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Previously on Spider-Man.
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I've pinpointed the
doomsday complex.
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Excellent.
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Who are you?
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Omar mosley...
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The real black marvel.
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We've got to stop Kingpin.
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00:00:11,090 --> 00:00:13,920
Then, we have to assemble
those who are left
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and protect the
doomsday complex site.
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This is a young person's sport.
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We have one last chance
to prove ourselves.
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We shall secure
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the location.
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What is the meaning of this?
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Father!
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Reinholt?
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Chameleon. My sons!
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We are in this doomsday
complex you built.
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We are destined to rule.
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And we shall!
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Free the others.
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Wild pack, attack!
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We must stop the red skull!
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Make the world
safe for democracy.
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You're losing thought!
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This way, reinholt.
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Uh-oh.
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I thought you were a mercenary.
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I was hunting
German war criminals
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and stumbled onto
the doomsday plot.
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Now I know...
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You are a friend.
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Between us, the red skull
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is finally going to be history.
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♪ Spider-Man, Spider-Man ♪
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♪ Radioactive Spider-Man ♪
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♪ Spider-Man ♪
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♪ Spider-Man ♪
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♪ Radioactive Spider-Man ♪
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♪ Spider-Man, Spider-Man ♪
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♪ Radioactive Spider-Man ♪
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♪ Spider blood, spider blood ♪
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♪ Radioactive spider blood ♪
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♪ Spider blood, spider blood ♪
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♪ Radioactive spider power ♪
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( Guitar solo )
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♪ Spider-Man, Spider-Man. ♪
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( Dog barking )
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Look!
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No doubt about it.
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The skull and his
son went this way.
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And then disappeared?
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Spider-sense! Danger!
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Ah!
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You have fallen
into my stasis trap.
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Welcome to my doomsday complex.
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Why don't you give this all
up, skull?
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Your robots have failed!
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They did what they
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were designed for...
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To safeguard this.
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Witness as i transform my son
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into fascism's ultimate warrior!
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( Screams )
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Look! He's changing!
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Kingpin: chameleon
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when I am done pulverizing you
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I look forward to doing the same
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to your boss... the red skull.
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Spider-Man and silver sable ran
in here after the red skull.
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We have to get in to
stop the red skull.
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What's going on?!
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Stand back!
Everybody, take cover!
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Whizzer: look! Someone's there!
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What on earth...?
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Red skull: Behold...
my doomsday weapon.
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A solder who can harness energy
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and bend it to his will!
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He is no longer my son.
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Now you May call him... Electro!
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( Evil laughter )
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You mean the doomsday weapon
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is simply another
neanderthal in a costume?
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If he says he's created
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something of great power
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there's only one
way to find out.
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Red skull: Earth's
mightiest mortals
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fall before our awesome power!
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Our power?
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We will see how you feel
after experiencing my power.
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Kingpin!
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No!
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All of you!
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Your abilities are pathetic!
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But mine are beyond
comprehension.
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He has overtaxed himself.
His body had not adjusted yet.
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I prepared this
emergency escape plan
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all those years ago.
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Now we know what the
doomsday weapon is.
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Lucky us.
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( Sirens wailing )
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Spider-Man: Fisk,
you'll be okay.
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They'll get you to a place
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where you can recuperate.
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Dr. octopus: The mighty Kingpin...
bah!
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There is no profit
to be made here now.
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Let us get back
to our own lives.
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The Kingpin, lentz and groitzig
have been taken care of.
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Now, what shall we do?
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Do nothing more
than wish us luck.
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What?!
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Your people fought bravely
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but they're
outmatched by electro.
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If you think
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I'm going to sit this out...
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Sable, stop.
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He's right, and you know it.
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It's our fight now.
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I see.
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One cannot
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afford any liabilities,
even well-intentioned ones.
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All right, we'll go.
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But if you fail
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I will be back to
take up the fight.
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Wild pack, assemble.
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We're going home.
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There goes one tough lady.
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What is this place?
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This is the part of town where
you fought the red skull.
130
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But it's a wasteland.
131
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What happened?
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I think maybe we
hung up our tights
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a little prematurely.
134
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It looks to me like America
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needs heroes now more than ever.
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Darn right it does!
137
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What's our next move, captain?
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It's hard to say this.
139
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Your powers are
five decades older.
140
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We're willing to
take our chances.
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Well then,
we need a base of operations.
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I can think of one.
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Whizzer: i can't believe the hall
of freedom is still standing.
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50 years.
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I hope I'm not too out-of-date
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to be of any use.
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A classic is never out-of-date.
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Red skull: I am glad
that you had set up
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a hidden retreat, chameleon.
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Father, what's happening to me?
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Your body is adapting
to its fantastic power.
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Soon you'll be able
to control electricity
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all over the entire world!
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Yes. I can f-feel it.
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You have shown strength, my son
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and earned a place in
my new world order.
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Your world order?
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I spent my life
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trying to free you!
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But you were willing
to risk my life
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in that machine!
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The risk was quite minimal.
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Oh, really?
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It is I who have the power
and I who shall rule.
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I even sense the energy in your
body, "brother."
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I cannot be surprised.
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And, you,
you'll never control me again.
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Do not despair, chameleon.
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The red skull
anticipates everything.
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J-3 communications.
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Just what I need
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to let the world know
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of my arrival!
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People of earth, rejoice!
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For a new age is upon you.
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The age of electro!
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No force can withstand me.
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No living thing can
exist without my energy.
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I have willed the cessation
of all ground vehicles
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in New York City
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as a small demonstration
of what I can do.
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This is only the tiniest
sample of my abilities.
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I don't merely control power.
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I am power!
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Captain America: Our first
task will be to find out where
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they fled to.
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We must find electro.
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Hey, my TV!
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It just switched itself on!
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All who oppose me
shall be destroyed!
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I think we just found him.
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It's a miniature,
transportable imaging device.
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Your united nations delegates
are hereby instructed
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to ratify a declaration
giving me complete control
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of all governments, citizens
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and property to use
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as I see fit.
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Submit now
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so I need not take
what is rightfully mine
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by force!
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I've got to get down there!
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00:08:20,300 --> 00:08:22,570
Peter's probably in
the thick of all this!
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00:08:22,570 --> 00:08:24,520
You can't put your
life in danger
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because of Peter's
disregard for his safety.
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Listen, aunt Anna, you're wrong.
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00:08:29,290 --> 00:08:31,940
Peter stands for everything
that's good in the world.
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Well, it's just that...
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I love you so much.
209
00:08:34,950 --> 00:08:37,570
Then, that's something
you share with Peter.
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He loves me, too.
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Electro: any leaders
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who oppose this
oath of obedience
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will be considered
traitors to the earth
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and will be summarily executed.
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00:08:50,330 --> 00:08:51,330
Huh?!
216
00:09:00,410 --> 00:09:02,580
Keep it up!
He's being distracted.
217
00:09:07,250 --> 00:09:08,440
( Gasps )
218
00:09:12,880 --> 00:09:14,350
( Gasps ): Peter!
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00:09:16,370 --> 00:09:18,900
( Clamoring )
220
00:09:31,660 --> 00:09:32,620
No!
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Mary Jane!
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( Laughing )
223
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Auf wiedersehen.
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00:09:45,430 --> 00:09:46,670
Spider-Man.
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00:09:51,820 --> 00:09:52,780
You, again?
226
00:09:52,780 --> 00:09:55,150
It's time I showed the world
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00:09:55,150 --> 00:09:57,450
how futile your efforts are.
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00:09:58,960 --> 00:10:00,010
( Laughing )
229
00:10:02,600 --> 00:10:04,010
What have I done?
230
00:10:04,010 --> 00:10:06,980
She's weak.
We'd better get her to a safe place.
231
00:10:06,980 --> 00:10:07,940
It's my fault.
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00:10:07,940 --> 00:10:09,640
If she weren't married to me
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00:10:09,640 --> 00:10:12,200
she never would have
been on that roof.
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00:10:12,200 --> 00:10:13,830
If I weren't playing hero...
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00:10:13,830 --> 00:10:16,320
I gather that she's
important to you
236
00:10:16,320 --> 00:10:18,370
but remember,
you're also important.
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00:10:18,370 --> 00:10:20,220
People are counting on you.
238
00:10:20,230 --> 00:10:21,440
People just like her.
239
00:10:21,440 --> 00:10:23,170
If you go with her
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00:10:23,170 --> 00:10:25,630
she May not have a
world to wake up to.
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00:10:25,630 --> 00:10:27,930
That's the price you
pay when you do this.
242
00:10:27,930 --> 00:10:28,890
All right.
243
00:10:28,890 --> 00:10:30,880
Let's go stop that maniac.
244
00:10:35,550 --> 00:10:37,850
Electro: come, my friends.
245
00:10:41,340 --> 00:10:42,580
I need to make
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00:10:42,580 --> 00:10:45,140
a memorable entrance.
247
00:10:56,880 --> 00:10:59,370
The time has come.
248
00:10:59,380 --> 00:11:02,130
Submission or oblivion.
249
00:11:02,130 --> 00:11:04,360
The choice is yours.
250
00:11:04,370 --> 00:11:07,470
He's a thousand times more
powerful than we thought.
251
00:11:07,470 --> 00:11:08,810
What hope is there
252
00:11:08,810 --> 00:11:10,220
of stopping him now?
253
00:11:10,220 --> 00:11:12,360
I've spent the last 50 years
254
00:11:12,360 --> 00:11:14,950
with the red skull's
hands at my throat.
255
00:11:14,950 --> 00:11:16,810
I know how he thinks.
256
00:11:16,810 --> 00:11:19,810
He'd never allow someone to
be more powerful than he.
257
00:11:19,810 --> 00:11:22,440
The red skull must have
a fail-safe device...
258
00:11:22,440 --> 00:11:24,230
Some way to control it.
259
00:11:24,230 --> 00:11:26,560
What could be more
powerful than electro
260
00:11:26,560 --> 00:11:28,030
the ultimate weapon?
261
00:11:28,030 --> 00:11:29,250
The vortex.
262
00:11:29,250 --> 00:11:32,000
The energy field that
kept cap suspended in time
263
00:11:32,000 --> 00:11:33,950
is self-perpetuating energy.
264
00:11:33,950 --> 00:11:37,210
It's autonomous from the
earth's electromagnetic field.
265
00:11:37,210 --> 00:11:38,650
I get it.
266
00:11:38,650 --> 00:11:41,760
The red skull created the
vortex as a trump card.
267
00:11:41,760 --> 00:11:43,610
To threaten electro with
268
00:11:43,610 --> 00:11:45,470
if electro got out of hand.
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00:11:45,470 --> 00:11:46,360
The rest of you
270
00:11:46,360 --> 00:11:48,760
high-tail it over to
the united nations
271
00:11:48,760 --> 00:11:50,390
and protect the delegates.
272
00:11:50,390 --> 00:11:53,110
Spider-Man and i will
go after the vortex.
273
00:11:54,770 --> 00:11:57,940
We must keep electro busy
until the army arrives.
274
00:11:57,940 --> 00:11:58,900
Not the army?
275
00:11:58,900 --> 00:12:01,910
This is what shield
was designed for.
276
00:12:01,910 --> 00:12:04,690
Well, what are we waiting for?
277
00:12:04,690 --> 00:12:05,940
Invitations?
278
00:12:05,940 --> 00:12:10,510
Ahh. I sense earth's mighty
heroes have arrived...
279
00:12:10,510 --> 00:12:12,400
50 years too late.
280
00:12:12,400 --> 00:12:15,980
My robots will keep
them duly occupied.
281
00:12:15,980 --> 00:12:18,730
Now, let us get
back to the business
282
00:12:18,730 --> 00:12:21,800
of electing me
ruler of the earth!
283
00:12:39,230 --> 00:12:41,340
What is that thing?
284
00:12:41,340 --> 00:12:43,010
Destroyer: it's shield.
285
00:12:43,010 --> 00:12:44,610
Shield headquarters
286
00:12:44,610 --> 00:12:46,270
in plain sight of
the whole city.
287
00:12:46,270 --> 00:12:50,490
The president must really
be taking this seriously.
288
00:12:50,490 --> 00:12:53,630
Electro, we demand your
immediate surrender!
289
00:12:58,390 --> 00:12:59,540
Signal the attack.
290
00:12:59,540 --> 00:13:01,240
Attack hovercraft, move in.
291
00:13:01,240 --> 00:13:03,160
Pattern omega delta.
292
00:13:38,630 --> 00:13:41,830
Our fighters are
dropping like hailstones!
293
00:13:43,460 --> 00:13:46,180
Revert to emergency
attack plan 814!
294
00:13:52,450 --> 00:13:54,590
Use the mother ship's weapons!
295
00:13:54,590 --> 00:13:56,670
Agent x: Carrier turrets
296
00:13:56,670 --> 00:13:58,140
one, three and five.
297
00:13:58,140 --> 00:13:59,800
Target only electro.
298
00:13:59,800 --> 00:14:00,800
Fire!
299
00:14:02,780 --> 00:14:04,860
I think we've stopped him.
300
00:14:04,860 --> 00:14:06,230
Nice try.
301
00:14:06,230 --> 00:14:08,950
Now, it's my turn.
302
00:14:08,950 --> 00:14:10,900
Brace for attack!
303
00:14:13,050 --> 00:14:14,160
No.
304
00:14:14,170 --> 00:14:15,890
Ship's weapons won't respond!
305
00:14:19,220 --> 00:14:20,560
Colonel, electro's
306
00:14:20,560 --> 00:14:22,510
shutting us down.
307
00:14:22,510 --> 00:14:24,400
Shield is going dead.
308
00:14:29,290 --> 00:14:31,560
Deploy the emergency power.
309
00:14:31,570 --> 00:14:35,080
Sir, there isn't
any emergency power.
310
00:14:36,040 --> 00:14:37,030
Get everyone out.
311
00:14:37,030 --> 00:14:37,990
Abandon ship.
312
00:14:37,990 --> 00:14:38,890
Sir...
313
00:14:38,890 --> 00:14:40,870
Agent, that's an order!
314
00:14:40,870 --> 00:14:42,020
Now beat it.
315
00:15:10,520 --> 00:15:12,410
Agent x: Are you all right?
316
00:15:12,410 --> 00:15:13,370
Do you copy?
317
00:15:13,370 --> 00:15:15,320
Yeah, I'm still alive.
318
00:15:15,320 --> 00:15:16,660
For what it's worth
319
00:15:16,660 --> 00:15:19,960
he brought down all of
shield with only a gesture.
320
00:15:19,960 --> 00:15:22,290
Heaven help us all.
321
00:15:25,970 --> 00:15:27,280
Need I remind you
322
00:15:27,280 --> 00:15:30,610
what fate awaits any
who cast their ballot
323
00:15:30,610 --> 00:15:31,540
against me?
324
00:15:31,540 --> 00:15:33,650
How's it coming, Spider-Man?
325
00:15:33,650 --> 00:15:35,210
Finished, I think.
326
00:15:35,220 --> 00:15:36,240
Huh?
327
00:15:36,240 --> 00:15:37,360
Spider-sense.
328
00:15:37,360 --> 00:15:39,600
Spider-Man, what...?
329
00:15:42,000 --> 00:15:44,360
You've been here
the entire time?
330
00:15:44,360 --> 00:15:45,350
Of course.
331
00:15:45,350 --> 00:15:47,910
I knew you would
deduce the purpose
332
00:15:47,910 --> 00:15:49,380
of the vortex generator
333
00:15:49,380 --> 00:15:51,180
and return here to repair it.
334
00:15:51,180 --> 00:15:52,770
Oh, great.
335
00:15:52,780 --> 00:15:55,490
I did the red skull's
dirty work for him.
336
00:16:01,250 --> 00:16:03,070
Ohh... what is this feeling?
337
00:16:03,070 --> 00:16:06,270
Some kind of new energy
ripples through earth's
338
00:16:06,270 --> 00:16:07,970
electromagnetic field.
339
00:16:07,970 --> 00:16:10,430
An energy that rivals
my own in power!
340
00:16:10,430 --> 00:16:13,630
Of course. The vortex.
341
00:16:15,070 --> 00:16:16,120
Look at them.
342
00:16:16,130 --> 00:16:18,390
They've spent the
last 50 years locked
343
00:16:18,400 --> 00:16:21,430
in combat,
and they still refuse to give up.
344
00:16:27,420 --> 00:16:29,080
No! Cap, don't do it!
345
00:16:29,080 --> 00:16:31,030
I can't defeat
electro without you.
346
00:16:31,030 --> 00:16:32,850
You can do it. You're a hero.
347
00:16:32,850 --> 00:16:34,130
First, last
348
00:16:34,130 --> 00:16:35,090
and always!
349
00:16:35,090 --> 00:16:36,340
Fight on, Spider-Man!
350
00:16:36,340 --> 00:16:37,560
Fight on!
351
00:16:39,990 --> 00:16:40,990
Cap!
352
00:16:45,390 --> 00:16:46,670
Bravo, Spider-Man.
353
00:16:46,670 --> 00:16:50,000
You've managed to web
up my poor brother.
354
00:16:50,000 --> 00:16:53,100
Let's see how you
do against someone
355
00:16:53,100 --> 00:16:55,430
who has absolute power!
356
00:16:55,440 --> 00:16:57,830
I've got to get him
into that vortex.
357
00:16:57,830 --> 00:16:59,850
I don't stand much chance.
358
00:16:59,850 --> 00:17:00,810
I've got to.
359
00:17:00,810 --> 00:17:02,730
The world is at stake.
360
00:17:10,760 --> 00:17:11,710
We did it.
361
00:17:11,720 --> 00:17:13,150
We beat the robots.
362
00:17:13,150 --> 00:17:15,300
I can hardly believe it.
363
00:17:15,300 --> 00:17:18,180
We got to be heroes
one last time.
364
00:17:18,180 --> 00:17:20,670
What a swell feeling this is.
365
00:17:20,670 --> 00:17:22,680
( Applause )
366
00:17:22,690 --> 00:17:23,740
Let's find out
367
00:17:23,740 --> 00:17:25,890
how Spider-Man and cap made out.
368
00:17:29,370 --> 00:17:35,420
Your pitiful effort is wasted
on one who is power personified.
369
00:17:35,420 --> 00:17:36,410
( Laughs )
370
00:17:36,410 --> 00:17:38,420
If you're power personified...
371
00:17:39,410 --> 00:17:40,850
Why does the vortex
372
00:17:40,850 --> 00:17:43,250
have you shaking in
your yellow booties?
373
00:17:43,250 --> 00:17:44,760
I fear nothing.
374
00:17:44,760 --> 00:17:46,580
Behold...
375
00:17:46,580 --> 00:17:48,750
He did it.
376
00:17:48,750 --> 00:17:51,340
He actually bent
the energy beam.
377
00:17:51,350 --> 00:17:53,770
Oh, sure,
you can move it a tiny bit
378
00:17:53,780 --> 00:17:55,920
but what happens when I do this?
379
00:17:57,740 --> 00:18:00,460
I could destroy that
device with a thought
380
00:18:00,460 --> 00:18:04,970
but I shall prove to you
that even the vortex energy
381
00:18:04,970 --> 00:18:06,820
has a master in me.
382
00:18:06,830 --> 00:18:08,040
This had better work.
383
00:18:08,040 --> 00:18:10,630
Do you see, all power
384
00:18:10,630 --> 00:18:12,520
all energy is mine.
385
00:18:13,640 --> 00:18:15,430
( Electro groans )
386
00:18:15,430 --> 00:18:16,800
What's happening to me?
387
00:18:16,800 --> 00:18:19,230
The vortex is a
space-time anomaly.
388
00:18:19,240 --> 00:18:20,350
It's self-perpetuating
389
00:18:20,360 --> 00:18:21,380
like a loop.
390
00:18:21,380 --> 00:18:24,000
When you destroyed
the control panel
391
00:18:24,000 --> 00:18:25,630
you interrupted the loop.
392
00:18:25,630 --> 00:18:28,000
Now all of the
power of the vortex
393
00:18:28,000 --> 00:18:30,110
is feeding directly into you.
394
00:18:30,110 --> 00:18:32,190
You wanted all the
power, electro
395
00:18:32,190 --> 00:18:33,600
now you've got it.
396
00:18:33,600 --> 00:18:34,560
( Screams )
397
00:18:34,560 --> 00:18:36,760
This ought to pull the plug
398
00:18:36,760 --> 00:18:38,460
on electro for good.
399
00:18:38,460 --> 00:18:40,950
The vortex was too
unstable to be controlled.
400
00:18:40,950 --> 00:18:41,910
I did it. I won.
401
00:18:41,910 --> 00:18:44,150
But now comes the hard part.
402
00:18:44,150 --> 00:18:47,510
He was the definition of
a hero to the bitter end.
403
00:18:47,510 --> 00:18:50,840
Now we're right back
where we started
404
00:18:50,840 --> 00:18:51,450
50 years ago.
405
00:18:51,450 --> 00:18:53,680
How do we deal
with the generator?
406
00:18:53,680 --> 00:18:55,600
Years ago, we did nothing.
407
00:18:55,600 --> 00:18:57,620
This time has to be different.
408
00:18:57,620 --> 00:19:00,110
What captain America
would have wanted.
409
00:19:02,510 --> 00:19:04,370
F. Scott Fitzgerald once said...
410
00:19:04,370 --> 00:19:07,210
"show me a hero,
and I'll write you a tragedy."
411
00:19:07,210 --> 00:19:09,000
Cap's life was not tragedy.
412
00:19:09,010 --> 00:19:11,210
It was an epic
story of a great man
413
00:19:11,210 --> 00:19:13,190
doing great things
for the world.
414
00:19:13,200 --> 00:19:14,790
As long as there are heroes
415
00:19:14,790 --> 00:19:16,710
he'll still be with us.
416
00:19:16,710 --> 00:19:18,310
Bless you, cap.
417
00:19:18,310 --> 00:19:22,410
This photo should get me back
in Jameson's good graces.
418
00:19:22,410 --> 00:19:25,640
I think I'll title it,
"the end of a golden era."
419
00:19:35,140 --> 00:19:36,100
Peter?
420
00:19:36,100 --> 00:19:38,210
Peter, did you win?
421
00:19:38,210 --> 00:19:39,360
Is everybody safe?
422
00:19:39,360 --> 00:19:40,770
Yes, Mary Jane.
423
00:19:40,770 --> 00:19:42,620
Promise me you'll never quit
424
00:19:42,620 --> 00:19:45,720
and you'll always be here
for me and for the world.
425
00:19:45,720 --> 00:19:46,680
I promise
426
00:19:46,680 --> 00:19:48,790
and Spider-Man promises, too.
427
00:19:48,790 --> 00:19:51,670
That's just what we heroes do.
28623
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