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1
00:00:02,045 --> 00:00:03,955
[screaming]
2
00:00:04,134 --> 00:00:07,224
- It's time
to obliterate this world!
3
00:00:07,398 --> 00:00:09,568
- Intergalactic
Venom Ooze monsters?
4
00:00:09,748 --> 00:00:11,878
Well, for once we're not
the only freaks
5
00:00:12,055 --> 00:00:12,875
at a high-school dance.
6
00:00:13,056 --> 00:00:14,276
- Hold it.
7
00:00:14,449 --> 00:00:15,839
You're here
to destroy the planet?
8
00:00:16,016 --> 00:00:17,666
Isn't invasion more
your symbiotic style?
9
00:00:17,843 --> 00:00:22,073
- ♪ Unworthy humans ♪
10
00:00:22,239 --> 00:00:25,069
Never, never bond
with us again.
11
00:00:25,242 --> 00:00:26,332
[giggles]
12
00:00:26,504 --> 00:00:29,294
- Wipe this planet out, yes?
13
00:00:29,464 --> 00:00:32,384
- Yes, my sisters.
14
00:00:32,554 --> 00:00:34,254
Attack!
15
00:00:34,425 --> 00:00:37,555
- You do not command us!
16
00:00:37,733 --> 00:00:41,133
Your mission was a failure.
17
00:00:41,302 --> 00:00:44,442
- No!
I prepared this planet!
18
00:00:44,609 --> 00:00:46,219
I summoned you here!
19
00:00:46,394 --> 00:00:49,014
This is my--
[groans]
20
00:00:49,179 --> 00:00:51,309
- Nothing is yours now,
little brother...
21
00:00:51,486 --> 00:00:53,616
unless we give it to you.
22
00:00:53,792 --> 00:00:55,362
You will obey us!
23
00:00:55,533 --> 00:00:57,193
- [growling]
24
00:00:57,361 --> 00:00:58,581
I...
25
00:00:58,754 --> 00:01:00,974
I understand.
26
00:01:01,148 --> 00:01:03,018
- Oh, please,
keep fighting each other.
27
00:01:03,193 --> 00:01:04,503
Makes our job way easier.
28
00:01:04,673 --> 00:01:06,153
[symbiotes growl]
29
00:01:06,327 --> 00:01:07,327
[grunts]
30
00:01:07,502 --> 00:01:09,372
- [screeches]
31
00:01:09,547 --> 00:01:11,247
[Peter yelps]
32
00:01:11,419 --> 00:01:13,679
- Sonics? Sonics are supposed
to hurt symbiotes, right?
33
00:01:13,856 --> 00:01:15,676
She must be
on some kind of alien host
34
00:01:15,858 --> 00:01:17,428
with sonic abilities!
[yells]
35
00:01:17,599 --> 00:01:19,639
[Peter grunting]
- Finally...
36
00:01:19,818 --> 00:01:21,388
to finish this!
37
00:01:21,559 --> 00:01:24,689
- Stop wasting time
with this insignificant fool!
38
00:01:24,867 --> 00:01:27,437
Go and prepare
the World Killer.
39
00:01:27,609 --> 00:01:28,609
- No!
40
00:01:28,784 --> 00:01:31,664
I need to personally
crush this--
41
00:01:31,830 --> 00:01:33,090
[yelps]
42
00:01:33,267 --> 00:01:34,527
- Your petty vengeance
is unimportant.
43
00:01:34,703 --> 00:01:36,713
You will obey now.
44
00:01:36,879 --> 00:01:38,619
Do not fail again, brother.
45
00:01:38,794 --> 00:01:41,414
Or we will have no need of you.
46
00:01:41,579 --> 00:01:45,109
- I obey, my sister.
47
00:01:45,279 --> 00:01:47,459
- World Killer?
48
00:01:47,629 --> 00:01:49,019
- Yes!
49
00:01:49,196 --> 00:01:51,146
Our final mission!
50
00:01:51,328 --> 00:01:54,638
And I'm bringing my host
with me, of course.
51
00:01:54,810 --> 00:01:57,680
But I might not bring him back.
52
00:01:57,856 --> 00:02:00,726
- No! You can't!
[grunts]
53
00:02:00,903 --> 00:02:04,563
- Say good-bye to your friend.
54
00:02:05,777 --> 00:02:07,257
- [groaning]
55
00:02:07,431 --> 00:02:11,221
I can't stop him!
[grunts]
56
00:02:11,392 --> 00:02:14,132
- [laughs]
57
00:02:14,308 --> 00:02:15,738
- Max!
58
00:02:18,442 --> 00:02:21,272
[heroic music]
59
00:02:21,445 --> 00:02:24,405
♪ ♪
60
00:02:28,322 --> 00:02:29,582
- [grunting]
61
00:02:29,758 --> 00:02:31,798
Max! I'm gonna save you!
62
00:02:31,977 --> 00:02:34,147
- Somebody's
got to save you first!
63
00:02:34,328 --> 00:02:35,808
We'll handle things here,
Spidey.
64
00:02:35,981 --> 00:02:38,251
[grunts]
You go rescue Max!
65
00:02:38,419 --> 00:02:41,199
- You sure you don't need--
- Just go!
66
00:02:41,378 --> 00:02:43,078
- [grunts]
67
00:02:43,250 --> 00:02:44,770
- [grunting]
68
00:02:44,947 --> 00:02:46,507
Let me in, or I'm gonna--
69
00:02:46,688 --> 00:02:47,688
Ow!
70
00:02:47,863 --> 00:02:49,213
Break my foot.
71
00:02:49,386 --> 00:02:50,776
- Mary Jane?
72
00:02:50,953 --> 00:02:52,823
Um, you realize
you're trying to get
73
00:02:52,998 --> 00:02:56,348
into the place where Venom
and all those evil aliens are?
74
00:02:56,524 --> 00:02:57,664
- My date's missing.
75
00:02:57,829 --> 00:02:59,179
Peter was helping everyone
get out,
76
00:02:59,353 --> 00:03:01,273
but I don't think
he made it out himself.
77
00:03:01,442 --> 00:03:02,752
- I'm on a similar mission.
78
00:03:02,921 --> 00:03:06,711
I fear Gwen--my date--
is also trapped inside.
79
00:03:06,882 --> 00:03:09,102
This situation
is even more shocking
80
00:03:09,276 --> 00:03:12,096
than the time she saved me
from a rhino-human hybrid.
81
00:03:12,279 --> 00:03:14,239
- This school is so weird.
82
00:03:14,411 --> 00:03:16,631
So the building's
on some kind of lockdown?
83
00:03:16,805 --> 00:03:18,285
Any idea how to get in?
84
00:03:18,459 --> 00:03:19,329
- Why, yes.
85
00:03:19,503 --> 00:03:21,683
As a matter of fact, I do.
86
00:03:21,853 --> 00:03:23,163
- [screeching]
87
00:03:23,333 --> 00:03:24,333
- And here I was,
worried this dance
88
00:03:24,508 --> 00:03:26,118
was gonna be boring.
89
00:03:26,293 --> 00:03:28,563
Close that mouth of yours!
Gah!
90
00:03:28,730 --> 00:03:30,080
[grunts]
91
00:03:30,253 --> 00:03:31,733
- [screeches]
92
00:03:31,907 --> 00:03:33,297
- Ghost-Spider!
93
00:03:33,474 --> 00:03:36,484
[electricity crackling]
94
00:03:37,913 --> 00:03:40,263
Uh! Ah!
95
00:03:40,437 --> 00:03:41,607
- [growls]
96
00:03:41,786 --> 00:03:44,306
- Huh? Gah!
97
00:03:44,485 --> 00:03:45,655
- Um, so...
98
00:03:45,834 --> 00:03:46,844
welcome to the planet?
99
00:03:47,009 --> 00:03:48,229
First time?
100
00:03:48,402 --> 00:03:49,492
Maybe I should show you
around New York.
101
00:03:49,664 --> 00:03:51,674
We could get tickets to a show.
102
00:03:53,885 --> 00:03:55,315
[grunts]
103
00:03:55,496 --> 00:03:57,106
Ah! Ugh.
104
00:03:57,280 --> 00:03:58,190
[groans]
105
00:03:58,368 --> 00:03:59,588
- Let them live
106
00:03:59,761 --> 00:04:02,851
to experience
the Earth's destruction.
107
00:04:03,025 --> 00:04:07,855
Now, sisters,
time to get what we came for.
108
00:04:08,030 --> 00:04:10,380
- Great. Lost sight of Venom.
109
00:04:10,554 --> 00:04:12,514
[unsettling music]
110
00:04:12,687 --> 00:04:14,727
Miss? I don't miss!
111
00:04:14,906 --> 00:04:16,206
[yelling]
112
00:04:16,386 --> 00:04:18,866
Ah! Ugh.
113
00:04:19,041 --> 00:04:20,351
[groans]
Okay.
114
00:04:20,521 --> 00:04:21,871
Heavier gravity.
115
00:04:22,044 --> 00:04:23,834
Science can be so cruel.
116
00:04:24,002 --> 00:04:26,352
Just because this world
has breathable air
117
00:04:26,527 --> 00:04:27,877
doesn't mean it's anything like
118
00:04:28,050 --> 00:04:29,830
my friendly neighborhood
home planet--noted.
119
00:04:30,008 --> 00:04:31,528
Those seeds...
120
00:04:31,706 --> 00:04:34,136
So this is where Venom
got his gardening supplies.
121
00:04:34,317 --> 00:04:36,317
[insect buzzing]
Ah!
122
00:04:36,493 --> 00:04:39,373
Ooh. A Venom flytrap.
123
00:04:39,540 --> 00:04:41,540
I'm gonna pretend
I didn't see that.
124
00:04:41,716 --> 00:04:44,366
- Ah!
- [grunting]
125
00:04:44,545 --> 00:04:48,285
- We knew you would chase after
your precious mentor, Max.
126
00:04:48,462 --> 00:04:51,812
My sisters won't be able
to stop me here.
127
00:04:51,987 --> 00:04:55,767
It will be a pleasure
to personally crush you!
128
00:04:58,123 --> 00:05:01,343
- Finally, the nightmare
of your existence will end!
129
00:05:01,518 --> 00:05:02,778
Spider!
130
00:05:02,954 --> 00:05:04,784
- [grunts]
From the first time...
131
00:05:04,956 --> 00:05:06,386
I met you...
132
00:05:06,567 --> 00:05:08,257
you inspired me.
133
00:05:08,438 --> 00:05:09,528
- What?
134
00:05:09,700 --> 00:05:11,400
- I've always wanted
to be like you.
135
00:05:11,572 --> 00:05:12,882
When we worked together,
136
00:05:13,051 --> 00:05:15,451
there was so much
we could accomplish.
137
00:05:15,619 --> 00:05:16,839
- Yes...
138
00:05:17,012 --> 00:05:19,752
when we bonded,
we were powerful,
139
00:05:19,928 --> 00:05:21,448
strong!
140
00:05:21,625 --> 00:05:23,925
But you rejected us!
141
00:05:24,106 --> 00:05:26,406
- I'm not talking to you,
Venom.
142
00:05:26,587 --> 00:05:28,237
I'm talking to Max!
143
00:05:28,415 --> 00:05:29,805
I know you can hear me
in there!
144
00:05:29,981 --> 00:05:31,071
- [growls]
145
00:05:31,243 --> 00:05:34,553
He can,
but he is too weak.
146
00:05:34,725 --> 00:05:36,895
Venom is in control!
147
00:05:37,075 --> 00:05:38,685
Want to see?
148
00:05:38,860 --> 00:05:40,600
[growls]
149
00:05:40,775 --> 00:05:43,255
- [grunting]
150
00:05:43,430 --> 00:05:45,560
- Fight him, Max!
Force him off!
151
00:05:45,736 --> 00:05:48,776
- [grunting]
I-I can't, Peter.
152
00:05:48,957 --> 00:05:50,437
Save yourself.
153
00:05:50,611 --> 00:05:52,481
It's too late for me!
154
00:05:52,656 --> 00:05:53,956
[grunts]
155
00:05:54,136 --> 00:05:55,696
- [laughs]
156
00:05:55,877 --> 00:05:57,267
- No!
157
00:05:57,444 --> 00:05:59,624
[grunting]
- [growling]
158
00:05:59,794 --> 00:06:01,274
Too late!
159
00:06:01,448 --> 00:06:03,318
Max is mine!
160
00:06:03,493 --> 00:06:05,583
- Fight him, Max!
Come on!
161
00:06:05,756 --> 00:06:08,276
You're smarter and stronger
than Venom could ever be!
162
00:06:08,455 --> 00:06:10,585
- Max is just a tool!
163
00:06:10,761 --> 00:06:13,241
He could never stop me.
164
00:06:13,416 --> 00:06:14,896
Neither can you!
165
00:06:15,070 --> 00:06:17,290
[yelling]
166
00:06:17,464 --> 00:06:19,474
[both grunt]
167
00:06:19,640 --> 00:06:20,950
- You, uh...
168
00:06:21,119 --> 00:06:22,729
sure you know
what you're doing there, Gravy?
169
00:06:22,904 --> 00:06:25,994
- Um, it's Grady with a D.
And, yes.
170
00:06:26,168 --> 00:06:28,778
These tubes were installed
by our former principal
171
00:06:28,953 --> 00:06:31,353
so his drone minions
could get in and out.
172
00:06:31,521 --> 00:06:33,571
- Your old principal
had drone minions?
173
00:06:33,741 --> 00:06:35,831
- It was one of those
"secret evil principal
174
00:06:36,004 --> 00:06:38,014
is actually a super-villain"
situations,
175
00:06:38,180 --> 00:06:40,310
as happens from time to time.
176
00:06:40,487 --> 00:06:41,877
- Your school is a mess.
177
00:06:42,053 --> 00:06:43,663
- Oh, be that as it may,
178
00:06:43,838 --> 00:06:45,748
this tube network
is a recent addition
179
00:06:45,927 --> 00:06:48,707
built on a separate system,
so it's not on lockdown.
180
00:06:48,886 --> 00:06:50,976
All we have to do is...
181
00:06:51,149 --> 00:06:53,279
[both yelling]
182
00:06:53,456 --> 00:06:54,626
[dramatic music]
183
00:06:54,805 --> 00:06:55,755
[both yelling]
184
00:06:55,937 --> 00:06:56,937
[Grady grunts]
185
00:06:58,853 --> 00:07:00,863
- Huh?
186
00:07:01,029 --> 00:07:02,329
- [grunts]
187
00:07:02,509 --> 00:07:03,769
Thanks, NK.
188
00:07:03,945 --> 00:07:06,635
- It's MJ,
as in "Mary Jane."
189
00:07:06,817 --> 00:07:08,907
- I'm just showing you
how it feels.
190
00:07:09,080 --> 00:07:11,520
- I sense it's close.
191
00:07:11,692 --> 00:07:13,522
[ominous music]
192
00:07:13,694 --> 00:07:15,004
But where?
193
00:07:15,173 --> 00:07:18,703
- ♪ I feel, feel it ♪
194
00:07:18,873 --> 00:07:20,833
Vibrating like this world.
195
00:07:21,005 --> 00:07:22,215
[giggles]
196
00:07:22,398 --> 00:07:24,748
- Yes, at least
our failure of a brother
197
00:07:24,922 --> 00:07:27,062
managed to plant it
in the soil for long enough.
198
00:07:27,229 --> 00:07:29,059
It has absorbed
the natural resonance
199
00:07:29,231 --> 00:07:30,711
of this planet,
and will be the key
200
00:07:30,885 --> 00:07:32,405
to the Earth's destruction.
201
00:07:32,582 --> 00:07:33,712
- "Planted"?
202
00:07:33,888 --> 00:07:35,058
"Soil"?
203
00:07:35,237 --> 00:07:37,587
I know what they want!
The seed!
204
00:07:37,761 --> 00:07:40,551
- They came all the way
from another planet to garden?
205
00:07:40,721 --> 00:07:42,071
- When Venom
signaled the symbiotes
206
00:07:42,244 --> 00:07:43,554
to come to Earth,
207
00:07:43,724 --> 00:07:45,904
he used a kind of alien seed
to call them.
208
00:07:46,074 --> 00:07:47,514
- It sounds like
they're now going to try
209
00:07:47,684 --> 00:07:49,124
to destroy the planet with it!
210
00:07:49,294 --> 00:07:51,084
Finding Peter and Gwen
will have to wait.
211
00:07:51,253 --> 00:07:52,993
The world needs us
to get to this seed
212
00:07:53,168 --> 00:07:54,648
before the aliens do.
213
00:07:54,822 --> 00:07:57,352
- Problem is,
it's in a high-security locker
214
00:07:57,520 --> 00:07:58,700
in the project graveyard,
215
00:07:58,869 --> 00:08:00,089
which is in the direction
216
00:08:00,262 --> 00:08:02,442
in which those three
seem to be oozing!
217
00:08:02,612 --> 00:08:03,872
- Then we'll have
to sneak by them.
218
00:08:04,048 --> 00:08:05,398
- We can't.
219
00:08:05,572 --> 00:08:07,052
But I know who can.
220
00:08:07,225 --> 00:08:09,445
[Bleet whirring]
221
00:08:09,619 --> 00:08:10,709
[clanking and clattering]
222
00:08:10,881 --> 00:08:13,751
- ♪ I can sense it here ♪
223
00:08:13,928 --> 00:08:17,888
It's close, close, my sisters!
224
00:08:18,062 --> 00:08:18,932
- Huh?
225
00:08:19,107 --> 00:08:21,367
[tense music]
226
00:08:21,544 --> 00:08:23,424
[Bleet beeps]
227
00:08:23,590 --> 00:08:24,420
- Ha!
228
00:08:24,591 --> 00:08:25,941
♪ ♪
229
00:08:26,114 --> 00:08:27,724
- You can do it...
230
00:08:27,898 --> 00:08:29,068
[Bleet whirring]
231
00:08:29,247 --> 00:08:30,767
[door hisses]
232
00:08:30,945 --> 00:08:33,985
♪ ♪
233
00:08:34,165 --> 00:08:35,775
[Bleet whirs]
234
00:08:35,950 --> 00:08:37,950
- Just some human toy, yes?
235
00:08:38,126 --> 00:08:39,906
- Bleet! I'm open!
236
00:08:40,084 --> 00:08:41,744
[Bleet beeps]
237
00:08:42,783 --> 00:08:44,443
[grunts, pants]
238
00:08:44,611 --> 00:08:46,091
- Even in this heavier gravity,
239
00:08:46,264 --> 00:08:48,624
force still equals
mass times acceleration,
240
00:08:48,789 --> 00:08:49,879
which should give me...
241
00:08:50,051 --> 00:08:51,401
Hulk-like momentum!
242
00:08:51,574 --> 00:08:53,104
Spidey Smash!
243
00:08:53,271 --> 00:08:54,971
[Venom yells]
244
00:08:56,840 --> 00:08:58,970
- You're forgetting...
245
00:08:59,147 --> 00:09:01,977
I was sent here
to get something.
246
00:09:02,150 --> 00:09:04,940
You'll never be more powerful
than me!
247
00:09:05,109 --> 00:09:05,979
[growls]
248
00:09:06,154 --> 00:09:09,854
[unsettling music]
249
00:09:10,027 --> 00:09:12,027
- Ah, a beautiful Ooze lake.
250
00:09:12,203 --> 00:09:14,823
This planet would make a
charming vacation destination.
251
00:09:14,989 --> 00:09:18,649
♪ ♪
252
00:09:18,819 --> 00:09:20,119
[Venom growls]
253
00:09:20,298 --> 00:09:22,818
- A weapon to end Earth...
254
00:09:22,997 --> 00:09:24,607
and you!
255
00:09:24,781 --> 00:09:27,041
The World Killer!
256
00:09:27,218 --> 00:09:29,958
[dramatic music]
257
00:09:30,134 --> 00:09:32,964
- [roaring]
258
00:09:35,009 --> 00:09:37,049
- The Klyntar dragon
is unstoppable!
259
00:09:37,228 --> 00:09:38,398
- Uh, uh!
260
00:09:38,578 --> 00:09:41,188
- Your destruction
will be final!
261
00:09:41,363 --> 00:09:43,763
[World Killer roars,
Peter panting]
262
00:09:43,931 --> 00:09:45,931
[dramatic music]
263
00:09:46,107 --> 00:09:47,797
- [groans]
264
00:09:47,978 --> 00:09:50,628
All this time, and he forgot
to mention he had a dragon.
265
00:09:50,807 --> 00:09:52,027
- Please tell me sudden tremors
266
00:09:52,200 --> 00:09:53,720
are normal
at your weird school.
267
00:09:53,897 --> 00:09:54,857
- [panting]
268
00:09:55,029 --> 00:09:56,159
Not normal.
269
00:09:56,334 --> 00:09:59,124
Common, perhaps,
but not normal.
270
00:09:59,294 --> 00:10:00,604
[both yell]
271
00:10:00,774 --> 00:10:02,824
♪ ♪
272
00:10:02,993 --> 00:10:05,823
- [roaring]
273
00:10:05,996 --> 00:10:10,606
♪ ♪
274
00:10:10,784 --> 00:10:12,224
[roars]
275
00:10:12,394 --> 00:10:15,054
- Was that...a dragon?
276
00:10:15,223 --> 00:10:16,533
- That's a first.
277
00:10:16,703 --> 00:10:18,013
Even for Horizon.
278
00:10:18,182 --> 00:10:19,232
- Hey!
279
00:10:19,401 --> 00:10:20,751
How did you two g--
280
00:10:20,924 --> 00:10:22,324
Doesn't matter.
281
00:10:22,491 --> 00:10:24,621
The aliens are after that seed.
I need it now!
282
00:10:24,798 --> 00:10:26,278
- Spidey! Yes!
283
00:10:26,451 --> 00:10:28,111
Heads, as they say, up!
284
00:10:28,279 --> 00:10:30,279
- [grunts]
Good.
285
00:10:30,455 --> 00:10:35,195
[as Symbiote Sister]
We end the planet now, yes?
286
00:10:35,373 --> 00:10:37,203
- Shapeshifting as Spidey?
287
00:10:37,375 --> 00:10:39,245
So not fair!
288
00:10:39,421 --> 00:10:41,551
♪ ♪
289
00:10:41,728 --> 00:10:44,638
- Now come to me, Spider!
290
00:10:44,818 --> 00:10:47,558
[yells]
291
00:10:47,734 --> 00:10:50,524
[growling]
- [grunting]
292
00:10:50,693 --> 00:10:54,043
♪ ♪
293
00:10:54,218 --> 00:10:56,568
- [roaring]
294
00:10:56,743 --> 00:10:59,703
- Now! Activate the seed!
295
00:10:59,876 --> 00:11:03,706
- ♪ Shatter, shatter,
this world ♪
296
00:11:03,880 --> 00:11:05,710
Soon, all will be dust.
297
00:11:05,882 --> 00:11:07,752
♪ Ha, ha-ha, ha-ha ♪
298
00:11:07,928 --> 00:11:10,668
♪ ♪
299
00:11:13,281 --> 00:11:15,151
- [roars]
300
00:11:15,326 --> 00:11:17,546
- The dragon eats the seed?
301
00:11:17,720 --> 00:11:19,160
Sure, why not?
302
00:11:19,330 --> 00:11:24,600
♪ ♪
303
00:11:24,771 --> 00:11:25,861
- Finally!
304
00:11:26,033 --> 00:11:28,303
Earth's destruction!
305
00:11:28,470 --> 00:11:31,910
♪ ♪
306
00:11:35,477 --> 00:11:37,777
- [panting]
Yes!
307
00:11:37,958 --> 00:11:40,178
I had hoped the Spider-heroes
would be here.
308
00:11:40,351 --> 00:11:42,611
They're usually in the middle
of crazy danger like this.
309
00:11:42,789 --> 00:11:44,829
MJ, help me!
310
00:11:45,008 --> 00:11:48,268
[Miles groaning]
Hey! You've got to get up!
311
00:11:48,446 --> 00:11:49,706
What are you doing?
312
00:11:49,883 --> 00:11:52,063
- Hitting your snooze button.
313
00:11:52,233 --> 00:11:54,843
- Heroes! Rise!
314
00:11:55,018 --> 00:11:56,928
The world needs you!
315
00:11:57,107 --> 00:11:58,667
- What's the situation?
316
00:11:58,848 --> 00:12:01,238
- We held up those alien things
as long as we could.
317
00:12:01,416 --> 00:12:03,196
- You...you did?
318
00:12:03,374 --> 00:12:05,684
- Yeah, but they got
that seed thing they wanted.
319
00:12:05,855 --> 00:12:09,855
- Where's Spider-Man?
- I'll give you one guess.
320
00:12:10,033 --> 00:12:12,303
Thanks, Grady and MJ!
321
00:12:12,470 --> 00:12:14,820
- How did she know our names?
322
00:12:14,995 --> 00:12:17,385
- Max, listen to me!
[Venom growls]
323
00:12:17,562 --> 00:12:20,782
I know you think it's too late,
but I'm not giving up on you!
324
00:12:20,957 --> 00:12:22,957
Your will is stronger
than Venom.
325
00:12:23,133 --> 00:12:24,833
Take control of him!
326
00:12:25,005 --> 00:12:27,355
- Too late!
327
00:12:27,529 --> 00:12:30,099
- [groaning]
It's over.
328
00:12:30,271 --> 00:12:34,971
There's nothing I can do.
I'm--
329
00:12:35,145 --> 00:12:37,015
- [laughs]
330
00:12:37,191 --> 00:12:39,191
Yes, over.
331
00:12:39,367 --> 00:12:41,667
Max is just one man.
332
00:12:41,848 --> 00:12:44,148
Too weak to stop us!
333
00:12:44,328 --> 00:12:46,328
- The Max I know isn't weak.
334
00:12:46,504 --> 00:12:48,204
[grunts]
335
00:12:48,376 --> 00:12:49,636
- Stop!
336
00:12:49,812 --> 00:12:51,342
You cannot do this!
337
00:12:51,509 --> 00:12:53,689
I already have a host!
338
00:12:53,860 --> 00:12:54,690
- [grunting]
339
00:12:54,861 --> 00:12:56,381
- Peter! Leave!
340
00:12:56,558 --> 00:12:59,688
I'm not worth it.
Save yourself.
341
00:12:59,866 --> 00:13:01,296
- No way.
342
00:13:01,476 --> 00:13:03,996
You see how hard
Venom's fighting to get me out?
343
00:13:04,174 --> 00:13:05,924
He knows if I can get
through to you,
344
00:13:06,089 --> 00:13:07,659
it's all over for him!
345
00:13:07,830 --> 00:13:09,790
- The spider lies!
346
00:13:09,963 --> 00:13:12,103
Max is too weak!
347
00:13:12,269 --> 00:13:13,919
Too foolish!
348
00:13:14,097 --> 00:13:15,357
- I'm nothing--
349
00:13:15,533 --> 00:13:17,883
just a ruined scientist
whose mistakes
350
00:13:18,058 --> 00:13:19,888
will bring
the Earth down with him.
351
00:13:20,060 --> 00:13:24,370
- Yes, ruined--
a nothing.
352
00:13:24,542 --> 00:13:26,412
- I'm not strong.
353
00:13:26,588 --> 00:13:29,068
I'm not brave like you,
Spider-Man.
354
00:13:29,243 --> 00:13:30,773
- Brave?
355
00:13:30,940 --> 00:13:33,860
Max, this costume,
these powers--
356
00:13:34,030 --> 00:13:35,900
they aren't what make me brave.
357
00:13:36,076 --> 00:13:37,946
If I have any bravery at all,
358
00:13:38,121 --> 00:13:39,781
it's because
my Uncle Ben and Aunt May
359
00:13:39,949 --> 00:13:41,339
always believed in me.
360
00:13:41,516 --> 00:13:43,736
That's where my real strength
comes from--
361
00:13:43,910 --> 00:13:46,040
from the people who care.
362
00:13:46,216 --> 00:13:47,776
You've been through a lot.
363
00:13:47,957 --> 00:13:49,387
But I've never doubted you.
364
00:13:49,567 --> 00:13:51,217
You can do this!
365
00:13:51,395 --> 00:13:54,215
I know you can be brave enough!
366
00:13:54,398 --> 00:13:56,268
I believe in you, Max!
367
00:13:56,444 --> 00:13:58,884
- Get out!
- [grunts]
368
00:13:59,055 --> 00:14:02,275
- You have once again failed!
369
00:14:02,450 --> 00:14:05,280
[dramatic music]
370
00:14:05,453 --> 00:14:06,763
♪ ♪
371
00:14:06,933 --> 00:14:10,283
[roaring]
372
00:14:10,458 --> 00:14:11,418
- Max?
373
00:14:11,589 --> 00:14:13,239
[Max grunting]
374
00:14:13,417 --> 00:14:14,897
- Ah!
375
00:14:15,071 --> 00:14:18,161
Venom's been using my brain
this whole time.
376
00:14:18,335 --> 00:14:20,895
Now I'm gonna use his brawn.
377
00:14:21,077 --> 00:14:22,817
Come on, Spider-Man.
378
00:14:22,992 --> 00:14:26,432
- Little, little humans
fighting back.
379
00:14:26,604 --> 00:14:28,264
- We'll stop them.
380
00:14:28,432 --> 00:14:30,482
- But who's gonna stop us?
381
00:14:30,652 --> 00:14:33,442
[dramatic rock music]
382
00:14:33,611 --> 00:14:37,311
♪ ♪
383
00:14:37,485 --> 00:14:41,135
- [grunting]
384
00:14:41,315 --> 00:14:44,795
[both grunting]
385
00:14:44,971 --> 00:14:48,151
- [roaring]
386
00:14:52,021 --> 00:14:56,071
- No!
We can't destroy the seed!
387
00:14:56,243 --> 00:14:58,773
- Actually, we can.
388
00:14:58,941 --> 00:14:59,991
[grunts]
389
00:15:00,160 --> 00:15:03,160
[electricity crackling]
390
00:15:12,955 --> 00:15:16,125
- [roars]
391
00:15:16,306 --> 00:15:17,956
- [grunts]
392
00:15:18,134 --> 00:15:20,534
- [yells]
Impossible!
393
00:15:22,573 --> 00:15:25,323
[Venom screaming]
394
00:15:25,489 --> 00:15:26,489
- Oh!
395
00:15:29,145 --> 00:15:31,965
[solemn music]
396
00:15:32,148 --> 00:15:33,538
♪ ♪
397
00:15:33,715 --> 00:15:35,325
[exhales deeply]
398
00:15:35,499 --> 00:15:36,889
You...
399
00:15:37,066 --> 00:15:39,366
you were right, Spider-Man.
400
00:15:39,547 --> 00:15:41,237
I gave up hope.
401
00:15:41,418 --> 00:15:43,158
But you never did.
402
00:15:43,333 --> 00:15:44,863
- Is that it?
403
00:15:45,031 --> 00:15:47,341
Are they...finished?
404
00:15:47,511 --> 00:15:48,901
- I was bonded to Venom
405
00:15:49,078 --> 00:15:51,468
until the final moment,
and then...
406
00:15:51,646 --> 00:15:53,206
nothing.
407
00:15:53,387 --> 00:15:56,867
I think all traces
of the symbiotes...
408
00:15:57,043 --> 00:15:58,353
are gone.
409
00:15:58,522 --> 00:16:00,352
- It's finally over.
410
00:16:00,524 --> 00:16:03,964
♪ ♪
411
00:16:04,137 --> 00:16:06,227
I can't believe
Horizon is gone.
412
00:16:06,400 --> 00:16:08,400
- It was just a building.
413
00:16:08,576 --> 00:16:10,056
Thanks to you and the others,
414
00:16:10,230 --> 00:16:12,840
it seems every student
got out safely.
415
00:16:13,015 --> 00:16:14,405
That's what matters.
416
00:16:14,582 --> 00:16:16,242
- We'll help you rebuild.
417
00:16:16,410 --> 00:16:17,930
- Heh.
418
00:16:18,107 --> 00:16:19,067
No.
419
00:16:19,239 --> 00:16:20,499
Not this time.
420
00:16:20,675 --> 00:16:23,065
This is too much
to come back from.
421
00:16:23,243 --> 00:16:25,073
We'll have to find other ways
422
00:16:25,245 --> 00:16:27,155
to keep the spirit
of Horizon High alive.
423
00:16:27,334 --> 00:16:30,294
Something better, safer,
424
00:16:30,467 --> 00:16:32,297
more effective
425
00:16:32,469 --> 00:16:34,209
for the students...
426
00:16:34,384 --> 00:16:37,344
and for helping those
that we care about.
427
00:16:37,518 --> 00:16:39,088
Hey.
428
00:16:39,259 --> 00:16:41,389
This is just another chance
to be brave, right?
429
00:16:41,565 --> 00:16:46,525
♪ ♪
430
00:16:46,701 --> 00:16:48,621
- I'm never doing
a school dance again--
431
00:16:48,790 --> 00:16:50,270
too destructive!
432
00:16:50,444 --> 00:16:52,194
- Guess it's back
to Midtown High.
433
00:16:52,359 --> 00:16:54,539
- Peter!
434
00:16:54,709 --> 00:16:56,319
There you are!
435
00:16:56,493 --> 00:16:58,193
- Um...
[chuckles]
436
00:16:58,365 --> 00:17:00,105
Got to run.
Lots of homework.
437
00:17:00,280 --> 00:17:02,020
- Aliens just destroyed
our school.
438
00:17:02,195 --> 00:17:03,405
- Did I say homework?
439
00:17:03,587 --> 00:17:05,287
I meant, um...
440
00:17:05,459 --> 00:17:06,459
What's that, Aunt May?
441
00:17:06,634 --> 00:17:09,034
Uh, sure, coming!
442
00:17:09,202 --> 00:17:12,942
- So you were, uh, waiting
to see if I was okay?
443
00:17:13,119 --> 00:17:14,559
- Yeah.
444
00:17:14,729 --> 00:17:16,469
But not because I was worried
about you or anything.
445
00:17:16,644 --> 00:17:18,304
It's just...
446
00:17:18,472 --> 00:17:20,562
you owe me a dance.
447
00:17:20,735 --> 00:17:22,125
[electronic music
playing on phone]
448
00:17:22,302 --> 00:17:23,132
- Oh.
449
00:17:23,303 --> 00:17:25,483
♪ ♪
450
00:17:25,653 --> 00:17:29,223
Um, sorry everything
was such a disaster tonight.
451
00:17:29,396 --> 00:17:31,486
- Was it?
Didn't notice.
452
00:17:31,659 --> 00:17:34,139
But, hey, I got to hang out
with your friend Grady.
453
00:17:34,314 --> 00:17:36,494
He's a pretty tough guy,
actually.
454
00:17:36,664 --> 00:17:38,714
- Sounds like a story.
What happened?
455
00:17:38,883 --> 00:17:40,673
- Mm.
It was a whole long thing.
456
00:17:40,842 --> 00:17:43,282
I'll be honest, I've had
some weird first dates,
457
00:17:43,453 --> 00:17:46,463
but getting attacked by Ooze
is way up there.
458
00:17:46,630 --> 00:17:48,370
You?
459
00:17:48,545 --> 00:17:51,195
- Uh, well, it's definitely
my weirdest first date
460
00:17:51,374 --> 00:17:52,514
because, well...
461
00:17:52,680 --> 00:17:55,340
it was also
my only first date...
462
00:17:55,509 --> 00:17:56,679
ever.
463
00:17:56,858 --> 00:17:58,688
- Really?
464
00:17:58,860 --> 00:18:02,260
Well, what, with Earth still
being around and everything,
465
00:18:02,429 --> 00:18:04,339
we've got our whole future
ahead of us.
466
00:18:04,518 --> 00:18:06,258
How about we call
a first date do-over?
467
00:18:06,433 --> 00:18:07,483
Maybe this weekend?
468
00:18:07,651 --> 00:18:10,521
- I'd like that...
a lot.
469
00:18:10,698 --> 00:18:12,528
And you're right.
470
00:18:12,700 --> 00:18:14,310
- Of course I am.
471
00:18:14,484 --> 00:18:16,704
But what am I right
about this time?
472
00:18:16,878 --> 00:18:19,228
♪ ♪
473
00:18:19,402 --> 00:18:21,712
- We have our whole future
ahead of us.
474
00:18:27,149 --> 00:18:27,979
- Pajamas!
475
00:18:28,150 --> 00:18:29,410
Glad to get your call.
476
00:18:29,586 --> 00:18:31,196
Loved your work
on that giant dragon thing.
477
00:18:31,371 --> 00:18:32,981
Avengers level, I'd say.
478
00:18:33,155 --> 00:18:34,285
- Oh, uh...
479
00:18:34,461 --> 00:18:35,941
thanks, Mr. Stark.
480
00:18:36,115 --> 00:18:38,675
- So let's head to the Tower,
get your ID card set up.
481
00:18:38,856 --> 00:18:41,206
Hey, team barbecue tonight.
No grill needed.
482
00:18:41,381 --> 00:18:42,511
Thor brings the lightning.
483
00:18:42,686 --> 00:18:44,376
It's kind of like
a flash-fire thing.
484
00:18:44,558 --> 00:18:46,728
- Well, uh...
485
00:18:46,908 --> 00:18:49,738
I'm not actually here
to join the Avengers.
486
00:18:49,911 --> 00:18:51,571
[soft music]
487
00:18:51,739 --> 00:18:53,349
I've got a proposal for you.
488
00:18:53,523 --> 00:18:57,273
♪ ♪
489
00:18:57,440 --> 00:18:58,570
- Hey, Harry.
490
00:18:58,746 --> 00:19:00,306
Peter called you here, too?
491
00:19:00,487 --> 00:19:02,137
Any idea what he wants?
492
00:19:02,315 --> 00:19:03,395
- Like most things with Pete,
493
00:19:03,577 --> 00:19:05,617
yeah, I have no clue
what's going on.
494
00:19:05,796 --> 00:19:07,706
[Bleet beeps]
495
00:19:07,885 --> 00:19:09,015
- Guys!
496
00:19:09,191 --> 00:19:10,711
Oh, thanks for coming.
497
00:19:10,888 --> 00:19:12,408
With our school destroyed,
498
00:19:12,586 --> 00:19:14,326
I was thinking
about what Max said--
499
00:19:14,501 --> 00:19:17,501
about keeping
the Horizon spirit alive.
500
00:19:17,678 --> 00:19:19,768
What if we started
501
00:19:19,941 --> 00:19:22,731
our own professional
tech laboratory?
502
00:19:22,900 --> 00:19:24,420
A place run by us,
503
00:19:24,598 --> 00:19:26,298
devoted
to creating technologies
504
00:19:26,469 --> 00:19:28,079
that'll make the world
a better place.
505
00:19:28,254 --> 00:19:29,264
- Are you serious?
506
00:19:29,429 --> 00:19:31,079
We're just
a bunch of teenagers.
507
00:19:31,257 --> 00:19:32,737
- We're more than that.
508
00:19:32,910 --> 00:19:35,780
After what we've been through,
we're a family,
509
00:19:35,957 --> 00:19:38,217
a family that can accomplish
anything we want
510
00:19:38,394 --> 00:19:39,794
if we work together.
511
00:19:39,961 --> 00:19:42,531
And I think
we should work together
512
00:19:42,703 --> 00:19:44,313
on this.
513
00:19:44,487 --> 00:19:46,317
- Whoa, cool!
- Oh, nice!
514
00:19:46,489 --> 00:19:49,099
- Cool lab!
[sighs]
515
00:19:49,275 --> 00:19:51,145
That'll be great for you guys.
516
00:19:51,320 --> 00:19:53,150
- Great for all of us, Harry.
517
00:19:53,322 --> 00:19:56,112
You were looking for a chance
to get out of Oscorp,
518
00:19:56,282 --> 00:19:57,762
from under
your father's shadow.
519
00:19:57,935 --> 00:19:59,365
This could be it.
520
00:19:59,546 --> 00:20:02,766
- A great idea,
but how do we pay for it?
521
00:20:02,940 --> 00:20:06,510
My allowance isn't gonna
cover a tech startup.
522
00:20:06,683 --> 00:20:08,863
- That's where I come in.
523
00:20:09,033 --> 00:20:10,733
- [gasps]
He's Iron Man!
524
00:20:10,905 --> 00:20:11,945
That's Iron Man!
525
00:20:12,123 --> 00:20:13,563
[Peter yelps]
You're Iron Man!
526
00:20:13,734 --> 00:20:15,484
- Nothing gets by you,
Mr. Scraps.
527
00:20:15,649 --> 00:20:17,869
- You know my name!
He knows my name!
528
00:20:18,042 --> 00:20:19,482
My name!
[Peter yelps]
529
00:20:19,653 --> 00:20:20,743
- Parker told me about you--
530
00:20:20,915 --> 00:20:22,435
all of you.
531
00:20:22,612 --> 00:20:24,702
If you guys are in,
you can count on my funding.
532
00:20:24,875 --> 00:20:26,615
- Since it's us...
533
00:20:26,790 --> 00:20:28,660
I think it'd be cool
to call it...
534
00:20:28,836 --> 00:20:31,266
W-E-B, WEB!
535
00:20:31,447 --> 00:20:33,447
[all laugh]
- Good one.
536
00:20:33,623 --> 00:20:35,673
- [laughs]
Yes.
537
00:20:35,843 --> 00:20:37,193
Why are we laughing?
538
00:20:37,366 --> 00:20:38,846
- What does WEB stand for?
539
00:20:39,020 --> 00:20:41,330
- Oh, it, uh...
[stammers]
540
00:20:41,501 --> 00:20:43,241
I probably should have
come up with that first.
541
00:20:43,416 --> 00:20:44,676
- I got it! I got it.
542
00:20:44,852 --> 00:20:46,772
Wild Ego Bunch.
543
00:20:46,941 --> 00:20:49,251
- Uh, you're just putting
random words together.
544
00:20:49,422 --> 00:20:51,602
It should probably be
something like...
545
00:20:51,772 --> 00:20:53,692
We Engage Bad guys!
546
00:20:53,861 --> 00:20:56,341
- Wicked Educated Brilliant
people?
547
00:20:56,516 --> 00:20:58,166
- Or We Eat Brie?
548
00:20:58,344 --> 00:20:59,614
Huh? Do you guys like Brie?
549
00:20:59,780 --> 00:21:01,260
I think it's the best
of the French cheeses.
550
00:21:01,434 --> 00:21:02,524
- Well...
[chuckles]
551
00:21:02,696 --> 00:21:04,346
It's one of the best.
552
00:21:04,524 --> 00:21:06,874
- Now I'm hungry for cheese.
- Can we get serious here?
553
00:21:07,048 --> 00:21:09,398
Because Camembert
has a much bolder flavor.
554
00:21:09,572 --> 00:21:10,702
- What about...
555
00:21:10,878 --> 00:21:13,878
Worldwide Engineering Brigade.
556
00:21:14,055 --> 00:21:16,535
- You know,
that's not too bad.
557
00:21:16,710 --> 00:21:17,580
- I like it!
558
00:21:17,754 --> 00:21:19,234
I could see myself joining
559
00:21:19,408 --> 00:21:21,238
the Worldwide
Engineering Brigade.
560
00:21:21,410 --> 00:21:22,930
- And I could see myself
backing it.
561
00:21:23,107 --> 00:21:26,757
- Good. Then come on!
We got some planning to do.
562
00:21:26,937 --> 00:21:30,767
After all, we have
our whole future ahead of us.
563
00:21:30,941 --> 00:21:33,381
[triumphant music]
36157
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