronghold.
281
00:13:39,660 --> 00:13:41,500
Complete with thick-necked goons
and everything.
282
00:13:47,410 --> 00:13:49,040
[DOORKNOB RATTLES]
283
00:13:49,120 --> 00:13:50,160
Door's locked.
284
00:13:50,250 --> 00:13:52,040
Don't wanna draw any attention.
You wait here.
285
00:13:52,120 --> 00:13:54,700
I'll crawl up to the roof,
see if I can make my way in, and...
286
00:13:58,040 --> 00:13:59,450
You say something?
287
00:13:59,540 --> 00:14:00,870
Or we can do it your way.
288
00:14:00,950 --> 00:14:02,410
[SOFTLY]
Let's get her and get out of here
289
00:14:02,500 --> 00:14:03,830
before anyone notices.
290
00:14:05,950 --> 00:14:07,910
FLINT: There she is.
-[GASPS]
291
00:14:08,000 --> 00:14:09,330
Keemia.
292
00:14:09,410 --> 00:14:10,500
Dad?
293
00:14:11,290 --> 00:14:12,830
Oh, it's me, Keemia.
294
00:14:12,910 --> 00:14:14,660
-[GRUNTS]
-It's really me.
295
00:14:14,750 --> 00:14:16,540
I never thought I'd see your face again.
296
00:14:17,200 --> 00:14:18,370
-I'm sorry--
-[GRUNTS]
297
00:14:18,450 --> 00:14:19,660
[GRUNTS]
298
00:14:19,750 --> 00:14:22,750
So I'm glad I got the chance
to finally do that!
299
00:14:23,250 --> 00:14:24,830
What's the matter, Dad?
300
00:14:24,910 --> 00:14:28,000
You always said,
"Like father, like daughter!"
301
00:14:30,750 --> 00:14:31,910
[GLASS SHATTERS]
302
00:14:33,660 --> 00:14:34,660
Keemia?
303
00:14:35,830 --> 00:14:37,370
But-- But how?
304
00:14:37,450 --> 00:14:40,370
Actually, I would also like to know
what's going on here.
305
00:14:40,950 --> 00:14:42,910
-Stay out of this, Spider-Man.
MAN: What's going on?
306
00:14:43,660 --> 00:14:46,200
This doesn't concern you.
307
00:14:46,290 --> 00:14:47,700
[YELLS]
308
00:14:47,790 --> 00:14:50,290
Uh, it does when you unleash
a sandstorm at my head.
309
00:14:50,370 --> 00:14:51,830
[BOTH GRUNTING]
310
00:14:51,910 --> 00:14:53,330
[STRAINING]
311
00:14:53,410 --> 00:14:55,200
[GRUNTS]
312
00:14:56,660 --> 00:14:58,950
You haven't figured it out, Dad?
313
00:14:59,700 --> 00:15:01,540
Oh, who am I kidding?
314
00:15:01,620 --> 00:15:03,950
You couldn't even figure out
how to form before now.
315
00:15:04,620 --> 00:15:06,410
I don't know what you're talking about.
316
00:15:06,500 --> 00:15:08,200
I came here to protect you!
317
00:15:08,290 --> 00:15:10,580
Protect me?
[SCOFFS]
318
00:15:10,660 --> 00:15:12,700
You're a little late for that, Dad.
319
00:15:12,790 --> 00:15:14,700
[GRUNTS]
320
00:15:15,370 --> 00:15:17,700
[GROANS]
I'm stuck.
321
00:15:18,410 --> 00:15:20,660
KEEMIA:
If you were so interested in my safety,
322
00:15:21,330 --> 00:15:24,160
you wouldn't have brought me with you
the night of the accident.
323
00:15:26,950 --> 00:15:28,830
[THUNDERCLAP]
You know I didn't approve
324
00:15:28,910 --> 00:15:32,370
of your line of work,but you brought me along anyway.
325
00:15:32,450 --> 00:15:33,580
I hated what you did,
326
00:15:33,660 --> 00:15:37,120
and I swore I'd use my brainsto give myself a better life.
327
00:15:37,200 --> 00:15:39,830
But when I got creeped outsitting alone in the dark,
328
00:15:39,910 --> 00:15:42,250
I did the one thing I said I'd never do.
329
00:15:43,500 --> 00:15:46,200
I followed in my father's footsteps.
330
00:15:46,290 --> 00:15:47,370
As a result,
331
00:15:47,450 --> 00:15:50,450
all the studying I did,all the high grades I got
332
00:15:50,540 --> 00:15:51,540
didn't matter.
333
00:15:51,620 --> 00:15:55,000
HAMMERHEAD: You've disappointed me
for the last time, Marko.
334
00:15:55,080 --> 00:15:57,120
-Let me explain. Let me-- No.
-[SWITCH CLICKS]
335
00:15:57,200 --> 00:15:59,870
No! No!
336
00:16:00,910 --> 00:16:03,410
[YELLS]
Because my fate was sealed...
337
00:16:03,500 --> 00:16:06,160
in sand.
338
00:16:06,250 --> 00:16:09,450
[THUNDERCLAP]
339
00:16:09,540 --> 00:16:11,290
When Hammerhead found my body,
340
00:16:11,370 --> 00:16:14,790
he saw no reason why I should payfor my father's mistakes,
341
00:16:14,870 --> 00:16:16,620
and he took pity on me.
342
00:16:16,700 --> 00:16:19,330
Together, with his moneyand my knowledge of science,
343
00:16:19,410 --> 00:16:22,830
we found a way to charge my particlesso that I could live...
344
00:16:23,330 --> 00:16:24,370
[THUNDERCLAP]
345
00:16:24,950 --> 00:16:26,410
...like this!
346
00:16:27,450 --> 00:16:29,910
You robbed me of a better life, Dad.
347
00:16:30,000 --> 00:16:32,660
So if I can't be a better person than you,
348
00:16:32,750 --> 00:16:34,410
I'll be a better sand person.
349
00:16:35,500 --> 00:16:36,500
[GRUNTS]
350
00:16:36,580 --> 00:16:38,580
Keep her talking, Flint.
Almost have an arm loose.
351
00:16:39,370 --> 00:16:41,080
Keemia, listen to me.
352
00:16:41,160 --> 00:16:44,700
Hammerhead is the one
who's to blame for this, not me.
353
00:16:45,370 --> 00:16:48,950
I took those jobs so that I could
provide you with a better life.
354
00:16:49,660 --> 00:16:51,620
But did you? No.
355
00:16:51,700 --> 00:16:54,290
Hammerhead is the only one
who's ever helped me.
356
00:16:54,370 --> 00:16:57,450
By making me the best version
of what's left of me.
357
00:16:57,540 --> 00:17:00,120
By doing the things a father does.
358
00:17:00,200 --> 00:17:01,830
Oh, that's not gonna help.
359
00:17:01,910 --> 00:17:03,580
[LAUGHS]
360
00:17:03,660 --> 00:17:06,080
I hate to say it, Marko,
361
00:17:06,160 --> 00:17:10,620
but, uh, I think this sand
has slipped through your fingers.
362
00:17:10,700 --> 00:17:12,250
Hammerhead!
363
00:17:12,330 --> 00:17:14,290
-[YELLS]
-[GRUNTS]
364
00:17:14,370 --> 00:17:16,410
[GROANS]
365
00:17:16,500 --> 00:17:18,080
Come on, Spidey. Wriggle faster.
366
00:17:20,620 --> 00:17:22,830
[YELLING]
367
00:17:23,620 --> 00:17:25,620
[YELLS, GRUNTS]
368
00:17:27,160 --> 00:17:29,200
-[YELLS]
-[GROANS, YELLS]
369
00:17:29,950 --> 00:17:30,950
[GROANS]
370
00:17:32,660 --> 00:17:34,870
Don't settle for this life.
371
00:17:34,950 --> 00:17:37,040
You can still have the future you want.
372
00:17:39,040 --> 00:17:41,000
KEEMIA:
That's impossible!
373
00:17:41,080 --> 00:17:42,790
Keemia, listen to him!
374
00:17:42,870 --> 00:17:44,660
[SCREAMS]
I hate you!
375
00:17:44,750 --> 00:17:47,410
[GRUNTS]
376
00:17:47,500 --> 00:17:50,120
Why couldn't you be the father
you said you'd be?
377
00:17:51,040 --> 00:17:53,200
Keemia, stop! Flint, fight back!
378
00:17:53,870 --> 00:17:56,700
[GROANS]
I'm sorry, Keemia.
379
00:17:56,790 --> 00:17:58,040
[GRUNTS]
380
00:17:58,540 --> 00:18:00,120
[YELLS]
381
00:18:00,200 --> 00:18:01,450
[SCREAMS]
382
00:18:06,580 --> 00:18:09,410
You failed me!
383
00:18:10,080 --> 00:18:11,660
I love you, Keemia.
384
00:18:13,120 --> 00:18:14,870
I'm so sorry.
385
00:18:15,910 --> 00:18:16,910
[YELLS]
386
00:18:19,200 --> 00:18:20,450
No!
387
00:18:21,290 --> 00:18:22,500
[GRUNTS]
388
00:18:24,620 --> 00:18:26,330
[GRUNTS]
389
00:18:27,790 --> 00:18:30,080
All this sand's clogged up my shooters.
390
00:18:30,160 --> 00:18:31,450
SPIDER-MAN:
We can work this out, sand...
391
00:18:31,540 --> 00:18:33,370
-Don't worry, boys.
-...girl.
392
00:18:33,450 --> 00:18:35,040
This one's mine.
393
00:18:35,120 --> 00:18:36,450
-[YELLS]
-[GRUNTS]
394
00:18:36,540 --> 00:18:38,950
-[GRUNTS] Whoa!
-[KEEMIA YELLS]
395
00:18:39,040 --> 00:18:40,120
[GRUNTS]
396
00:18:42,120 --> 00:18:43,200
[GRUNTS]
397
00:18:44,450 --> 00:18:46,870
You should've stayed out of this.
398
00:18:47,700 --> 00:18:50,160
Good-bye, Spider-Man.
399
00:18:50,250 --> 00:18:52,120
-[ELECTRICITY ARCING]
-[STRAINED VOICE] Not good.
400
00:18:52,200 --> 00:18:54,250
Can't breathe.
401
00:19:04,200 --> 00:19:05,200
[GRUNTS]
402
00:19:06,580 --> 00:19:09,370
-Huh?
-[GRUNTS]
403
00:19:10,040 --> 00:19:12,290
Hello, second wind.
404
00:19:12,370 --> 00:19:14,950
I'm as surprised as you, boys,
but I'm going with it.
405
00:19:15,660 --> 00:19:17,160
[GRUNTS]
406
00:19:18,200 --> 00:19:21,160
This looks and feels
just the like the V-252.
407
00:19:21,250 --> 00:19:22,790
But how did it wind up on me?
408
00:19:23,500 --> 00:19:26,410
Well, don't look a gift super-suit
in the mouth.
409
00:19:26,500 --> 00:19:28,450
Unless you want a broken jaw,
that is.
410
00:19:28,540 --> 00:19:30,120
[CRIES OUT]
411
00:19:32,040 --> 00:19:32,950
[YELLING]
412
00:19:33,040 --> 00:19:34,950
You ready to try this again?
413
00:19:35,790 --> 00:19:37,540
[YELLS]
414
00:19:39,370 --> 00:19:40,620
[GRUNTS]
415
00:19:41,750 --> 00:19:43,040
[ALARM BLARING]
416
00:19:43,120 --> 00:19:45,790
[CRIES OUT, GROANS]
417
00:19:45,870 --> 00:19:47,120
[GRUNTS]
418
00:19:47,200 --> 00:19:50,080
Aw, did that hurt?
Sure sounded like it did.
419
00:19:50,870 --> 00:19:52,700
-[GRUNTS]
-Now you're coming with me.
420
00:19:54,040 --> 00:19:55,370
No, no, no!
421
00:20:00,120 --> 00:20:02,620
That sand family
really can't keep it together.
422
00:20:02,700 --> 00:20:05,500
[POLICE RADIO CHATTER]
423
00:20:07,830 --> 00:20:08,830
SPIDER-MAN:
Well,
424
00:20:08,910 --> 00:20:11,540
at least tonight wasn't a total loss.
425
00:20:11,620 --> 00:20:13,040
Very funny.
426
00:20:14,000 --> 00:20:17,580
[SIREN WAILING]
427
00:20:26,830 --> 00:20:27,830
[BEEPS]
428
00:20:27,910 --> 00:20:28,950
Insurance agent says
429
00:20:29,040 --> 00:20:31,660
he's not sure we're covered
for sandstorms.
430
00:20:32,330 --> 00:20:33,540
I'm sorry, Aunt May.
431
00:20:34,330 --> 00:20:36,160
Oh, not your fault.
432
00:20:36,250 --> 00:20:39,290
You're not the one who brought
that sand thing here.
433
00:20:39,950 --> 00:20:41,450
Uh, right.
434
00:20:41,540 --> 00:20:43,250
That was dumb of me.
435
00:20:43,330 --> 00:20:46,450
Have to remember that Spider-Man's lifeis a dangerous one.
436
00:20:46,540 --> 00:20:48,580
I need to keep my home life out of it.
437
00:20:48,660 --> 00:20:50,290
There's no telling who could show up.
438
00:20:51,000 --> 00:20:53,000
Or if they'll return.
439
00:20:53,080 --> 00:20:55,540
But from what I've experiencedin the last few hours,
440
00:20:55,620 --> 00:20:57,330
I'd say I'd be ready for them.
441
00:20:57,410 --> 00:20:59,250
Don't be late for school.
442
00:21:01,700 --> 00:21:02,790
I won't.
443
00:21:07,450 --> 00:21:09,330
Morning, guys. What's up?
444
00:21:10,000 --> 00:21:11,200
You tell us, Parker.
445
00:21:11,330 --> 00:21:14,500
The V-252 is missing,
and you were the last one with it.
446
00:21:15,160 --> 00:21:17,160
Modell is gonna freak out.
447
00:21:17,250 --> 00:21:20,500
And we can forget about any chance
of winning the Stark Expo.
448
00:21:20,950 --> 00:21:24,250
Okay. Relax. I'm sure it'll show up.
449
00:21:24,330 --> 00:21:28,330
If you're so sure, then why don't you
head up the investigation?
450
00:21:29,160 --> 00:21:30,790
I'm all over it.
32256
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