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1
00:00:04,218 --> 00:00:05,437
Web shooters.
2
00:00:06,144 --> 00:00:07,847
Proportionate strength
of a spider.
3
00:00:07,909 --> 00:00:11,558
And it still takes me just as long to
organize this place as anyone else.
4
00:00:11,683 --> 00:00:12,910
Who knew science
was so messy?
5
00:00:13,005 --> 00:00:14,972
He shoots, he...
6
00:00:16,855 --> 00:00:19,175
hits his teacher
with a dirty rag.
7
00:00:19,269 --> 00:00:22,524
Sorry, Max. It's
quite all right, Peter.
8
00:00:22,774 --> 00:00:24,587
I'm just happy to see you balancing out
9
00:00:24,645 --> 00:00:27,095
your science work
with a little athleticism.
10
00:00:27,207 --> 00:00:30,173
I make room when I can.
Speaking of which,
11
00:00:30,243 --> 00:00:33,457
since Tony Stark took the V-252
back to the Avengers Compound,
12
00:00:33,524 --> 00:00:35,591
do you want me to put
its container in storage?
13
00:00:35,658 --> 00:00:38,579
No, that's okay.
It's really no bother.
14
00:00:38,751 --> 00:00:40,463
In fact, we'll have
more room for...
15
00:00:40,530 --> 00:00:43,259
I said no, Peter. I, uh...
16
00:00:43,477 --> 00:00:46,759
I like it there. Sort of reminds
me of what could've been.
17
00:00:46,899 --> 00:00:50,048
Oh. I get it.
Sorry, Max.
18
00:00:50,196 --> 00:00:52,712
No worries. In fact,
why don't you head home?
19
00:00:52,813 --> 00:00:55,126
You can come in early and
finish up in the morning.
20
00:00:55,407 --> 00:00:58,118
I can't.
I promised Flash Thompson
21
00:00:58,188 --> 00:01:01,218
- I'd tutor him before school tomorrow.
- Flash Thompson?
22
00:01:01,485 --> 00:01:03,946
The Midtown lad
who won the Stark Expo?
23
00:01:04,040 --> 00:01:06,415
Don't remind me.
Flash got lucky.
24
00:01:06,626 --> 00:01:10,056
And I'll have my work cut out for me if I'm
going to teach him anything about science.
25
00:01:10,199 --> 00:01:13,303
People can surprise you, Peter.
You're a perfect example.
26
00:01:13,464 --> 00:01:15,696
I never would've thought
you'd agree to tutor the boy
27
00:01:15,759 --> 00:01:18,126
who caused you so much grief
at Midtown.
28
00:01:18,267 --> 00:01:22,345
Well, he did something I didn't expect.
He asked for my help.
29
00:01:22,477 --> 00:01:24,571
See? He's off
to a good start.
30
00:01:24,845 --> 00:01:26,501
And he's quite
the football star.
31
00:01:26,626 --> 00:01:29,368
I'm looking forward
to seeing him play this weekend.
32
00:01:29,462 --> 00:01:32,743
Tell you what.
Let's call it a night anyway.
33
00:01:32,806 --> 00:01:34,977
I can straighten
these things up on my own.
34
00:01:35,068 --> 00:01:37,868
You sure? Thanks, Max.
35
00:01:39,602 --> 00:01:41,384
Oh, yeah! Getting out
36
00:01:41,508 --> 00:01:43,704
earlier than expected,
and not a mugger in sight.
37
00:01:43,821 --> 00:01:46,044
I might actually get a good
night's sleep for a change.
38
00:01:46,102 --> 00:01:48,579
Whoo-hoo-hoo... Ah!
39
00:01:48,743 --> 00:01:53,118
Uh, hello, spider-sense?
40
00:01:53,243 --> 00:01:55,579
Let me know the next time
you're gonna take a vacation.
41
00:01:55,673 --> 00:01:58,352
I don't like being
caught off guard by...
42
00:01:59,227 --> 00:02:01,509
Is that the black suit?
43
00:02:01,826 --> 00:02:04,093
Is that my black suit?
44
00:02:06,462 --> 00:02:09,368
And all this time,
I thought black was slimming.
45
00:02:10,138 --> 00:02:13,442
??
46
00:02:14,105 --> 00:02:16,430
47
00:02:16,488 --> 00:02:18,993
48
00:02:21,306 --> 00:02:24,337
So this is what it was
like to fight me in this costume.
49
00:02:25,752 --> 00:02:29,220
Well, a larger,
more monstrous version of me
50
00:02:29,454 --> 00:02:32,767
who's clearly taken the V-252
to a much darker place.
51
00:02:36,993 --> 00:02:39,079
'Cause from that wet,
gnarly grin,
52
00:02:39,144 --> 00:02:42,376
I'd say the "V"
stood for "Venom"!
53
00:02:43,001 --> 00:02:45,802
Whoa! My spider-sense
still isn't working!
54
00:02:45,860 --> 00:02:48,017
Can it not sense the Symbiote?
55
00:02:48,134 --> 00:02:51,056
Either way, looks like I need
to rely on my other gifts.
56
00:02:51,948 --> 00:02:53,504
I don't mean bowling!
57
00:02:53,617 --> 00:02:56,261
Although...
58
00:02:56,753 --> 00:02:58,644
I'm still going for the strike!
59
00:03:01,182 --> 00:03:04,403
I know the V-252's
securely at Avengers Tower.
60
00:03:06,043 --> 00:03:08,229
So are you another one?
61
00:03:09,113 --> 00:03:11,569
'Cause it seems unlikely
it could've escaped, unless...
62
00:03:11,803 --> 00:03:14,356
Unless it bonded with Tony
before he could contain it.
63
00:03:14,414 --> 00:03:16,633
Mr. Stark, is that you?
64
00:03:16,923 --> 00:03:20,737
If it is, you should know you're
really stretching out my suit.
65
00:03:20,869 --> 00:03:23,149
Unless you're just
looking to see who wore it best!
66
00:03:24,433 --> 00:03:25,579
In which case,
67
00:03:25,637 --> 00:03:27,943
let's just say I turned a lot
of heads wearing that thing.
68
00:03:29,334 --> 00:03:31,562
Not like Tony to
put people in harm's way.
69
00:03:31,668 --> 00:03:34,412
But I have to remember the suit
70
00:03:34,478 --> 00:03:37,015
made me do a lot of things
I didn't want to either.
71
00:03:39,047 --> 00:03:40,465
Like throwing a bus!
72
00:03:40,750 --> 00:03:43,042
Definitely wouldn't
throw a bus!
73
00:03:50,271 --> 00:03:53,189
That's right.
You don't like that, do you?
74
00:03:53,374 --> 00:03:56,225
Let's see what a cacophony
of car alarms sounds like.
75
00:04:00,137 --> 00:04:02,922
I was just showing off that
I knew what "cacophony" meant.
76
00:04:05,304 --> 00:04:07,135
And now he's gone.
77
00:04:09,900 --> 00:04:13,720
Guess there's only one way of knowing if
the Symbiote has taken over Tony Stark,
78
00:04:13,845 --> 00:04:16,479
and that's for Spidey
to ask him directly.
79
00:04:17,356 --> 00:04:20,710
Tony! It's your old pal, Spidey.
80
00:04:21,140 --> 00:04:24,302
Too friendly.
Mr. Stark, Spider-Man.
81
00:04:24,393 --> 00:04:26,679
Remember that V-252 you took?
82
00:04:26,832 --> 00:04:29,616
It didn't, by chance,
take over your mind, did it?
83
00:04:30,514 --> 00:04:31,960
Too direct.
84
00:04:32,885 --> 00:04:35,197
Mr. Stark, it's Spider-Man,
85
00:04:35,343 --> 00:04:39,031
and depending on how you answer this
question, you may need my help.
86
00:04:40,106 --> 00:04:43,386
Oh-ho-ho, that's good!
That's gooood.
87
00:04:44,961 --> 00:04:46,125
Call Tony Stark.
88
00:04:46,237 --> 00:04:48,045
Leave a message.
89
00:04:48,243 --> 00:04:52,337
Uh, hi. This is Spider-Man
with a message for Tony Stark.
90
00:04:52,542 --> 00:04:55,452
Mr. Stark, depending on how you
answer this question,
91
00:04:55,510 --> 00:04:57,352
I may need your help.
92
00:04:57,581 --> 00:04:59,852
You may need your help!
My help!
93
00:05:02,320 --> 00:05:03,614
Call me back, please.
94
00:05:04,405 --> 00:05:06,052
Real smooth, Parker.
95
00:05:09,112 --> 00:05:10,917
And monoammonium phosphate
96
00:05:10,975 --> 00:05:13,278
is a compound
that can separate the...
97
00:05:13,377 --> 00:05:15,776
- Flash!
- Huh? What? What? What?
98
00:05:15,868 --> 00:05:18,521
You're the one who asked
me here, remember?
99
00:05:18,865 --> 00:05:22,575
Now, do you wanna learn about the exciting
world of chemical compounds, or not?
100
00:05:22,833 --> 00:05:25,230
To be honest,
Parker, I could care less.
101
00:05:25,322 --> 00:05:27,568
But my grades are down,
and Mr. Salerno says
102
00:05:27,626 --> 00:05:29,446
if I don't pass
tomorrow's science exam,
103
00:05:29,534 --> 00:05:31,732
I can't play
in the big game this weekend.
104
00:05:32,226 --> 00:05:36,436
So? I'm not the biggest sports fan,
but... won't there be other games?
105
00:05:36,774 --> 00:05:37,999
Are you kidding me?
106
00:05:38,057 --> 00:05:41,437
This game is against
our biggest rival, Truman High.
107
00:05:41,530 --> 00:05:43,267
And I may not be much
in the classroom,
108
00:05:43,373 --> 00:05:45,671
but I am the king
of the football field!
109
00:05:49,197 --> 00:05:50,856
A nerd like you
couldn't understand
110
00:05:50,914 --> 00:05:52,689
the pressures of being a hero.
111
00:05:52,768 --> 00:05:56,594
- A hero? Yeah, right.
- Well, well, well!
112
00:05:56,825 --> 00:05:59,869
If it isn't
Flash-In-The-Pan Thompson!
113
00:05:59,955 --> 00:06:01,720
Kevin Wyatt.
114
00:06:01,778 --> 00:06:05,442
I forgot Truman High's quarter-hack
has family in this neighborhood.
115
00:06:05,500 --> 00:06:06,520
What do you want?
116
00:06:06,578 --> 00:06:08,872
I wanna see
you eat turf this weekend.
117
00:06:08,930 --> 00:06:11,825
But rumor has it
you won't be able to play
118
00:06:11,889 --> 00:06:14,388
'cause your grades are
no good.
119
00:06:17,279 --> 00:06:19,480
Keep it up, and you
won't be able to play
120
00:06:19,538 --> 00:06:21,765
'cause your legs
are no good!
121
00:06:22,076 --> 00:06:25,102
Flash, getting in a fight
isn't going to solve anything.
122
00:06:25,167 --> 00:06:28,209
Better listen to your
nerd buddy, Thompson.
123
00:06:29,290 --> 00:06:30,938
Nicely played, Flash.
124
00:06:31,229 --> 00:06:34,352
If you really wanna stick
it to him, ace this test.
125
00:06:34,425 --> 00:06:36,556
Then you can settle
your argument on the field.
126
00:06:36,828 --> 00:06:39,303
You really think I can pass,
tiny tutor?
127
00:06:39,361 --> 00:06:41,539
Is an amoeba
a single-celled organism?
128
00:06:41,725 --> 00:06:43,548
Huh? I don't know!
129
00:06:48,967 --> 00:06:51,833
Still no word from Tony.
That's not good.
130
00:06:52,078 --> 00:06:55,136
'Cause if the Symbiote was looking
for a host like its original,
131
00:06:55,368 --> 00:06:58,744
Tony and I are both smart,
we're both superheroes,
132
00:06:58,839 --> 00:07:01,801
and we were both
in close contact with the V-252.
133
00:07:01,976 --> 00:07:03,230
- Peter.
- Aah!
134
00:07:03,481 --> 00:07:04,595
Didn't mean to startle you.
135
00:07:04,689 --> 00:07:07,885
I just saw your...
your door open.
136
00:07:08,407 --> 00:07:09,760
That's all right.
137
00:07:10,201 --> 00:07:12,491
You okay, Max?
You look tired.
138
00:07:12,558 --> 00:07:14,593
Oh, I've been working late
most nights.
139
00:07:14,660 --> 00:07:16,627
It's probably just
catching up with me.
140
00:07:16,694 --> 00:07:17,739
What are you busy with?
141
00:07:17,805 --> 00:07:20,706
Well, I'm devising a way
to track the V-252.
142
00:07:20,792 --> 00:07:22,791
Why? We know exactly
where it is.
143
00:07:22,897 --> 00:07:25,130
Tony took it to Avengers
Compound, remember?
144
00:07:25,262 --> 00:07:29,763
Yeah, but Spider-Man told me
he thought he saw it last night,
145
00:07:29,829 --> 00:07:31,507
and I started to wonder.
146
00:07:31,908 --> 00:07:34,436
What if the Symbiote
bonded with Mr. Stark?
147
00:07:34,674 --> 00:07:37,433
Hmm.
That could be catastrophic.
148
00:07:38,306 --> 00:07:39,898
Fortunately,
I know for a fact
149
00:07:39,958 --> 00:07:42,834
that Tony is off-planet with the
Avengers on a secret mission.
150
00:07:43,072 --> 00:07:44,171
Really?
151
00:07:44,352 --> 00:07:47,339
That's a relief.
I think.
152
00:07:47,658 --> 00:07:48,680
What do you mean?
153
00:07:48,738 --> 00:07:52,224
Well, that means it's not Tony.
But it's still out there.
154
00:07:52,363 --> 00:07:55,634
And Spider-Man says his
spider-sense is useless against it.
155
00:07:55,926 --> 00:07:58,537
Which is why I'm working
on a way to track it.
156
00:07:58,679 --> 00:08:00,788
Didn't you say once
that the Symbiote gave off
157
00:08:00,846 --> 00:08:03,474
a unique quantum oscillation
of 35 gigahertz?
158
00:08:03,574 --> 00:08:05,883
It was actually 38 gigahertz.
159
00:08:05,995 --> 00:08:09,845
But... I really don't want you
getting involved in this, Peter.
160
00:08:10,011 --> 00:08:14,262
Promise me you'll leave the
dangerous stuff to the superheroes.
161
00:08:14,790 --> 00:08:16,618
You have my word.
162
00:08:18,103 --> 00:08:20,223
Technically,
I wasn't lying to Max,
163
00:08:20,283 --> 00:08:22,012
since I am a superhero,
164
00:08:22,250 --> 00:08:24,317
but I still don't
feel good about it.
165
00:08:24,692 --> 00:08:27,236
Fortunately, the data
he gave me comes in handy.
166
00:08:28,185 --> 00:08:29,242
There!
167
00:08:29,316 --> 00:08:32,508
Instead of a GPS,
I've made myself a VPS:
168
00:08:32,937 --> 00:08:34,604
Venom Positioning System.
169
00:08:34,760 --> 00:08:37,806
- Let's get started.
- After you.
170
00:08:39,216 --> 00:08:43,026
Venom Symbiote detected.
Turn right on Broadway.
171
00:08:43,357 --> 00:08:46,916
Yes! Once again,
science gets the upper hand!
172
00:08:48,342 --> 00:08:50,757
And with the sonic blaster
attached to my glove,
173
00:08:50,856 --> 00:08:53,036
that hand is gonna feel
like a fist.
174
00:08:53,400 --> 00:08:55,759
Swing left at 47th Street.
175
00:09:02,539 --> 00:09:03,899
Okay, Venom.
176
00:09:04,064 --> 00:09:07,172
Let's see how you feel when someone
sneaks up on you undetected.
177
00:09:07,230 --> 00:09:09,023
- Arriving at your destination.
- Huh?
178
00:09:09,081 --> 00:09:11,202
Oh, come on!
179
00:09:11,407 --> 00:09:14,760
You ruined my surpri...
180
00:09:17,600 --> 00:09:19,173
Everybody, get to safety!
181
00:09:19,231 --> 00:09:21,702
And while you're at it,
cover your ears!
182
00:09:27,513 --> 00:09:31,669
He's neutralizing the sonic blasts
with the lead in those manhole covers!
183
00:09:34,455 --> 00:09:36,401
My sonic blaster!
184
00:09:41,907 --> 00:09:43,742
Venom approaching.
185
00:09:44,731 --> 00:09:46,253
Tell me something I don't know!
186
00:09:47,962 --> 00:09:50,610
Phone, call Max's fax machine!
187
00:09:50,703 --> 00:09:51,952
Dialing.
188
00:09:59,001 --> 00:10:01,371
Thank goodness
for dated technology.
189
00:10:02,980 --> 00:10:04,542
Where'd he go?
190
00:10:06,092 --> 00:10:09,192
Gone. And it looks like the
VPS was damaged in the fight.
191
00:10:09,303 --> 00:10:11,440
Based on that move
with the manhole covers,
192
00:10:11,498 --> 00:10:13,688
I wasn't wrong about Venom
being somewhat smart.
193
00:10:14,197 --> 00:10:16,305
But with Tony Stark
off the suspect list,
194
00:10:16,391 --> 00:10:18,241
who's another person
that fits the bill?
195
00:10:18,308 --> 00:10:21,442
Everyone at Horizon High
has had access to the V-252.
196
00:10:21,593 --> 00:10:23,188
Gwen, Anya...
197
00:10:23,442 --> 00:10:25,431
Miles has powers
similar to mine.
198
00:10:25,911 --> 00:10:28,156
He doesn't quite
match Venom's size.
199
00:10:28,374 --> 00:10:31,550
Maybe Max can give me a list of
all the people who worked on it.
200
00:10:31,655 --> 00:10:34,269
Wait a minute.
What about Max?
201
00:10:34,798 --> 00:10:36,436
He's had the most
exposure to it.
202
00:10:36,494 --> 00:10:38,153
He's certainly smart enough.
203
00:10:38,325 --> 00:10:40,430
Not to mention
he's a pretty big guy.
204
00:10:40,714 --> 00:10:42,524
This needs some looking into.
205
00:10:46,537 --> 00:10:49,816
I won't be able to snoop
until he leaves for the day.
206
00:10:50,129 --> 00:10:51,547
So it's a good time to check in
207
00:10:51,612 --> 00:10:55,392
- on Flash at Midtown...
- Nerd alert! Puny Parker in the house!
208
00:10:57,488 --> 00:10:58,990
Sorry, tiny tutor.
209
00:10:59,067 --> 00:11:02,735
- Gotta keep up appearances, you know?
- What's going on here?
210
00:11:02,915 --> 00:11:06,150
Flash, I've told you
a hundred times not to...
211
00:11:06,297 --> 00:11:08,693
Peter Parker?
Is that you?
212
00:11:08,751 --> 00:11:11,387
It is, Mr. Salerno.
How have you been?
213
00:11:11,520 --> 00:11:13,565
Well, I've been better,
Peter.
214
00:11:13,648 --> 00:11:15,653
Ouch!
I can see that.
215
00:11:15,762 --> 00:11:17,619
What I mean is,
I'm having a hard time
216
00:11:17,677 --> 00:11:20,300
losing good students
like yourself to Horizon High.
217
00:11:20,390 --> 00:11:24,099
In fact, I've been petitioning to
stop Max Modell from recruiting here.
218
00:11:24,192 --> 00:11:26,032
He's well aware
of it, sir.
219
00:11:26,113 --> 00:11:28,146
And, while I know
it upsets him,
220
00:11:28,235 --> 00:11:29,959
I understand
your point too.
221
00:11:30,030 --> 00:11:32,519
But... what I meant was,
what happened to your arm?
222
00:11:32,577 --> 00:11:33,657
Oh, that.
223
00:11:33,735 --> 00:11:36,475
Well, I was in a bus accident,
believe it or not.
224
00:11:36,598 --> 00:11:38,781
A strange creature
attacked us.
225
00:11:39,479 --> 00:11:40,479
Really?
226
00:11:40,584 --> 00:11:42,517
But what brings you
to Midtown?
227
00:11:42,585 --> 00:11:44,937
Not a need to be picked on
by Flash, I hope.
228
00:11:45,036 --> 00:11:48,490
Oh! I don't know, I was tutoring Flash
for your big exam.
229
00:11:49,067 --> 00:11:50,327
I should've guessed,
230
00:11:50,387 --> 00:11:54,297
because Flash passed
with flying colors.
231
00:11:54,355 --> 00:11:55,729
I... I did?
232
00:11:55,787 --> 00:11:57,253
He... He did?
233
00:11:57,317 --> 00:11:58,796
Yes!
234
00:11:59,139 --> 00:12:03,054
Now you can see me kick Truman
High's butt tonight! Yeah!
235
00:12:03,193 --> 00:12:06,673
Oh, I... I wasn't actually
planning on going to the game.
236
00:12:06,731 --> 00:12:08,392
I mean, I don't know
if I can...
237
00:12:08,524 --> 00:12:12,000
My God! Oh ho ho!
You are so there, tiny tutor!
238
00:12:14,560 --> 00:12:17,591
I don't wanna believe Max
could actually be Venom.
239
00:12:17,764 --> 00:12:20,794
But that attack on Mr. Salerno's
a pretty big clue.
240
00:12:20,992 --> 00:12:23,638
Come to think of it,
Max was overly concerned
241
00:12:23,757 --> 00:12:26,872
about keeping the V-252 canister
in his office.
242
00:12:27,322 --> 00:12:28,856
Luckily, he's gone for the day,
243
00:12:28,920 --> 00:12:30,532
and I can check out
its usage...
244
00:12:30,649 --> 00:12:31,995
M-Max!
245
00:12:32,716 --> 00:12:35,233
I-I thought you were
going to the big game.
246
00:12:35,398 --> 00:12:37,546
I was hoping to,
but it dawned on me
247
00:12:37,604 --> 00:12:41,403
that with Sal Salerno petitioning to
keep me from recruiting at Midtown,
248
00:12:41,631 --> 00:12:43,661
it might not be
the best idea.
249
00:12:43,998 --> 00:12:45,671
Oh. I see.
250
00:12:45,729 --> 00:12:48,184
Oh! But you better run
if you're gonna make it on time.
251
00:12:48,263 --> 00:12:50,753
Yeah. I
guess you're right.
252
00:12:54,529 --> 00:12:57,072
So much for seeing
if the canister's been in use.
253
00:12:57,144 --> 00:12:59,383
Although I guess
I could check its activity
254
00:12:59,448 --> 00:13:02,292
by logging in to Horizon's
mainframe with my tablet.
255
00:13:02,532 --> 00:13:05,022
Yeah. Why not?
I'm sure people multitask
256
00:13:05,080 --> 00:13:07,471
at sports events
all the time, right?
257
00:13:10,848 --> 00:13:12,265
Excuse me.
258
00:13:14,018 --> 00:13:17,471
Do you know if the Wi-Fi password
is still "Ra-ra-sis-boom"...
259
00:13:17,570 --> 00:13:20,331
Whoa! "bah"?
260
00:13:20,496 --> 00:13:22,700
Whoa!
261
00:13:22,885 --> 00:13:26,509
Tiny tutor! Hey, you made it.
Where's your foam finger?
262
00:13:26,689 --> 00:13:30,109
I, uh,
must've left it at home.
263
00:13:32,237 --> 00:13:34,452
Get this crowd cheering,
Mary Jane.
264
00:13:34,571 --> 00:13:37,277
Mary Jane?
That's Mary Jane Watson?
265
00:13:37,403 --> 00:13:39,298
Yeah. She's the school mascot
this year.
266
00:13:39,378 --> 00:13:42,521
Wow. Good for her.
Go get 'em, tiger!
267
00:13:46,025 --> 00:13:48,297
Go, Tigers!
268
00:13:48,515 --> 00:13:50,501
Go, Tigers!
269
00:13:51,004 --> 00:13:53,391
Whoo. I'm beginning
to understand
270
00:13:53,449 --> 00:13:55,150
why you felt
so much pressure, Flash.
271
00:13:55,223 --> 00:13:57,579
- Are you nervous?
- I'm pumped!
272
00:13:57,711 --> 00:13:59,611
Gonna crush those guys!
273
00:13:59,838 --> 00:14:03,005
See? This is the way you show up
that Truman quarterback.
274
00:14:03,164 --> 00:14:05,238
It's about how you play,
not how you fight.
275
00:14:05,377 --> 00:14:07,495
Yeah?
He's not playing tonight.
276
00:14:07,621 --> 00:14:11,069
Doofus claimed he got injured when a
monster attacked him in that caf�.
277
00:14:11,175 --> 00:14:12,800
Can you believe it? I mean,
278
00:14:12,858 --> 00:14:15,118
I get that he's scared of me,
but a monster?
279
00:14:15,232 --> 00:14:18,787
Please! I gotta go.
See ya after the game?
280
00:14:18,845 --> 00:14:21,171
Sure. And good luck!
281
00:14:21,369 --> 00:14:25,425
If Max is Venom, then why would he
go after a teenager like Wyatt?
282
00:14:26,360 --> 00:14:29,380
Unless Wyatt is one of the people
who signed Salerno's petition.
283
00:14:30,449 --> 00:14:33,136
Nope.
Kevin Wyatt isn't listed.
284
00:14:33,663 --> 00:14:37,197
Think, Pete. Why would Venom
go after a quarterback?
285
00:14:37,255 --> 00:14:39,790
- You're going down!
- Wait a minute.
286
00:14:40,068 --> 00:14:42,068
Keep it up,
and you won't be able to play
287
00:14:42,213 --> 00:14:44,972
'cause your legs
are no good!
288
00:14:45,581 --> 00:14:48,022
Mr. Salerno says if I don't pass
tomorrow's science exam,
289
00:14:48,080 --> 00:14:50,596
I can't play
in the big game this weekend.
290
00:14:50,966 --> 00:14:53,884
Could it be... Flash?
291
00:14:54,770 --> 00:14:59,664
But the only time Flash was ever near
the Symbiote was at... the Stark Expo!
292
00:15:02,837 --> 00:15:04,693
Gotta find footage
of the expo.
293
00:15:04,761 --> 00:15:07,042
I know he helped get it off
me, but could it have...
294
00:15:07,136 --> 00:15:09,501
There's Flash,
and there's the...
295
00:15:14,691 --> 00:15:16,625
Oh, no!
296
00:15:21,820 --> 00:15:23,782
Flash Thompson...
297
00:15:25,976 --> 00:15:27,342
is Venom.
298
00:15:29,711 --> 00:15:31,438
So it was Flash the whole time?
299
00:15:31,496 --> 00:15:33,466
I can't figure this out.
300
00:15:33,631 --> 00:15:35,208
I was so
distracted by the idea
301
00:15:35,255 --> 00:15:36,805
that Venom
had to be someone smart
302
00:15:36,863 --> 00:15:39,678
that I completely
underestimated Flash.
303
00:15:40,396 --> 00:15:42,404
Everyone, stay calm!
304
00:15:42,929 --> 00:15:45,283
Flash, I know you're in there.
Stand down!
305
00:15:48,001 --> 00:15:51,204
What's happening to me?
306
00:15:51,600 --> 00:15:54,115
Flash, it's the creature
from the expo. Aah!
307
00:15:54,181 --> 00:15:57,483
It bonded with you when you pulled
it off me. You have to fight it!
308
00:15:57,648 --> 00:15:59,985
I'm...
309
00:16:00,209 --> 00:16:02,547
trying!
310
00:16:06,994 --> 00:16:08,745
Wait, wait, wait,
wait, wait, wait, wait!
311
00:16:08,809 --> 00:16:10,544
Flag on the play!
312
00:16:14,899 --> 00:16:16,913
Unnecessary roughness.
313
00:16:17,197 --> 00:16:19,580
But I've got a better play.
314
00:16:21,501 --> 00:16:22,604
Huh?
315
00:16:22,710 --> 00:16:24,216
What's going on?
316
00:16:24,355 --> 00:16:25,864
Looks like one can
won't do the trick.
317
00:16:25,922 --> 00:16:27,759
I need more volume.
318
00:16:27,948 --> 00:16:30,242
Let's hear some team spirit!
319
00:16:34,416 --> 00:16:36,000
Hit him full blast!
320
00:16:44,344 --> 00:16:47,127
- Flash, you all right?
- Did I score?
321
00:16:47,271 --> 00:16:49,579
Let's just say I think
you're gonna be the MVP:
322
00:16:49,637 --> 00:16:51,497
Most Venomish Player.
323
00:16:51,799 --> 00:16:53,899
Although the competition
is fierce.
324
00:16:57,984 --> 00:16:59,211
Uh-oh.
325
00:16:59,285 --> 00:17:01,842
Looks like all the air horns
got used up on you.
326
00:17:01,954 --> 00:17:03,236
Run!
327
00:17:05,631 --> 00:17:07,119
We need a plan.
328
00:17:08,347 --> 00:17:10,737
My tutor can help us.
He's super smart.
329
00:17:10,916 --> 00:17:13,987
Yo! Parker!
Where are you?
330
00:17:14,187 --> 00:17:16,759
If he is smart, he got out of
here when Team Venom showed up.
331
00:17:16,947 --> 00:17:19,752
I still need a way to separate
the Symbiote from these guys.
332
00:17:19,810 --> 00:17:23,679
I can rip it off them like I did for you
at the expo. There's too many of them.
333
00:17:23,736 --> 00:17:25,906
Plus we don't want you
touching it again.
334
00:17:26,027 --> 00:17:27,940
We need something
that will force the Symbiote
335
00:17:27,998 --> 00:17:29,956
to separate from the players
on its own.
336
00:17:30,068 --> 00:17:32,210
Like a chemical catalyst.
337
00:17:35,763 --> 00:17:38,642
Oh! What about, uh, uh,
monoammonium phosphate?
338
00:17:38,708 --> 00:17:40,211
It's the stuff
in fire extinguishers
339
00:17:40,269 --> 00:17:42,697
that separates the oxygen
from the fuel.
340
00:17:42,856 --> 00:17:44,822
It was one of
the answers on my test.
341
00:17:45,342 --> 00:17:48,180
Thompson,
you're a genius!
342
00:17:48,458 --> 00:17:52,190
But sadly, all I have are
webs, not fire extinguishers.
343
00:17:52,373 --> 00:17:54,315
Yeah. Not a big help.
344
00:17:54,373 --> 00:17:56,216
But the school
has plenty of 'em.
345
00:17:56,295 --> 00:17:57,649
Then here's the play.
346
00:17:57,788 --> 00:17:59,965
I'll fake a distraction
and occupy the players.
347
00:18:00,086 --> 00:18:01,802
You head up the middle
and into the school,
348
00:18:01,860 --> 00:18:03,801
bringing back as many
extinguishers as you can.
349
00:18:03,859 --> 00:18:06,856
- On it!
- Grass hut! Thatched hut!
350
00:18:06,914 --> 00:18:08,725
Tiki hut! Hike!
351
00:18:14,214 --> 00:18:16,798
Oh! A Midtown win
brings satisfaction,
352
00:18:16,856 --> 00:18:19,035
even if it's a distraction!
353
00:18:19,866 --> 00:18:22,507
Uh-oh. Looks like
a Spider blitz.
354
00:18:27,125 --> 00:18:28,555
Touchdown!
355
00:18:31,164 --> 00:18:33,058
Why so defensive?
356
00:18:33,266 --> 00:18:35,101
Get it? "Defensive"?
357
00:18:35,228 --> 00:18:37,864
'Cause you're all
defensive line... backers.
358
00:18:38,096 --> 00:18:40,319
Don't worry. I only know
a few football terms.
359
00:18:40,497 --> 00:18:42,206
They're almost done.
360
00:18:42,684 --> 00:18:44,441
Yeah, baby!
361
00:18:44,606 --> 00:18:47,472
Flash cuts to the left.
Then to the right.
362
00:18:48,181 --> 00:18:50,048
He's unstoppable!
363
00:18:51,887 --> 00:18:52,919
Ow!
364
00:18:53,010 --> 00:18:56,212
Huh. Guess it's back
to training camp, boys.
365
00:19:01,781 --> 00:19:03,862
Hope Flash makes it back
with those extinguishers.
366
00:19:03,920 --> 00:19:06,598
Or this is gonna
be a brutal halftime show.
367
00:19:11,975 --> 00:19:14,140
Spidey, go long!
"Go long"?
368
00:19:14,207 --> 00:19:16,776
Oh, you mean "run"!
And with a little luck...
369
00:19:16,843 --> 00:19:18,379
Come on, Spidey.
Don't choke!
370
00:19:18,437 --> 00:19:22,576
Lots of people watching!
Catch! Yes!
371
00:19:22,836 --> 00:19:25,476
I know this is not the way fire
extinguishers should ever be used,
372
00:19:25,534 --> 00:19:29,093
but this is a dire emergency and lives
are at stake, so we've got no choice.
373
00:19:37,341 --> 00:19:40,528
That's a first down!
Now we gotta take the rest down.
374
00:19:40,595 --> 00:19:43,476
Flash, spray 'em all.
It won't hurt the players, because...
375
00:19:43,575 --> 00:19:45,885
Because the chemicals
only affect the Symbiote...
376
00:19:46,011 --> 00:19:49,340
Freezing it without ever
touching the players.
377
00:19:52,345 --> 00:19:54,013
Nerd!
378
00:19:54,158 --> 00:19:55,843
Don't lose any of it.
379
00:19:55,929 --> 00:19:58,831
Max?
What are you doing here?
380
00:19:59,023 --> 00:20:02,934
I heard you stayed away
because... of some petition.
381
00:20:03,099 --> 00:20:05,390
Well, I figure if you can't
face your opposition
382
00:20:05,463 --> 00:20:07,758
in a sports arena,
where can you do it?
383
00:20:07,893 --> 00:20:11,797
But right now, we need to contain
the frozen pieces of the V-252,
384
00:20:11,855 --> 00:20:13,790
and my equipment
is back at Horizon.
385
00:20:13,903 --> 00:20:16,470
I think I can lend a hand.
These containers
386
00:20:16,528 --> 00:20:18,739
may not be as advanced
as your Horizon ones,
387
00:20:18,852 --> 00:20:20,819
but they should
hold them for now.
388
00:20:20,946 --> 00:20:23,116
Thank you, Sal.
If Midtown's equipment
389
00:20:23,242 --> 00:20:26,243
is anything like its teachers,
I'm sure it's top notch.
390
00:20:26,384 --> 00:20:29,723
And I'm sorry if I've come
across as inconsiderate.
391
00:20:29,870 --> 00:20:31,849
Maybe moving forward,
I could recruit
392
00:20:31,914 --> 00:20:34,557
students based on your
recommendations.
393
00:20:34,650 --> 00:20:36,413
I'd like that, Max.
394
00:20:36,819 --> 00:20:38,071
Thank you.
395
00:20:38,340 --> 00:20:41,861
Hey! I just got a text
from Tony Stark.
396
00:20:42,361 --> 00:20:44,228
"Sorry I didn't get back
to you sooner.
397
00:20:44,448 --> 00:20:46,020
"I was in space.
398
00:20:46,217 --> 00:20:50,185
"What. A. World. Huh.
399
00:20:50,626 --> 00:20:53,271
- Call me back."
- No need to, Mr. Stark.
400
00:20:53,338 --> 00:20:56,610
Flash and Spidey
were on the case.
401
00:21:00,146 --> 00:21:01,180
Hmm?
402
00:21:01,247 --> 00:21:03,793
Well, if it isn't
Puny Parker.
403
00:21:03,857 --> 00:21:06,595
Come on, guys. I'm just returning
Mr. Salerno's equipment.
404
00:21:06,653 --> 00:21:08,843
Hey! No one messes
with Parker.
405
00:21:08,901 --> 00:21:12,678
If it wasn't for him, I couldn't have
saved Spider-Man's neck... again!
406
00:21:13,500 --> 00:21:15,368
Whatever you say, Flash.
407
00:21:16,823 --> 00:21:19,101
Don't worry about them
anymore, tiny tutor.
408
00:21:19,161 --> 00:21:23,301
From now on, you and I are gonna
be like two peas in a paramecium.
409
00:21:23,599 --> 00:21:25,104
I mean, um...
410
00:21:25,171 --> 00:21:27,554
Flash, you're my hero.
411
00:21:27,623 --> 00:21:28,922
Noogie!
412
00:21:28,980 --> 00:21:30,893
Ow!
413
00:21:30,943 --> 00:21:35,493
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