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Would you like to inspect the original subtitles? These are the user uploaded subtitles that are being translated: 1 00:00:03,020 --> 00:00:04,820 (ALARM BEEPING) 2 00:00:04,855 --> 00:00:06,655 Nice try, alarm. 3 00:00:07,658 --> 00:00:09,558 But I already beat you to it. 4 00:00:09,593 --> 00:00:11,593 Way too excited to stay in bed. 5 00:00:11,629 --> 00:00:14,596 What kind of weirdo skips a chance for more sleep? 6 00:00:14,632 --> 00:00:16,365 The kind of weirdo that's 7 00:00:16,400 --> 00:00:18,067 graduating today! 8 00:00:18,102 --> 00:00:20,703 We're finally getting our diplomas from S.H.I.E.L.D. Academy. 9 00:00:20,738 --> 00:00:23,472 All of us! My original S.H.I.E.L.D. team. 10 00:00:23,507 --> 00:00:24,740 We were just kids when we started. 11 00:00:24,775 --> 00:00:27,543 And now we're older kids, 12 00:00:27,578 --> 00:00:29,745 but more importantly, awesome-er kids. 13 00:00:29,780 --> 00:00:31,580 Then there's the New Warriors. 14 00:00:31,615 --> 00:00:33,682 They saw the worst the streets had to offer, 15 00:00:33,718 --> 00:00:35,818 and now they're the best S.H.I.E.L.D. has to offer. 16 00:00:35,853 --> 00:00:37,653 And the Web Warriors! 17 00:00:37,688 --> 00:00:38,821 A team of Spiders, 18 00:00:38,857 --> 00:00:41,123 the closest thing I've ever had to siblings. 19 00:00:42,593 --> 00:00:45,394 Looking good, Parker! 20 00:00:45,429 --> 00:00:47,463 This graduation will be everything. 21 00:00:47,498 --> 00:00:49,431 We've invited a who's who of heroes. 22 00:00:49,467 --> 00:00:51,254 Maybe the Avengers will even be there! 23 00:00:53,637 --> 00:00:55,604 (GASPS) 24 00:00:55,639 --> 00:00:57,706 I hope that's not a present, Aunt May. 25 00:00:57,742 --> 00:00:59,675 You've given me more than enough already. 26 00:00:59,710 --> 00:01:01,677 Don't be silly, it's not every day 27 00:01:01,712 --> 00:01:03,712 your nephew graduates from S.H.I.E.L.D. Academy. 28 00:01:03,748 --> 00:01:06,715 So get downstairs while I finish wrapping this gift. 29 00:01:06,751 --> 00:01:08,417 I made wheat cakes. 30 00:01:08,452 --> 00:01:10,586 This day just keeps getting better. 31 00:01:13,758 --> 00:01:14,790 Huh? 32 00:01:16,727 --> 00:01:19,795 Good morning, Peter Parker. 33 00:01:19,830 --> 00:01:21,563 Doc Ock? 34 00:01:23,397 --> 00:01:26,597 Sync and corrections by masaca - addic7ed.com - 35 00:01:33,461 --> 00:01:35,360 (LAUGHS) 36 00:01:35,396 --> 00:01:37,863 You've got a history of terrible ideas, Ock, 37 00:01:37,899 --> 00:01:41,806 but coming to my house is officially the stupidest thing you've ever done. 38 00:01:43,104 --> 00:01:45,626 You think this place isn't protected by S.H.I.E.L.D. tech? 39 00:01:48,476 --> 00:01:50,476 (ELECTRONIC BEEPING) 40 00:01:50,511 --> 00:01:55,314 Hmm. I disabled your S.H.I.E.L.D. defenses weeks ago. 41 00:01:55,349 --> 00:01:57,316 Since I discovered your identity, 42 00:01:57,351 --> 00:02:00,486 I've been keeping an eye on everything you do. 43 00:02:00,521 --> 00:02:04,156 You and your delightful Aunt May. 44 00:02:04,191 --> 00:02:06,391 I take it back, threatening my aunt 45 00:02:06,427 --> 00:02:08,527 is now the stupidest thing you've ever done. 46 00:02:08,562 --> 00:02:12,231 I am not here to fight. I am here to make a deal. 47 00:02:12,266 --> 00:02:13,532 A simple one. 48 00:02:13,567 --> 00:02:17,703 You will agree to never put on the Spider-Man mask again. 49 00:02:17,739 --> 00:02:19,283 In exchange... 50 00:02:20,474 --> 00:02:24,109 ...your Aunt May lives. 51 00:02:24,145 --> 00:02:26,245 MAY: How are those wheat cakes, Peter? 52 00:02:26,280 --> 00:02:28,547 Uh, delicious as always. 53 00:02:28,582 --> 00:02:31,216 You threaten me almost every day. 54 00:02:31,252 --> 00:02:33,252 Why am I going to take you seriously now? 55 00:02:33,287 --> 00:02:36,555 My Octobots with cameras are everywhere. 56 00:02:36,590 --> 00:02:39,391 I've been keeping watch over your aunt. 57 00:02:39,426 --> 00:02:43,328 I have only to say the word, and good-bye. 58 00:02:44,398 --> 00:02:46,498 Why now? 59 00:02:46,534 --> 00:02:51,136 I had to wait until all the cards were on the table. And now they are. 60 00:02:51,172 --> 00:02:54,239 I trust you'll make the right decision, Parker. 61 00:02:59,146 --> 00:03:00,980 Wow, you ate those fast. 62 00:03:01,015 --> 00:03:04,016 Hope you don't get an upset stomach on stage. 63 00:03:04,051 --> 00:03:06,185 I don't think breakfast will be my problem today. 64 00:03:06,220 --> 00:03:08,020 Ock's threatened Spider-Man 65 00:03:08,055 --> 00:03:10,155 dozens of times, but this is different. 66 00:03:10,191 --> 00:03:12,124 This is a threat to Peter Parker, 67 00:03:12,159 --> 00:03:14,193 and Peter Parker has vulnerabilities. 68 00:03:14,228 --> 00:03:16,295 But this is graduation day. 69 00:03:16,330 --> 00:03:19,999 I'm no longer the new kid on the block getting bullied by super-villains. 70 00:03:20,034 --> 00:03:21,967 I'm the Ultimate Spider-Man 71 00:03:22,003 --> 00:03:24,136 and I'm not backing down from Ock or anyone. 72 00:03:24,171 --> 00:03:26,450 Time to take my final exam. 73 00:03:26,974 --> 00:03:29,141 (SEAGULLS CALLING) 74 00:03:29,176 --> 00:03:32,044 MAY: Are you sure this is all necessary? 75 00:03:32,079 --> 00:03:34,213 I'm not going to miss your graduation. 76 00:03:34,248 --> 00:03:37,016 You won't. My teams are better than ever 77 00:03:37,051 --> 00:03:40,085 and we'll have Ock wrapped up before the first guest takes their seat. 78 00:03:40,121 --> 00:03:42,287 But for now, you're safer here. 79 00:03:42,323 --> 00:03:45,016 Go get 'em, Spider-Man. 80 00:03:49,096 --> 00:03:51,441 SPIDER-MAN: Ock's overconfidence is his biggest mistake. 81 00:03:51,465 --> 00:03:53,498 He thinks he's outsmarted me. 82 00:03:53,534 --> 00:03:56,535 Well, he's about to find out what being outsmarted really feels like. 83 00:03:56,570 --> 00:04:00,272 - You in? - We got your back, Spider-Man. 84 00:04:00,307 --> 00:04:02,341 We used to live with you at your aunt's house. 85 00:04:02,376 --> 00:04:04,343 This is personal for us, too. 86 00:04:04,378 --> 00:04:06,478 No one threatens May and gets away with it. 87 00:04:06,513 --> 00:04:09,214 Especially Ock. 88 00:04:09,250 --> 00:04:11,183 (BEEPING) Here are the locations 89 00:04:11,218 --> 00:04:13,285 of Ock's old labs and his known associates, 90 00:04:13,320 --> 00:04:15,187 which should lead us straight to him. 91 00:04:15,222 --> 00:04:16,488 We'll tackle all these at once. 92 00:04:16,523 --> 00:04:18,557 Let's show Ock we're not kids anymore. 93 00:04:23,364 --> 00:04:25,197 SPIDER-MAN: No heat signatures. 94 00:04:25,232 --> 00:04:26,498 This old lab's empty. 95 00:04:26,533 --> 00:04:28,367 Power Man, do what you do best. 96 00:04:30,337 --> 00:04:32,471 SPIDER-MAN: Ock said his cards were finally on the table. 97 00:04:32,506 --> 00:04:34,506 Time to find out what those cards are. 98 00:04:36,510 --> 00:04:38,443 This lab isn't empty! (SPIDER SENSES TINGLING) 99 00:04:40,147 --> 00:04:41,246 (GRUNTS) 100 00:04:42,950 --> 00:04:45,174 - Scorpion! - My new armor makes me invisible 101 00:04:45,386 --> 00:04:47,119 to scanners, Spider-creep. 102 00:04:47,154 --> 00:04:49,288 But I'm not the only secret this place holds. 103 00:04:49,323 --> 00:04:51,323 Too bad your new armor doesn't have a muzzle! 104 00:04:51,358 --> 00:04:53,292 (GRUNTING) 105 00:04:55,262 --> 00:04:56,295 (IRON FIST EXCLAIMS) 106 00:04:58,299 --> 00:05:00,399 Been waiting to do that, Iron Fist. 107 00:05:00,434 --> 00:05:02,501 Come on, guys. We can fight better than this. 108 00:05:02,536 --> 00:05:04,336 S.H.I.E.L.D. Attack Plan 6-A! 109 00:05:04,371 --> 00:05:05,437 (ALL YELL) 110 00:05:06,307 --> 00:05:08,307 (GRUNTS) 111 00:05:08,342 --> 00:05:11,076 One tail, every hero. 112 00:05:12,212 --> 00:05:14,346 You lose count of how many of us there are? 113 00:05:14,381 --> 00:05:16,214 That was the plan, idiot. 114 00:05:16,250 --> 00:05:18,216 (YELLS) 115 00:05:25,292 --> 00:05:26,491 Crossbones? 116 00:05:26,527 --> 00:05:29,161 SPIDER-MAN: My scanner couldn't see in this place. 117 00:05:29,196 --> 00:05:31,263 What happened? Ock kidnapped me. 118 00:05:31,298 --> 00:05:35,200 He wasn't so happy with what I put him through as leader of Hydra. 119 00:05:35,235 --> 00:05:37,302 I tell you what, you free me, 120 00:05:37,338 --> 00:05:39,471 I'll help you hunt down that eight-legged freak. 121 00:05:39,506 --> 00:05:41,473 And why would we ever trust you? 122 00:05:41,508 --> 00:05:43,308 'Cause I know where Ock is. 123 00:05:43,344 --> 00:05:44,958 And I know what his plans are. 124 00:05:44,959 --> 00:05:47,512 - Spill it. - Only if we have a deal. 125 00:05:47,548 --> 00:05:50,182 Free me, we can end this together. 126 00:05:50,217 --> 00:05:52,384 I'll be the only one ending this. 127 00:05:55,456 --> 00:05:57,222 What are you doing? 128 00:05:57,257 --> 00:05:58,590 (SCREAMING) 129 00:06:03,030 --> 00:06:05,886 By making the odds a little more even! 130 00:06:06,266 --> 00:06:08,166 (GROWLS) 131 00:06:08,202 --> 00:06:11,069 SPIDER-MAN: Okay, S.H.I.E.L.D. team, stay focused. 132 00:06:12,006 --> 00:06:14,039 (ROARS) 133 00:06:14,074 --> 00:06:17,142 Making it to graduation just got a lot more difficult. 134 00:06:19,013 --> 00:06:20,145 (ROARS 135 00:06:22,016 --> 00:06:23,915 Crossbones as the Lizard? 136 00:06:23,951 --> 00:06:25,884 This is a mash-up I didn't need. 137 00:06:25,919 --> 00:06:27,588 Liz-Bones? Cross-zard? 138 00:06:27,621 --> 00:06:29,466 How about we just call him "Busted". 139 00:06:30,858 --> 00:06:32,090 Whoa, hey! Hands off the headgear! 140 00:06:32,226 --> 00:06:33,825 Whoa! Whoa! 141 00:06:35,262 --> 00:06:38,029 Oh, come on! You don't have chinstraps in space? 142 00:06:44,972 --> 00:06:46,838 SPIDER-MAN: Okay, team, listen up. 143 00:06:46,874 --> 00:06:50,642 White Tiger, hard left. Use Lizard's tail for leverage. 144 00:06:50,678 --> 00:06:51,977 Power Man, hard right. 145 00:06:52,012 --> 00:06:53,679 Go for Scorpion's stingers! 146 00:06:53,714 --> 00:06:54,680 (GRUNTS) 147 00:06:57,718 --> 00:06:58,784 (ROARS) 148 00:06:59,787 --> 00:07:01,239 Why don't you stick around? 149 00:07:01,240 --> 00:07:02,854 Have you heard that one before? 150 00:07:02,890 --> 00:07:05,891 Years of S.H.I.E.L.D. training and your quips are still terrible. 151 00:07:07,227 --> 00:07:08,894 Unbreakable skin. 152 00:07:08,929 --> 00:07:10,829 How unbreakable are those stingers? 153 00:07:11,999 --> 00:07:13,165 (GRUNTING) 154 00:07:13,200 --> 00:07:14,266 (YELLS) 155 00:07:14,301 --> 00:07:16,134 Hah, not very. 156 00:07:16,170 --> 00:07:18,136 (GRUNTS) 157 00:07:19,707 --> 00:07:21,773 He who steals from another's brow, 158 00:07:21,809 --> 00:07:24,416 shall himself be left unprotected. 159 00:07:25,604 --> 00:07:26,823 Slam dunk! 160 00:07:30,573 --> 00:07:31,423 (GROWLS) 161 00:07:31,435 --> 00:07:34,468 SPIDER-MAN: See? There is something to this whole teamwork thing. 162 00:07:34,574 --> 00:07:35,654 That was legit. 163 00:07:35,789 --> 00:07:37,923 You balanced our strengths against their weaknesses. 164 00:07:37,958 --> 00:07:39,825 And without making too many puns. 165 00:07:39,860 --> 00:07:43,095 Seriously, back in the day, you had to re-learn the same lesson 166 00:07:43,130 --> 00:07:45,797 about leading the team every single week. 167 00:07:45,833 --> 00:07:48,667 - Now look at you. - Yeah. I've got to admit, 168 00:07:48,702 --> 00:07:50,068 you got this leadership thing down. 169 00:07:50,104 --> 00:07:51,870 Yeah, okay, but... 170 00:07:51,905 --> 00:07:54,072 But nothing. No joke here. 171 00:07:54,108 --> 00:07:56,285 Working with you has taught me a lot. 172 00:07:56,777 --> 00:07:59,044 Ugh, I did get a little nauseous just saying that. 173 00:07:59,079 --> 00:08:01,847 We all feel that way, Spider-Man. 174 00:08:01,882 --> 00:08:04,049 Except the nausea. Thanks, guys. 175 00:08:04,084 --> 00:08:06,885 I... What's that? 176 00:08:09,023 --> 00:08:10,756 Hard-light technology? 177 00:08:10,791 --> 00:08:13,058 Is this the plan Ock was talking about? 178 00:08:13,093 --> 00:08:15,661 Dagger to Spider-Man. We tracked Kraven. 179 00:08:15,696 --> 00:08:17,929 - He doesn't know we're here. - I doubt that. 180 00:08:17,965 --> 00:08:20,914 Kraven doesn't get caught off-guard. On the way. 181 00:08:21,835 --> 00:08:23,902 Go, Spidey. We'll bring these two in. 182 00:08:23,971 --> 00:08:24,936 Thanks, guys. 183 00:08:36,116 --> 00:08:39,051 I don't need Spider sense to know this is a set-up. 184 00:08:39,086 --> 00:08:41,787 No way. We totally have the drop on him. 185 00:08:41,822 --> 00:08:42,921 He's roadkill. 186 00:08:42,956 --> 00:08:45,757 Trust me, Kraven's trying to draw us in. 187 00:08:45,793 --> 00:08:47,959 I know this from years of painful experience. 188 00:08:47,995 --> 00:08:52,698 Trap or no trap, we need to lock this guy down before he's onto us. 189 00:08:52,733 --> 00:08:53,765 Cloak, not yet! 190 00:08:56,704 --> 00:08:58,036 (LAUGHS) 191 00:09:02,676 --> 00:09:05,711 Ah, Cloak, the impetuous one. 192 00:09:05,746 --> 00:09:08,362 Now you're the bait for the others. 193 00:09:10,984 --> 00:09:13,018 Cloak! 194 00:09:13,053 --> 00:09:15,620 Wait! Have you learned nothing? 195 00:09:18,926 --> 00:09:22,430 Vulture! Spidey was right, it's a trap! 196 00:09:22,431 --> 00:09:22,994 (SCREECHES) 197 00:09:24,898 --> 00:09:26,965 (GRUNTS) 198 00:09:27,200 --> 00:09:30,235 Squirrel Girl, think your little buddies can bring down a bird? 199 00:09:30,270 --> 00:09:32,804 You can count on me, Spidey! 200 00:09:32,839 --> 00:09:34,172 Let's go, boys! 201 00:09:34,207 --> 00:09:36,007 (CHATTERING) 202 00:09:37,878 --> 00:09:39,277 (SCREECHES) 203 00:09:43,784 --> 00:09:45,790 Push Kraven back towards the alley. 204 00:09:47,921 --> 00:09:50,021 But that's the easiest path of escape! 205 00:09:50,057 --> 00:09:51,189 Let's box him in. 206 00:09:51,225 --> 00:09:53,859 No, trust me on this. 207 00:09:58,131 --> 00:09:59,998 (ALL GRUNTING) 208 00:10:05,072 --> 00:10:07,863 No, Kraven will not fall! 209 00:10:07,864 --> 00:10:09,647 (YELLS) 210 00:10:12,880 --> 00:10:14,079 (GROANS) 211 00:10:16,049 --> 00:10:17,983 You set up electro-nets? 212 00:10:18,018 --> 00:10:19,751 No, Kraven did. 213 00:10:19,786 --> 00:10:21,786 He always lays snares on obvious escape routes, 214 00:10:21,822 --> 00:10:23,822 knowing his prey will try to run. 215 00:10:23,857 --> 00:10:25,123 We just caught him in his own trap. 216 00:10:25,158 --> 00:10:27,025 Now time to snag a Vulture! 217 00:10:31,031 --> 00:10:32,998 Let's crack him like a nut! 218 00:10:34,067 --> 00:10:35,934 No, call them off! 219 00:10:35,969 --> 00:10:37,202 Vulture's under Ock's control, 220 00:10:37,237 --> 00:10:39,804 it's not his fault he's a bad guy. 221 00:10:39,840 --> 00:10:41,006 (CHATTERING) 222 00:10:46,013 --> 00:10:47,245 (GRUNTS) 223 00:10:49,016 --> 00:10:50,949 I know Ock did this to you. 224 00:10:50,984 --> 00:10:53,018 At S.H.I.E.L.D., we'll try to find a cure. 225 00:10:53,053 --> 00:10:54,920 I haven't given up on you, Vulture. 226 00:10:54,955 --> 00:10:56,855 (GRUNTS) 227 00:10:59,192 --> 00:11:01,059 (GROANS) 228 00:11:01,094 --> 00:11:02,928 I don't know what to say, Spider-Man. 229 00:11:02,963 --> 00:11:04,829 We couldn't have done it without you. 230 00:11:05,132 --> 00:11:06,865 Aw, shucks. 231 00:11:06,900 --> 00:11:09,034 All in a day's work for the friendly, neighborhood me. 232 00:11:09,069 --> 00:11:10,035 (GRUNTS) 233 00:11:11,939 --> 00:11:13,738 Cloak. 234 00:11:13,774 --> 00:11:15,073 We've bagged a Scorpion, a Lizard, 235 00:11:15,108 --> 00:11:18,076 a Vulture, and a... Whatever Kraven is. 236 00:11:18,111 --> 00:11:22,113 The only thing we're missing in Ock's twisted zoo is a Rhino! 237 00:11:22,149 --> 00:11:24,015 Has anyone seen Rhino? 238 00:11:24,051 --> 00:11:25,750 (GRUNTS) Seeing him 239 00:11:25,786 --> 00:11:27,185 up close and personal. 240 00:11:27,220 --> 00:11:30,088 The boathouse, if you're up for a trip to Central Park. 241 00:11:32,859 --> 00:11:35,193 It's a beautiful day, why not? 242 00:11:35,228 --> 00:11:38,129 (GRUNTING) 243 00:11:45,172 --> 00:11:46,871 "What did you do today, Miles?" 244 00:11:46,907 --> 00:11:49,074 Oh, I ran into an old friend in the park. 245 00:11:49,109 --> 00:11:50,942 Actually, he ran into me! 246 00:11:50,978 --> 00:11:52,844 Really? Bad jokes? 247 00:11:52,879 --> 00:11:55,013 You've been hanging out with Spider-Man too long. 248 00:11:55,048 --> 00:11:57,816 Rhino doesn't know the meaning of the word friend, 249 00:11:57,851 --> 00:11:59,050 but here's a hint. 250 00:11:59,086 --> 00:12:01,720 It doesn't mean stabbing your team in the back! 251 00:12:01,755 --> 00:12:03,188 (GRUNTING) 252 00:12:09,930 --> 00:12:12,964 Friends. Enemies. Ock commands! 253 00:12:13,000 --> 00:12:13,999 (YELLS) 254 00:12:15,869 --> 00:12:17,002 Cut Rhino some slack. 255 00:12:17,037 --> 00:12:19,170 Ock's messed with his mind over and over again. 256 00:12:19,206 --> 00:12:20,972 And take it from me, 257 00:12:21,008 --> 00:12:23,108 Ock's brainwashing ain't easy to get over. 258 00:12:23,143 --> 00:12:26,211 I vote for determining Rhino's motives after we contain him. 259 00:12:29,082 --> 00:12:31,116 (GRUNTS) 260 00:12:35,822 --> 00:12:38,823 Miles, MJ, lead him to the water! 261 00:12:38,859 --> 00:12:41,551 Oh, so now I want him to follow me? 262 00:12:41,839 --> 00:12:45,244 So what's your plan, Spidey? Hope rhinos hate getting wet? 263 00:12:46,199 --> 00:12:47,232 (YELLS) 264 00:12:53,974 --> 00:12:55,840 Pour on the freeze webs, now! 265 00:12:55,876 --> 00:12:57,175 Clever move, Tiger. 266 00:13:01,882 --> 00:13:04,450 Rhino, I know our friend is still in there. 267 00:13:04,451 --> 00:13:07,318 I need him to come out. I need to know where Ock is. 268 00:13:07,354 --> 00:13:10,054 Ock is close. 269 00:13:10,090 --> 00:13:12,023 Close as in New York? 270 00:13:12,392 --> 00:13:15,026 Much closer. 271 00:13:19,633 --> 00:13:20,818 (GRUNTS) 272 00:13:21,835 --> 00:13:24,836 I see you put the mask on, Spider-Man. 273 00:13:24,871 --> 00:13:26,971 Now time for the consequences! 274 00:13:27,007 --> 00:13:28,807 Got that right. 275 00:13:32,679 --> 00:13:36,281 Doctor Octopus was hiding underwater. 276 00:13:36,316 --> 00:13:37,855 Should have seen that coming. 277 00:13:39,319 --> 00:13:41,722 DR. OCTOPUS: I warned you, Spider-Man! 278 00:13:43,490 --> 00:13:44,623 (GRUNTING) 279 00:13:46,560 --> 00:13:48,727 You pathetic child. 280 00:13:48,762 --> 00:13:52,697 I gave you an ultimatum which you foolishly chose to ignore. 281 00:13:52,733 --> 00:13:56,501 Becoming Spider-Man again will be your final mistake! 282 00:13:56,537 --> 00:13:58,603 You're the one who made a mistake, Ock. 283 00:13:58,639 --> 00:14:00,305 You can eat my wheat cakes, 284 00:14:00,340 --> 00:14:02,340 but no one threatens my Aunt May! 285 00:14:02,376 --> 00:14:05,277 Web Warriors, Water Defense Alpha, now! 286 00:14:06,513 --> 00:14:08,262 What foolishness is... 287 00:14:08,263 --> 00:14:10,372 (YELLS) 288 00:14:15,322 --> 00:14:16,588 Great work, everyone. 289 00:14:16,623 --> 00:14:20,225 Wrapped this up just in time to get our graduation on. 290 00:14:20,260 --> 00:14:21,493 You did it, Spidey. 291 00:14:21,528 --> 00:14:23,495 You stopped your greatest enemy. 292 00:14:23,530 --> 00:14:25,463 It's finally over. 293 00:14:25,499 --> 00:14:27,432 May is safe because of you. 294 00:14:27,467 --> 00:14:29,267 That's gotta feel good, Tiger. 295 00:14:29,303 --> 00:14:31,570 No. She's safe because of us. 296 00:14:31,605 --> 00:14:33,471 I know each of you joined this team 297 00:14:33,507 --> 00:14:35,507 because circumstances forced you to. 298 00:14:35,542 --> 00:14:37,442 But the way we've come to work together, 299 00:14:37,477 --> 00:14:39,377 I'm proud of you all. 300 00:14:39,413 --> 00:14:41,646 IRON SPIDER: The nerd, the jock, the cool girl, 301 00:14:41,682 --> 00:14:44,482 the tough guy, and the kid from another dimension. 302 00:14:44,518 --> 00:14:46,484 This unlikely arrangement would never have formed 303 00:14:46,520 --> 00:14:48,486 if it weren't for you, Spider-Man. 304 00:14:48,522 --> 00:14:51,289 You guys were always gonna be heroes. 305 00:14:51,325 --> 00:14:52,757 I'm just glad I got to see it happen. 306 00:14:52,793 --> 00:14:55,577 SCARLET SPIDER: All right. All right. Enough with the emotions already. 307 00:14:55,612 --> 00:14:59,347 Scarlet's right. Let's get this loser back to a holding cell 308 00:14:59,383 --> 00:15:01,876 before we're late for our own graduation! 309 00:15:03,654 --> 00:15:05,553 SPIDER-MAN: Take them to the security floor. 310 00:15:05,589 --> 00:15:07,622 S.H.I.E.L.D.'s got some nice accommodations ready. 311 00:15:07,658 --> 00:15:09,324 POWER MAN: Spidey! 312 00:15:09,359 --> 00:15:11,259 Just in time, webhead. 313 00:15:11,295 --> 00:15:13,461 Everyone's already arriving for the graduation. 314 00:15:13,497 --> 00:15:14,529 Everyone? 315 00:15:16,633 --> 00:15:20,468 Whoa. I think we're gonna need more chairs. 316 00:15:20,504 --> 00:15:23,672 Fury's back? Dr. Strange? The Avengers? 317 00:15:23,707 --> 00:15:25,573 Well, what did you expect? 318 00:15:25,609 --> 00:15:28,410 You've helped a lot of people, Spider-Man. 319 00:15:28,445 --> 00:15:31,413 They just want to say thank you. We all do. 320 00:15:31,448 --> 00:15:34,482 Without you, I'd still be a criminal. 321 00:15:34,518 --> 00:15:37,344 Or worse, under Ock's control. 322 00:15:37,345 --> 00:15:40,027 Freeing you, Sandman, is what anyone would have done. 323 00:15:40,028 --> 00:15:42,490 Nah-uh. Not anyone, Spidey. 324 00:15:42,526 --> 00:15:44,292 You. 325 00:15:44,328 --> 00:15:46,972 Now go, enjoy your guests. 326 00:15:49,566 --> 00:15:52,942 Mom? Dad? I'm so happy you came! 327 00:15:54,138 --> 00:15:56,138 Tony Stark? I might faint. 328 00:15:56,373 --> 00:15:57,862 I'm your biggest fan. 329 00:15:57,863 --> 00:16:00,975 I saw the specs on the Mark 16 armor. Genius! 330 00:16:01,011 --> 00:16:03,878 You definitely have good taste, Mr. Cho. 331 00:16:03,913 --> 00:16:06,748 I've seen some of your designs, too. 332 00:16:06,783 --> 00:16:10,985 Any interest in a position at Stark Enterprises' Advanced Design Department? 333 00:16:11,021 --> 00:16:13,788 (SIGHS) Definitely going to faint. 334 00:16:13,823 --> 00:16:16,658 An internship at Stark is my dream! 335 00:16:16,693 --> 00:16:18,960 "Internship"? Nice one, kid. 336 00:16:18,995 --> 00:16:20,762 I need you to run it. 337 00:16:20,797 --> 00:16:22,697 Yes. 338 00:16:22,732 --> 00:16:24,766 The ceremony's gonna start soon. 339 00:16:24,801 --> 00:16:26,706 Shouldn't a certain aunt be here? 340 00:16:26,707 --> 00:16:29,471 Ant-Man's over there. He can be hard to spot sometimes. 341 00:16:29,506 --> 00:16:31,439 Different kind of aunt, genius. 342 00:16:32,342 --> 00:16:33,641 May! Oh! 343 00:16:35,462 --> 00:16:37,329 Does this mean you've caught him? 344 00:16:37,625 --> 00:16:39,364 Yep. Ock and all his friends, 345 00:16:39,399 --> 00:16:41,428 the Securely-locked-up Six. 346 00:16:45,338 --> 00:16:48,273 Shame you didn't listen to me, Spider-Man. 347 00:16:48,308 --> 00:16:51,055 Your aunt could have been protected. 348 00:16:52,479 --> 00:16:54,245 Don't let him bother you. 349 00:16:54,281 --> 00:16:56,347 Excuse me. I've got this. 350 00:16:56,383 --> 00:16:57,515 Knock it off, Ock. 351 00:16:57,551 --> 00:16:59,517 When I first met you, you scared me. 352 00:16:59,553 --> 00:17:01,486 But I've come a long way since then. 353 00:17:01,521 --> 00:17:04,255 Instead of hiding, I hunted you down. 354 00:17:04,291 --> 00:17:05,457 You didn't count on that, did you? 355 00:17:05,492 --> 00:17:09,194 Oh, that's exactly what I counted on. 356 00:17:09,229 --> 00:17:12,464 You didn't think my armor was insulated from electric shock? 357 00:17:18,472 --> 00:17:19,471 May! 358 00:17:22,409 --> 00:17:27,445 Thank you for assembling my superior Sinister Six for me, Spider-Man. 359 00:17:27,481 --> 00:17:33,418 This was entirely a set-up to bring us all together inside the Triskelion. 360 00:17:33,453 --> 00:17:36,721 You and your little friends played your parts perfectly. 361 00:17:36,756 --> 00:17:37,822 (GRUNTING) 362 00:17:37,857 --> 00:17:39,524 Leave her alone! 363 00:17:39,559 --> 00:17:41,592 I've done my research. 364 00:17:41,628 --> 00:17:44,529 I know all about your Uncle Ben. 365 00:17:44,564 --> 00:17:47,632 May Parker is the only family you have left, 366 00:17:47,667 --> 00:17:51,602 and I am going to make you an orphan once and for all. 367 00:17:51,638 --> 00:17:54,405 I warned your nephew of the consequences. 368 00:17:54,441 --> 00:17:55,955 This is on his head. 369 00:17:55,956 --> 00:17:57,542 - (GASPS) - Do not worry. 370 00:17:57,577 --> 00:18:00,445 It will hurt him far more than it hurts you. 371 00:18:00,480 --> 00:18:01,813 Stop! Please! 372 00:18:01,848 --> 00:18:04,549 You had your chance, Parker. 373 00:18:04,584 --> 00:18:06,551 I'll do anything! 374 00:18:06,586 --> 00:18:08,753 (GRUNTS) 375 00:18:09,556 --> 00:18:10,855 Anything? 376 00:18:11,758 --> 00:18:13,691 Hmm... 377 00:18:13,727 --> 00:18:17,628 Aren't you a big believer in second chances? 378 00:18:17,664 --> 00:18:19,731 Then perhaps I can give you one. 379 00:18:19,766 --> 00:18:24,502 I spent so much time trying to replicate your powers, 380 00:18:24,537 --> 00:18:26,604 yet only recently it occurred to me 381 00:18:26,639 --> 00:18:29,841 that I might be able to do just the opposite. 382 00:18:29,876 --> 00:18:32,543 Inject yourself with this serum, 383 00:18:32,579 --> 00:18:34,712 and your powers will be gone. 384 00:18:34,748 --> 00:18:37,515 You'll go from being the Ultimate Spider-Man 385 00:18:37,550 --> 00:18:40,418 to regular old Peter Parker. 386 00:18:40,453 --> 00:18:43,688 Your days playing teenage hero will be over, 387 00:18:43,723 --> 00:18:46,758 but you will have saved your aunt. 388 00:18:46,793 --> 00:18:50,728 I'd advise against making another poor decision. 389 00:18:50,764 --> 00:18:53,598 I've done a lot of good as Spider-Man. 390 00:18:53,633 --> 00:18:55,433 But I've also made life more dangerous 391 00:18:55,468 --> 00:18:57,735 for my Aunt May and everyone else close to me. 392 00:18:57,771 --> 00:19:00,838 How many people have I hurt by being Spider-Man? 393 00:19:00,874 --> 00:19:04,575 Now Ock and his Sinister Six are reborn because I let them dupe me, 394 00:19:04,611 --> 00:19:07,512 bringing the bad guys right to Aunt May and the team. 395 00:19:07,547 --> 00:19:08,746 Oh, this is all my fault. 396 00:19:11,418 --> 00:19:12,850 Don't worry about me, Peter. 397 00:19:12,886 --> 00:19:15,820 The world needs Spider-Man. Don't do it. 398 00:19:15,855 --> 00:19:18,456 But I do worry about you, Aunt May. 399 00:19:18,491 --> 00:19:20,458 I've already lost Uncle Ben. 400 00:19:20,493 --> 00:19:23,694 He said, "With great power comes great responsibility," 401 00:19:23,730 --> 00:19:25,797 and here, now, 402 00:19:25,832 --> 00:19:28,733 the responsible thing to do 403 00:19:28,768 --> 00:19:30,668 is to stop being Spider-Man. 404 00:19:36,543 --> 00:19:38,409 (GROANS) 405 00:19:39,879 --> 00:19:41,646 My powers. I... 406 00:19:41,681 --> 00:19:42,734 I think... 407 00:19:42,734 --> 00:19:43,681 (SIGHS) 408 00:19:43,716 --> 00:19:45,450 I think they're gone. 409 00:19:45,819 --> 00:19:47,618 (GRUNTS) 410 00:19:48,621 --> 00:19:51,522 Yes. It appears they are. 411 00:19:51,558 --> 00:19:53,807 No Spider sense. 412 00:19:53,807 --> 00:19:55,593 (LAUGHS) 413 00:19:55,628 --> 00:19:57,829 (GRUNTING) 414 00:19:57,864 --> 00:20:00,431 Nor Spider strength. 415 00:20:00,467 --> 00:20:02,733 And I will take care of these. 416 00:20:02,769 --> 00:20:06,838 Spider-Man no more! 417 00:20:06,873 --> 00:20:08,806 (GASPING) 418 00:20:11,945 --> 00:20:14,812 You know I am a man of my word. 419 00:20:16,616 --> 00:20:17,849 Peter! 420 00:20:20,553 --> 00:20:22,787 The... The joke's on you, Ock. 421 00:20:22,822 --> 00:20:24,722 You may have de-powered me, 422 00:20:24,757 --> 00:20:28,626 but the greatest assembly of heroes ever known is right outside. 423 00:20:28,661 --> 00:20:31,002 You picked the wrong day to do this. 424 00:20:32,532 --> 00:20:34,265 (GRUNTS) 425 00:20:34,301 --> 00:20:38,303 On the contrary. You couldn't have made this easier for me. 426 00:20:38,738 --> 00:20:42,807 Thank you for gathering all of my enemies in one place. 427 00:20:49,816 --> 00:20:51,782 (CROWD CHATTERING) 428 00:20:59,959 --> 00:21:01,859 A hard-light shell. 429 00:21:01,895 --> 00:21:04,662 Those plans we found back in the lab. 430 00:21:04,697 --> 00:21:09,634 Exactly. And yet, you still never guessed my true plan. 431 00:21:09,669 --> 00:21:13,604 Not only have I invented a completely impenetrable energy shell, 432 00:21:13,640 --> 00:21:17,289 but that shell is contracting. 433 00:21:17,289 --> 00:21:21,612 Just like you, the heroes will finally be crushed. 434 00:21:22,325 --> 00:21:25,571 DR. OCTOPUS: This is all thanks to you, Parker, 435 00:21:25,585 --> 00:21:30,443 and you are literally powerless to stop it. 436 00:21:30,904 --> 00:21:34,104 Sync and corrections by masaca - addic7ed.com - 31691

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