Original subtitles

Previously on Spider-Man:

You will never win.

Move and I fire this solar light emitter.

What's happening?!

( Screaming )

Spider, where am I?

An alien planet.

Send me back.

Spider-Man, I must attack without you.

You want me to go on a suicide run?

It might be wise to turn back.

That's not an option.

The super soldier formula was used on me.

You are like me.

Red skull, behold.

Cyber-skull!

Otto octavius?

The doctor has offered his technology.

Rebels, move in!

That's the red skull's fortress.

The rebel forces are occupied.

Security has been breached.

The robots are pounding the rebels!

( Cheering )

Follow me.

Not this time.

( Yelling )

Almost had him.

I am sorry i brought you here.

I'm not.

I'm fighting alongside

one of the greatest heroes of all time.

♪ Spider-Man, Spider-Man ♪

♪ Radioactive Spider-Man ♪

♪ Spider-Man ♪

♪ Spider-Man ♪

♪ Radioactive Spider-Man ♪

♪ Spider-Man, Spider-Man ♪

♪ Radioactive Spider-Man ♪

♪ Spider blood, spider blood ♪

♪ Radioactive spider blood ♪

♪ Spider blood, spider blood ♪

♪ Radioactive spider power ♪

( Guitar solo )

♪ Spider-Man, Spider-Man. ♪

Spider-Man: secret war log entry number 19.

This part of the alien planet

once belonged to Dr. Otto octavius

until Dr. doom laid waste to his country.

Now, the fantastic four

are ready to move in

on doom's stronghold, a place he calls new latveria.

But first, we must rendezvous

with the fantastic four.

End of log.

These are the coordinates, but I don't see

any sign of them.

Uh-oh. What...?

Oh! Hey! Hey!

( Roaring )

Uh-oh.

Lizard's gone berserk.

He's acting like his old self again.

Are you okay?

Hey, doc, it's me!

I, I'm sorry, Spider-Man.

I couldn't control my anger.

Maybe when you use

your lizard strength

you unlock the reptilian side of your brain.

It might be trying to take over your mind again.

I fear you're right.

Reed Richards has helped me

contain my lizard half before.

We have to find him now.

I'm picking up the homing beacon

from the fantastic four's ship.

It's just over that rise.

( Groaning )

Sue, darling, are you

all right? Reed.

Yes, my love.

I'll be fine.

What happened?

We were ambushed.

We were flying in low to avoid detection

when we were suddenly attacked by doom's hidden robots.

They had the element of surprise on their side.

We never got a chance to put up a decent fight.

Flame on!

( Snarling )

They had the upper hand, but they didn't finish us off.

Instead, they retreated.

Ben! Ben!

By taking Ben, it was as if they had what they wanted.

Why would Dr. doom only want Ben grimm?

I don't know, but we must fight our way into new latveria

and rescue him

or we May never see Ben again alive.

Ah, Mr. grimm.

( Grunting roar )

Dr. doom!

Let me go, or I'll...!

I brought you here for one reason.

You will tell me why

we were brought to this planet

and by whom!

I ain't telling you nothing, tin face!

Oh, no?

Perhaps this might convince you to talk.

I call it

my elemental splitter.

Isn't it beautiful?

( Moaning )

Without reinforcements

we'll never make it to new latveria.

No. Ben is in jeopardy.

We can't stop for anything.

Hey, I'm on

your side, remember?

You have to understand Reed.

He's never forgiven himself for causing the tragedy

that turned Ben into the thing.

We were transformed into the fantastic four

when Reed convinced Ben to pilot our ship

into outer space.

We were unexpectedly

bombarded with strange radiation that changed us forever.

But while Reed, my sister and I gained fantastic new powers.

Ben was forever turned into an ugly monster.

Reed feels responsible for Ben becoming the thing.

He has forgotten you're the one

leading us now.

What do you want us to do?

Well, I guess we'll keep moving forward.

Doom might not expect us to keep advancing.

Personal log entry 52:

We've encountered no more robots

since the last attack.

We are now

at the very walls of new latveria.

I fear that this is some sort of trap.

I sense doom

hiding around every corner...

Pun intended.

I don't suppose we just ring the bell.

I have a bad feeling

about this.

This looks interesting.

Woman's voice: The citywide bingo game

will be held in the town hall

at 5:30 sharp.

Unbelievable...

There's a war being waged all around this place

yet here...

Lizard: yes. Doom has created

an idyllic society.

Idyllic, maybe, but isn't that the promise

of every fascist?

Your attention, please.

Spider-Man, the lizard, and the fantastic three

are cordially invited to tea

at Victor Von doom's residence promptly at 3:00.

Well, we have our invitation.

I don't think we need directions.

Grimm: come in, guys.

I'm making tea and crumpets.

Ben, is that

really you?

Ben! Y-y-you're...

Normal again?

Thanks for noticing.

Old doc "d" changed me back

just like i always wanted.

How?

Doc's got some sort of power separator.

Watch this.

I can transform whenever I want to.

Pretty neat, huh?

Maybe.

What does he want in return?

Nothing

other than for him to be happy.

That's what I want for all my citizenry.

Then why don't you free them?

Why don't you leave them as they were?

It wouldn't be long before they'd be swallowed up

by someone like octavius or the red skull.

I am not a tyrant.

I am their savior.

Look around you.

Everyone here is free.

I've been able to establish

an ideal society.

There is no backbreaking labor

no struggle for food and shelter.

Only pleasure.

And I owe it all to my miraculous robots.

This technology does nothing but good.

Look what it has done

for Ben grimm, or for myself.

The horrible acid burns that ruined your face...

They're gone!

Yes.

A lab accident once turned me into a monster

like Ben here

but now i am as pleasing to look at

as my benevolence is to behold.

I desire nothing but to keep my citizens content and happy.

You desire nothing but their praise and servitude.

You're a charlatan.

Now, that ain't fair, Reed.

I think I can guess

why you're attacking me, Richards.

I've cured Ben...

Something you could never do.

Why, you...!

( Alarm wailing )

Flame on!

( Roaring )

The pain!

Doc!

( Grunting )

You guys don't understand.

I owe doc doom too much.

Since you won't

accept my sincerity or my hospitality

you will all be bound over for trial.

The charge is treason against new latveria

and if found guilty, you will all be destroyed!

( Chuckling )

See what I told you about Richards?

Aw, Reed will calm down.

Then you can release them all.

Can I? I will not let them

destroy the new latveria I've built here.

Do you want

all this to be ruined?

No, doc

but trust me.

You can let 'em go.

Why should I trust you

when you don't trust me enough

to tell me how and why we were brought here.

Okay, but you've got to promise to free my friends.

Of course I will.

You have my word.

That's good enough for me.

Spider-Man told us

that some guy called the beyonder

used some high-tech transporter machine

to bring us all here.

He wants to play a game with the good guys

and the bad guys to see who's going to win.

I knew there was a higher power

involved in this.

When I was being brought here, I used the instruments

in my suit

to get a fix on the source of the disturbance.

I traced the coordinates

to an asteroid in orbit around this planet

but I had no means of getting there.

Now, Ben, you tell me of a space-time transporter.

You must take me to see it!

Doom: well, well, I would have never guessed

a lab would be here in this worm-filled wasteland.

( Roaring )

My robot will occupy them with some... obedience training.

Uh, spidey says

this is the machine that brought us here.

It is beautiful!

You mean, you can maybe get us out of here?

That and maybe more.

There. It is done.

And now to put my plan into action.

Wait! Doc!

Where you going?

W-what'd you do?

How'd we get back here?

I have willed us here, Ben.

My elemental splitter not only separates elements

it can also be used to fuse them.

I used it to combine the beyonder's powers with my own!

Imagine the possibilities.

With these new powers, my very thoughts become reality.

The first thing I will do is end this destructive

and unnecessary war on my planet.

At last, I have you where I've always wanted you. Huh?

Black cat: What's happening to them?

Now, let's deal with the rest of my guests.

Okay, that was a pretty neat trick, doom.

Explain how you did it.

I have taken over the powers of the beyonder.

I have sent the evildoers back to earth.

You are all now my guests

here on new latveria.

My desire is that you should live amongst my subjects...

Tell them what a benevolent leader I am.

Hold on, doom, we're not your pawns.

Under that metal suit

you're a disturbed human being.

You can't control the godlike abilities you've stolen.

We're all in danger if you don't give that power up.

Do you take me for a fool?

Who amongst you has wanted to give up their super powers?

I have, because I've learned time and time again

that with great power

must also come great responsibility...

A responsibility even you can't avoid.

I do not wish to avoid it.

This power, this responsibility...

Is my destiny.

Ah! I grow weary of this exercise in futility.

Enough. The lizard will not be dominated!

Doc, no!

I promised Ben i would not harm you.

I have kept my word.

( Beeping )

We're over 50 miles away.

How do we fight him?

There's no way we can overcome his powers.

We have to find a way.

Don't you see?

The beyonder still exists inside of doom

and I think he still wants to see

who backs down first...

Good or evil.

I say we vote

on whether to oppose doom or not.

I vote we fight!

An excellent idea.

Yes, fight!

Iron man: Doom is probably

reading our minds.

If we oppose him, he May immediately retaliate.

What's he going to do, drop a mountain on us?

Black cat: Look!

Run!

Hmm... farewell, heroes.

Doc, my friends, please...

Tell me what

you did with 'em.

Perhaps they are hiding under a rock.

Leave me now.

I am tired from employing my new power.

I must rest.

Spider-Man: we can't keep this mountain from collapsing on us forever.

We have to make one great effort.

Quickly, everyone, push!

Spider-Man: doc?!

Captain America: We won't be able

to take on doom without rest.

Doc, can you make it?

Yes, Spider-Man.

Rested or not

how can we fight a titan?

Look what I got them into.

I started this fight.

Now, I have to finish it.

The beyonder is the key.

He May be inside doom somewhere.

I have to draw him out.

H-hey!

( Growling )

( Beeping )

( Yells )

( Grunts )

Those creatures...

They're coming from the castle!

What the devil...?

Spider-Man!

Where are these creepy-crawlies all coming from?

Look.

( Grunts )

How dare you!

Look at what you're doing.

Your sleeping subconscious mind used your beyonder powers

to create monsters that are tearing

your kingdom apart.

You lie! Whatever they are

I can vanquish them with a mere thought.

( Grunts )

No!

Why can't I make them go away?

They are from your troubled mind.

They're your nightmares

made real!

Spidey's right, doc.

Those powers are going to tear you up inside.

You've got to let go of them for all our sakes.

You simpleton.

This is what I wanted all my life...

Absolute control and power!

I will not relinquish it!

You're just a human being, doom.

You were never meant to have this power.

Enough of your trifling in my affairs.

( Grunts )

I... can't... breathe!

Doc, stop!

( Yells )

Have you come

to bow down before me?

I don't think so.

Flame on!

Then sample my fury!

I gave you the chance to serve me

but you foolishly refused.

( Groans )

This ought to help me fix things!

This planet is not big enough for all of us.

My sentiments exactly.

No!

( Gasps )

It is over.

Storm: what happened?

H-how did we get here?

Beyonder: you have won.

Good has triumphed over evil.

You will all be returned

to your rightful places on earth

and you will retain no memory of this event.

And... I'm going to lose the ability to turn into Ben grimm?

Yes. All must be exactly as it was.

Well, easy come, easy go.

So that's it, huh?

All that for nothing?

No, Spider-Man.

I can't begin to fathom

who or what the beyonder is, but I do know who we are.

We're heroes to the core

and in this war, we acted magnificently.

That is what matters most.

Good-bye.

This was all a setup, wasn't it?

I don't believe doom really controlled your powers.

He could have destroyed us if he had joined you.

You allowed him to think he did.

Quite correct.

What I want to know is, why are we playing this game?

Because I needed to be sure that as a leader

you could handle the real task at hand.

The real task?

Come. Your greatest challenge awaits.