Original subtitles

Gwen kisses me, and I just stand there?

What's with that?

I mean, I battle super-beds daily, but can't handle a little kiss?

Even Black Cat didn't induce paralysis.

Does that mean Gwen's the one?

I know Venom thought so, but--

Miss us?

Venom. But l...

Come on, bro, join us.

You know you want to.

No.

No!

So it was only a nightmare.

Still...

...looks like Eddie grabbed everything but his roommate and bailed.

So, bro, where are you?

Oh, perfect.

These long johns keep the knees from knocking...

...but they also make me look like the spectacular Spider-Mush.

That's what I get for designing my Spidey-suit in the spring.

Fun in the sun, not so much in the snow.

Now I'll have to buy a pair of those expensive skintight thermals.

Add that to my to-do list.

Okay so that's:

One, talk to Gwen. Two, find Eddie.

Three, write Harry. Four, buy thermals.

Oh, and five, take care of Aunt May.

Aunt May, you're supposed to be recuperating from a heart attack.

I can still make pancakes.

No, no, no. I will do the cooking.

Peter...

...I'm not sure my heart can take watching you cook.

Okay, number one, talk to Gwen.

He's just a little confused.

Hi.

Hi.

- Well, class. - Yeah.

You know when you put your tongue on the side of the ship...

...and it sticks there?

I hate when I do that.

- Just saying. - Hey, Stan.

Call ESU.

Let them know the hardware for the new computer department arrived.

Behold.

I am Mysterio.

Here to save the world...

...from the evils of technology corrupting the human spirit.

Are we being punked? I hate that.

Silence, fool.

These hands possess all the powers of the arcane arts.

Such weak wills.

Your dependency on machines has ravaged your spirits.

But I can save you.

Behold.

The final will cover the interactions of various biological systems.

And be prepared to define the terms we've learned this semester...

...for example, survival of the fittest, natural selection--

All right, more review tomorrow. But start studying tonight.

This is ridiculous. Just talk to her.

Petey, this biology final's gonna destroy my GPA.

I'll never pass unless you tutor me again.

Please?

- Sure. - Petey, you rock.

Behold.

Another purveyor of the poisons of progress...

...that banish the old arts from this world.

Hey, how about we banish you?

Wow, nice trick, bubble-brain.

And I bet the cheesy magician act really goes over big with the tourists.

You dare call Mysterio a magician?

Fool! Mysterio is no illusionist playing parlour tricks.

Mysterio is the master of the arcane arts.

Seems to me Mysterio is the master...

...of talking about himself in the third person.

We shall see.

Your will is strong, Spider-Man.

Should you turn your mind to the spiritual...

...you might one day make a formidable foe.

But not today.

You have one chance to abandon your hateful cargo.

I'm thinking it's safer inside.

We'll make a believer out of you yet.

No.

Cold, cold, cold.

Okay, that woke me up.

"Photo by Peter Parker." Very nice.

And just one of your many talents.

And I wish another talent was keeping warm.

Maybe I can help.

Least I can do, after all the tutelage.

"Authorities recovered the armored car...

...but the cargo was washed out to sea."

The Bugle blames the whole mess on the Web-Head.

But how is Spider-Man supposed to battle a real-life sorcerer?

Wait, that's subphylum Chelicerata.

Oh, right, thanks.

And don't worry about Spider-Man.

My dad books magicians at his hotels all the time.

Took my brother and I backstage to see how the tricks were done.

It's all about misdirection.

You wind up paying attention to one thing...

...when you should be paying attention to another.

So spill, girlfriend. What happened?

Happened?

Please. You can't take your eyes off him, but you two don't talk.

I kissed him.

That's great. What did he--?

I don't know. I ran away.

And he hasn't said a word to me since.

Miles, I can't tell you how pleased we are...

...that Norman convinced you to join us at ESU.

I'm truly looking forward to working with you again.

Thanks, Curt. Feeling's mutual.

Well, I'm just glad my hotshot little brother's back in New York.

Mother will be thrilled too.

So, Dr. Warren...

...what changes can we expect at the lab?

Miles' past successes have already attracted much-needed grants...

...as well as lucrative private funding.

In fact, with this new capital, I was hoping to rehire...

...our lab assistant, Eddie Brock, but I've been unable to reach him.

I'm bringing in my own person. And I'm happy to share.

Plus you have your student interns. How's Gwen working out?

- Oh, wonderfully. - Wish we had more like her.

Well, there is Peter Parker.

We had trust issues with Peter.

I realise you dismissed him.

But he's still the brightest student I have.

I know Peter. A friend of my son's.

I've always found him very impressive.

All I care about is having the best available minds at our disposal.

Everyone deserves a second chance.

Fine. Peter's reinstated.

Wonderful. Here's to continued--

Oscorp business.

Mr. Osborn's on his way.

I summon the dark forces.

Show us your master plan for this sullied world.

Fools, your technology cannot harm the Serpents of Elvem.

But don't touch their poisonous skin.

Don't mind me. Just had to get in out of the cold.

Gesundheit. So, what did I miss?

Besides getting tagged by one of your will-weakening spells?

Nothing.

I've saved the best for last...

...and for you.

Hey! I'm cold enough.

I don't need ventilation.

Gotcha.

That's some retirement plan.

- Let go. - Cut it out.

What a world.

Embarrassing.

Oh, come on.

Want some of this?

- Big bully. - What do you know?

Guess Mysterio isn't quite the technophobe he claims to be.

Oh, pimples.

And Spidey strikes out the side.

Now to eject their manager.

Oh, no, you don't, girlfriend.

My work here is done.

Farewell, Spider-Man.

- Oh, no. - Bye-bye.

Couldn't let go first?

If I'm wrong about this, at least I'll finally be warm.

And for my next trick...

A prop house.

Liz was right.

Old Mystie's nothing but smoke and mirrors.

Misdirection.

Now for the man behind the curtain.

Oh, enough with the Latin. I know it's an act.

But it's such a good act.

And Latin adds just the right Mysterio-so touch.

For example:

You're in for a world of hurt.

Another illusion projected on mist.

You're catching on.

But what is illusion? And what is reality?

Around here, not much.

So many threats to life and limb.

But which are real?

Only one way to find out: ignore what I see and hear.

And may the spider-sense be with me.

You know, to the unblindfolded, I'm sure this is all very entertaining.

But effective? Not so much.

So how about we put the show biz on hold and finish this?

As you wish.

Didn't we just make it clear your illusions won't work on me?

So we did.

Robots.

And to think I used to like them as a kid.

Oh, come on, what are you gonna do, bite my kneecaps off?

Oh, wait, you can't. No mouth.

Somebody doesn't wanna play.

Misdirection.

Magic spell to sap my will?

Or maybe magic gas, colorless, odorless, to bring me to my knees?

Either way, I'll pass.

Oh, built-in remote controls. Nice.

I'm guessing this one has a head.

So now you know it's me.

Right. Who are you again?

You put me away.

Did I? Cool.

Don't pretend you've forgotten. I was the Chameleon's right-hand man.

Oh, right, on the boat.

You were dressed as the crewman.

As the waiter.

You remember, "Demitasse, Spider-Man?"

Sure, sure, if you say so.

Gesundheit.

Okay, one, talk to Gwen. Nope.

Two, find Eddie. Nope.

Three, write Harry. Nope.

Four, buy thermals. Nope.

Five, take care of Aunt May. Nope.

- Aunt May, we talked about this. - Oh, Peter, don't start.

I'm hardly overexerting myself.

I went to bed early and had a good night's sleep.

Bless you.

Seems I'm not the one burning the candle at both ends.

Oh, this came for you yesterday.

A registered letter from the Bugle.

Aunt May, it's an exclusive freelance contract...

...and an advance.

Robbie said this was coming, but I figured Jonah would never unclench--

- Peter, that's no way to talk about-- - I gotta tell Gwen.

Of everyone I know, she's the person I most want to tell.

That means something, right? I'll call.

We'll meet for breakfast and we'll talk about everything.

That sounds like a plan.

Perhaps her ears were burning.

No. Mr. Osborn?

Peter. I have some good news.

Curt and Martha Connors wanna give you another chance at ESU.

What? Really?

- That's great. - You deserve it, Peter.

Your talents should be nurtured, and I'd like to do my part.

I'd like to be your mentor.

I don't know what to say.

Except, "Sorry, Norm, you give me the creeps."

Then you accept?

I can't think of a reason not to.

Excellent. We'll start today.

Come to Oscorp. We'll have breakfast, talk.

Breakfast? See, I was going to--

Big things are happening in your life, Peter.

Doesn't pay to waste time.

Okay. I'll come right over.

They're gone. But you're a fool.

Why make your android look just like you?

You could've made it look like anyone.

And let anyone take credit for the role of Mysterio?

Actors.

Master Planner? It's Tinkerer.

Spider-Man and the cops have come and gone.

They recovered nothing.

Everything you wanted Mysterio to steal is still right here.

Of course it is.

Everything proceeds according to my master plan.