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1
00:00:03,587 --> 00:00:05,964
I got the proposal in
just under the wire.
2
00:00:06,048 --> 00:00:10,344
If approved, it'll be enough to upgrade
every lab at Midtown High, and...
3
00:00:12,095 --> 00:00:13,305
Sorry. Just doing my rounds.
4
00:00:14,348 --> 00:00:16,058
It's good that you're talking to him.
5
00:00:16,058 --> 00:00:17,601
That helps with coma recovery.
6
00:00:17,976 --> 00:00:19,686
Any idea when he might wake up?
7
00:00:20,020 --> 00:00:21,104
Hard to tell.
8
00:00:21,188 --> 00:00:23,941
But his brain waves, vitals,
it all looks good.
9
00:00:24,274 --> 00:00:26,735
It might take a while,
but I'm sure Doctor Octopus will...
10
00:00:26,735 --> 00:00:29,029
- Otto.
- Excuse me.
11
00:00:29,029 --> 00:00:30,948
His name is Otto Octavius.
12
00:00:31,281 --> 00:00:33,700
That other person, that's not him anymore.
13
00:00:34,326 --> 00:00:36,870
Sure. I better finish my rounds.
14
00:00:43,460 --> 00:00:46,171
...the scene only moments ago
as Spider-Man,
15
00:00:46,255 --> 00:00:48,590
who, to everyone's surprise,
has actually been helpful recently,
16
00:00:48,674 --> 00:00:51,802
was battling an unknown criminal
using some kind of new costume
17
00:00:51,802 --> 00:00:54,513
against his enemy's
wide range of changing powers.
18
00:00:55,597 --> 00:00:58,058
But it wasn't enough
to stop this new menace.
19
00:00:59,685 --> 00:01:02,104
As you can see, Spider-Man disappeared.
20
00:01:02,104 --> 00:01:04,898
Possibly destroyed,
right in front of our eyes.
21
00:01:04,982 --> 00:01:08,068
We've also had reports of similar attacks
happening to the Avengers.
22
00:01:08,986 --> 00:01:09,987
Oh, no.
23
00:01:09,987 --> 00:01:11,071
Parker...
24
00:01:12,781 --> 00:01:16,076
- Otto!
- Anna Maria, Spider-Man needs help.
25
00:01:20,706 --> 00:01:22,499
Where am I?
26
00:01:22,624 --> 00:01:26,253
Well, the good news is...
I found the Avengers.
27
00:01:28,255 --> 00:01:29,298
They look alive and well,
28
00:01:30,174 --> 00:01:31,633
a little on the unconscious side,
29
00:01:31,717 --> 00:01:33,218
which is what I bet is gonna happen to me
30
00:01:33,302 --> 00:01:35,012
if I stay in here as long as they have.
31
00:01:35,012 --> 00:01:36,263
Hulk!
32
00:01:36,263 --> 00:01:38,515
We gotta find a way to get out of
Regent's portal world.
33
00:01:39,892 --> 00:01:41,768
Now is not the time for a nap, big guy.
34
00:01:45,647 --> 00:01:46,773
Guess this is all up to me.
35
00:01:48,317 --> 00:01:51,028
Look, Mr. Stark, I don't know
exactly where we are,
36
00:01:51,028 --> 00:01:54,323
but if this place is anything like
my previous experience with teleportation,
37
00:01:54,865 --> 00:01:56,700
then it's using ion interaction.
38
00:01:57,075 --> 00:01:59,328
Which means the negative ion
displacer I built
39
00:01:59,328 --> 00:02:02,372
could theoretically destabilize
the region's borders,
40
00:02:02,456 --> 00:02:03,916
giving us a chance to get out.
41
00:02:04,583 --> 00:02:06,960
I'm gonna need a lot more power.
42
00:02:10,088 --> 00:02:13,675
Yes! I can check slicing a hole in reality
off my bucket list!
43
00:02:14,343 --> 00:02:16,595
Ha! I really wish you were awake
to see that.
44
00:02:16,595 --> 00:02:19,014
Burned out the displacer,
but at least we've got a way out.
45
00:02:19,681 --> 00:02:21,934
"Oh, good work, pajamas. You're a genius."
46
00:02:22,726 --> 00:02:24,186
Aw, you're too kind.
47
00:02:24,186 --> 00:02:25,562
Uh-oh.
48
00:02:26,730 --> 00:02:27,731
It's not holding.
49
00:02:28,190 --> 00:02:30,526
Okay, maybe I'm glad
you're not awake to see this.
50
00:02:42,496 --> 00:02:44,915
We're not gonna make it in time.
Please have some juice left.
51
00:02:48,418 --> 00:02:50,587
Okay, Avengers, this might come off
as a little clingy,
52
00:02:50,671 --> 00:02:52,840
but you all need
to come with me right now.
53
00:02:57,427 --> 00:02:58,512
Yes!
54
00:02:59,721 --> 00:03:02,724
Oh, come on! Come on, come on, come on,
55
00:03:02,808 --> 00:03:05,060
come on, come on, come on, come on,
come on, come on, come on!
56
00:03:07,396 --> 00:03:09,064
Come on, come on, come on,
come on, come on!
57
00:03:09,064 --> 00:03:11,149
Whoa!
58
00:03:11,316 --> 00:03:13,277
I'll find a way to rescue you, Avengers.
59
00:03:13,569 --> 00:03:15,863
Right after I'm done falling
into the river!
60
00:03:21,201 --> 00:03:23,078
Well, this suit is trashed.
61
00:03:23,787 --> 00:03:24,913
Literally.
62
00:03:30,127 --> 00:03:32,754
It's the ghost of Spider-Man.
63
00:03:34,715 --> 00:03:35,716
Oh.
64
00:03:40,762 --> 00:03:43,098
Hello. Miss me?
65
00:03:43,473 --> 00:03:45,893
I saw on the news everyone thinks
Regent destroyed me.
66
00:03:45,893 --> 00:03:49,813
Yeah. I didn't know whether to throw
a memorial or a celebratory parade.
67
00:03:49,897 --> 00:03:51,565
- Ouch.
- What happened to you?
68
00:03:51,899 --> 00:03:52,900
Ah, no biggie.
69
00:03:52,900 --> 00:03:54,860
Just teleported to some weird dimension
70
00:03:54,860 --> 00:03:57,237
that was holding all the Avengers.
71
00:03:57,905 --> 00:03:59,865
- So you rescued them?
- Yeah!
72
00:03:59,865 --> 00:04:01,742
Well, no, technically.
73
00:04:01,742 --> 00:04:03,911
It's harder to escape another dimension
than you think.
74
00:04:03,911 --> 00:04:06,371
But teleportation, that's on my list.
75
00:04:06,455 --> 00:04:09,958
- What list?
- Seeing the Regent in action convinced me.
76
00:04:10,709 --> 00:04:13,378
This is the part where you get to say,
"I told you so."
77
00:04:13,462 --> 00:04:14,630
I would never.
78
00:04:14,630 --> 00:04:17,591
The Regent used several different powers
during your fight with him.
79
00:04:17,925 --> 00:04:20,761
Electricity like Electro.
Sand like Sand Girl.
80
00:04:20,761 --> 00:04:22,804
Teleportation like Cloak.
81
00:04:23,222 --> 00:04:25,307
Right, but he also used ice powers,
82
00:04:25,307 --> 00:04:29,144
strange wind control,
and some green blast that really hurt.
83
00:04:29,228 --> 00:04:30,854
Still.
84
00:04:31,563 --> 00:04:34,441
You mean ice like Frostbite,
wind like Whirlwind,
85
00:04:34,525 --> 00:04:36,443
and those blasts like Paradox?
86
00:04:37,277 --> 00:04:39,029
Never heard of these guys.
87
00:04:39,988 --> 00:04:43,075
That's because you don't have access
to the secure files I've been researching.
88
00:04:43,408 --> 00:04:45,577
And all of them have one thing in common.
89
00:04:46,078 --> 00:04:47,079
Care to guess?
90
00:04:47,955 --> 00:04:49,122
They're all being held
91
00:04:49,206 --> 00:04:51,291
in a certain super-villain prison called
92
00:04:51,750 --> 00:04:54,169
I don't know, the Cellar?
93
00:04:54,253 --> 00:04:56,672
Exactly. They might not have escaped,
94
00:04:56,672 --> 00:04:59,675
but somehow Regent
is using all their powers.
95
00:05:00,008 --> 00:05:02,177
But you said the Cellar
couldn't be compromised.
96
00:05:02,719 --> 00:05:05,556
Well, maybe I wasn't right.
97
00:05:06,390 --> 00:05:08,350
Mmm. Mmm-hmm.
Mmm-hmm. Mmm-hmm.
98
00:05:09,101 --> 00:05:10,102
I told you so.
99
00:05:13,689 --> 00:05:15,983
Nice ride. Any chance I could drive?
100
00:05:16,525 --> 00:05:19,444
- I don't ask to shoot your webs.
- Touché.
101
00:05:19,987 --> 00:05:22,030
I gotta admit, I'm surprised
your friend Augustus
102
00:05:22,114 --> 00:05:23,699
is letting us inspect the Cellar.
103
00:05:24,074 --> 00:05:26,368
He doesn't believe his facility
has anything to hide.
104
00:05:26,743 --> 00:05:28,203
And I completely trust him.
105
00:05:28,662 --> 00:05:31,498
But that doesn't mean the prison
hasn't been compromised from the outside.
106
00:05:32,249 --> 00:05:33,542
How far out is this place?
107
00:05:34,168 --> 00:05:35,794
I don't... Whoa-ho-ho!
108
00:05:38,213 --> 00:05:39,756
Never mind. Found it.
109
00:05:43,218 --> 00:05:44,928
Augustus, Always good to see you.
110
00:05:45,554 --> 00:05:46,555
Likewise.
111
00:05:46,972 --> 00:05:49,224
And a pleasure to finally meet you,
Spider-Man.
112
00:05:49,850 --> 00:05:51,977
Wish this were under better circumstances,
113
00:05:51,977 --> 00:05:55,314
but I'm certain after a personally
guided tour by Shannon and I,
114
00:05:55,647 --> 00:05:58,692
you will no longer have any doubts
about the Cellar's security.
115
00:05:58,942 --> 00:06:00,360
Let's get started, shall we?
116
00:06:02,279 --> 00:06:05,157
Electro, Molten Man,
Sand Girl.
117
00:06:05,282 --> 00:06:07,868
Not exactly a meeting
of the Spider-Man fan club.
118
00:06:08,285 --> 00:06:09,953
You have nothing to fear.
119
00:06:10,037 --> 00:06:13,207
I designed these cells to suppress
the powers of the occupants inside.
120
00:06:13,207 --> 00:06:16,793
- They are harmless.
- If this is an ultra-secure prison,
121
00:06:16,877 --> 00:06:20,005
- where are all the guards?
- Our security drones are the guards here.
122
00:06:20,005 --> 00:06:23,300
They also deliver meals, clean,
and provide medical scans.
123
00:06:23,300 --> 00:06:25,135
All computer controlled, of course.
124
00:06:25,219 --> 00:06:28,180
Can I check out your system?
Take a look at your security logs?
125
00:06:28,180 --> 00:06:30,891
No way. You're not authorized to...
126
00:06:30,891 --> 00:06:32,267
Of course you can.
127
00:06:32,351 --> 00:06:34,228
Please grant him
special permission access.
128
00:06:36,438 --> 00:06:39,107
Whoa! Time to touch stuff!
129
00:06:39,191 --> 00:06:42,194
As I said on the phone,
this Regent has powers
130
00:06:42,194 --> 00:06:44,154
that exactly match inmates here.
131
00:06:44,404 --> 00:06:46,740
I need to determine
what the connection is.
132
00:06:46,990 --> 00:06:48,742
I doubt there is one.
133
00:06:48,742 --> 00:06:50,452
Whoever this villain is, Hmm...
134
00:06:50,536 --> 00:06:52,871
he must have found a way
to mimic the powers of others.
135
00:06:52,955 --> 00:06:54,873
Hmm?
It's possible the criminal
136
00:06:54,957 --> 00:06:56,416
is intentionally using powers
137
00:06:56,500 --> 00:06:58,085
that seem to lead back to the Cellar,
138
00:06:58,460 --> 00:07:00,921
as a way to mislead your investigation.
139
00:07:00,921 --> 00:07:03,507
Oh. Huh. Uh...
140
00:07:03,507 --> 00:07:05,092
Why are these files blocked?
141
00:07:05,092 --> 00:07:06,677
Shannon should have given you full access.
142
00:07:07,845 --> 00:07:10,055
Well, your database
doesn't seem to think so.
143
00:07:10,222 --> 00:07:11,598
Rude.
144
00:07:11,682 --> 00:07:14,476
Shannon, are you sure you gave him
master authorization?
145
00:07:14,810 --> 00:07:17,521
Maybe a counter-cross decryption would...
146
00:07:17,521 --> 00:07:19,273
There! Unlocked.
147
00:07:21,567 --> 00:07:23,819
Are these schematics
for the Regent's gear?
148
00:07:23,986 --> 00:07:25,988
How could this be in our system
without us knowing?
149
00:07:26,572 --> 00:07:28,240
The files were created anonymously.
150
00:07:28,240 --> 00:07:29,324
But hold on.
151
00:07:29,491 --> 00:07:31,618
I found access to an off-site terminal
152
00:07:31,702 --> 00:07:32,703
where they originated.
153
00:07:33,704 --> 00:07:35,539
Who's User 21A9?
154
00:07:35,539 --> 00:07:37,332
There... There must be some mistake.
155
00:07:37,666 --> 00:07:38,876
That's my access code.
156
00:07:39,376 --> 00:07:42,462
Then you're coming with me to answer
some questions, Ms. Stillwell.
157
00:07:42,546 --> 00:07:45,966
It wasn't me. Someone from outside
must have broken in using my code.
158
00:07:45,966 --> 00:07:48,177
Augustus, you have to trust me.
159
00:07:48,719 --> 00:07:52,222
Shannon... I want to believe you, but...
160
00:07:53,223 --> 00:07:54,474
Go with Yuri for now.
161
00:07:54,641 --> 00:07:55,726
Let's go, Spider-Man.
162
00:07:55,934 --> 00:07:58,228
No. The Avengers were teleported
163
00:07:58,312 --> 00:08:00,189
using powers
from one of the villains here.
164
00:08:00,814 --> 00:08:02,232
I'm not leaving until I find them.
165
00:08:02,316 --> 00:08:04,026
Consulting the superpowers index.
166
00:08:04,610 --> 00:08:06,653
Teleportation. Let's see.
167
00:08:07,821 --> 00:08:10,949
- There's the Spot, Cloak...
- Let's start with Cloak.
168
00:08:11,533 --> 00:08:14,203
- Black Widow suspected him.
- Do what you need to do, Yuri.
169
00:08:14,870 --> 00:08:16,413
Spider-Man and I will work here.
170
00:08:21,752 --> 00:08:23,545
Wow, Electro. Ooh.
171
00:08:23,629 --> 00:08:25,380
Doesn't seem like
you're too happy to see me.
172
00:08:25,464 --> 00:08:27,174
Eh, well, understandable.
173
00:08:33,347 --> 00:08:34,348
You're Cloak, right?
174
00:08:34,348 --> 00:08:35,974
Don't pretend you don't know me.
175
00:08:36,517 --> 00:08:38,268
Look, I can't see Dagger from here.
176
00:08:38,352 --> 00:08:39,645
Can you tell me if she's okay?
177
00:08:39,895 --> 00:08:42,648
I think Regent used your powers to capture
the Avengers.
178
00:08:43,023 --> 00:08:44,775
You're going to help get them back.
179
00:08:45,317 --> 00:08:46,902
Look, I don't know
what you're talking about,
180
00:08:46,902 --> 00:08:49,029
but my teleportation doesn't work in here.
181
00:08:49,029 --> 00:08:51,281
These cells only drain our powers.
182
00:08:51,365 --> 00:08:53,116
- It's torture.
- Drain?
183
00:08:54,201 --> 00:08:56,828
So the Regent's been using
your powers against your will?
184
00:08:57,913 --> 00:09:01,250
Augustus, you designed these cells.
How could Shannon do that?
185
00:09:01,250 --> 00:09:04,670
Shannon didn't do anything
except take the fall.
186
00:09:05,045 --> 00:09:07,297
What?
187
00:09:08,799 --> 00:09:10,801
I warned you to stay away, Spider-Man,
188
00:09:11,718 --> 00:09:13,595
but you wouldn't let it go.
189
00:09:13,971 --> 00:09:16,723
And now you'll pay for it!
190
00:09:21,603 --> 00:09:22,771
You're hurting them!
191
00:09:23,856 --> 00:09:25,816
I'm giving them a purpose!
192
00:09:26,817 --> 00:09:28,193
Let me guess what that means.
193
00:09:28,277 --> 00:09:30,028
Electro-blast! Called it.
194
00:09:32,322 --> 00:09:33,824
Dude, chill!
195
00:09:34,116 --> 00:09:37,744
Actually, uh, de-thaw!
Ice off!
196
00:09:40,622 --> 00:09:42,749
What's the deal, Augustus?
You're so proud
197
00:09:42,833 --> 00:09:44,918
of these cells you designed,
you want to stay in one?
198
00:09:45,627 --> 00:09:47,337
Mine is the perfect plan,
199
00:09:47,421 --> 00:09:49,631
crafted through years of patience,
200
00:09:50,132 --> 00:09:52,467
designed so the so-called Avengers
201
00:09:52,551 --> 00:09:55,179
would be subject to my vengeance.
202
00:09:55,637 --> 00:09:58,265
What did the Earth's Mightiest Heroes
ever do to you?
203
00:09:58,390 --> 00:10:00,267
I know most of them. Pretty nice.
204
00:10:00,934 --> 00:10:03,979
Except Hulk when he's grumpy.
Or even when he's not.
205
00:10:03,979 --> 00:10:06,398
You never saw how they treated my father.
206
00:10:06,690 --> 00:10:08,400
He may have made a few criminal mistakes,
207
00:10:09,026 --> 00:10:11,195
but the Avengers put him away for life.
208
00:10:11,570 --> 00:10:13,071
They took him from me!
209
00:10:14,114 --> 00:10:16,366
Wait. You built a whole prison
210
00:10:16,450 --> 00:10:19,203
so you could steal powers
and work out your anger issues?
211
00:10:19,203 --> 00:10:21,496
Like that plan
wasn't gonna fall apart.
212
00:10:23,332 --> 00:10:25,918
"I'm the Regent,
and my plans are overly complicated."
213
00:10:26,835 --> 00:10:27,836
Nice!
214
00:10:28,295 --> 00:10:30,255
I love goading villains
into busting their own stuff.
215
00:10:30,631 --> 00:10:32,424
Not overly complicated.
216
00:10:32,508 --> 00:10:34,259
My plans have already succeeded.
217
00:10:34,343 --> 00:10:37,012
I punished the Avengers
that hurt my father,
218
00:10:37,012 --> 00:10:39,014
and anyone else that got in my way.
219
00:10:39,806 --> 00:10:41,266
Once I'm rid of you,
220
00:10:41,350 --> 00:10:43,644
I'll shut down the Regent program
221
00:10:43,644 --> 00:10:46,104
and make sure Shannon takes all the blame.
222
00:10:48,065 --> 00:10:51,527
You are a terrible boss!
223
00:11:05,082 --> 00:11:06,458
Everything still looks normal.
224
00:11:07,835 --> 00:11:09,962
Of course, he's still in a coma,
225
00:11:09,962 --> 00:11:11,547
so nothing's different at all.
226
00:11:17,761 --> 00:11:19,680
Hurry. Modulate the power coupling.
227
00:11:19,680 --> 00:11:21,473
Can't we just tell them you're okay?
228
00:11:21,765 --> 00:11:23,100
Time is of the essence.
229
00:11:23,100 --> 00:11:26,144
If the doctors find me awake,
there will be a barrage of tests.
230
00:11:26,228 --> 00:11:29,648
You seriously know the identity
of that guy that attacked Spidey?
231
00:11:29,940 --> 00:11:31,692
Not precisely, but it's clear
232
00:11:31,692 --> 00:11:35,112
every power he's used belongs to an inmate
currently at the Cellar.
233
00:11:35,404 --> 00:11:38,115
- How are you sure of that?
- Because I wa...
234
00:11:38,699 --> 00:11:42,661
I myself was incarcerated there
last summer.
235
00:11:42,661 --> 00:11:45,706
I am afraid there is much
you do not know about me.
236
00:11:46,582 --> 00:11:49,001
I'm aware of your history, Otto.
237
00:11:49,501 --> 00:11:52,838
But I'm also aware that
you're no longer that person.
238
00:11:53,505 --> 00:11:56,675
You have faith that I am a changed man?
239
00:11:57,134 --> 00:11:58,844
More of a hypothesis.
240
00:11:59,386 --> 00:12:01,972
Let's save Spider-Man
so you can prove me right.
241
00:12:07,269 --> 00:12:09,521
Boy, this battle's really heating up.
242
00:12:09,813 --> 00:12:11,481
Ha! I got a million of 'em.
243
00:12:15,652 --> 00:12:17,404
Where are your quips now?
244
00:12:25,787 --> 00:12:26,830
Dagger!
245
00:12:27,873 --> 00:12:30,167
Tandy, I swear I'll find
a way to get you out!
246
00:12:30,709 --> 00:12:31,710
Whoa!
247
00:12:38,634 --> 00:12:40,010
Whoa! You saved me!
248
00:12:40,010 --> 00:12:42,471
Are you sure you're really
one of the bad guys?
249
00:12:42,471 --> 00:12:46,183
I can't keep teleporting it forever.
250
00:12:47,100 --> 00:12:48,560
Too drained from the cell!
251
00:12:48,644 --> 00:12:50,395
You won't have to. Look!
252
00:12:50,479 --> 00:12:51,772
His power's draining!
253
00:12:52,606 --> 00:12:55,859
That's it. Just take a nice rest.
254
00:12:56,276 --> 00:12:57,986
Don't worry.
255
00:12:58,487 --> 00:13:00,072
Plenty more resources.
256
00:13:02,032 --> 00:13:03,951
You won't delay the inevitable.
257
00:13:04,493 --> 00:13:06,995
We don't want to be standing here
when the nega-beams start flying.
258
00:13:07,079 --> 00:13:08,080
I got you!
259
00:13:09,206 --> 00:13:11,542
Drones, find the prisoner Cloak!
260
00:13:11,542 --> 00:13:13,335
Dagger and I didn't want any of this.
261
00:13:13,836 --> 00:13:16,338
Idea. You teleport him
into the empty cell,
262
00:13:16,338 --> 00:13:18,715
I web it shut, then we go for nachos.
263
00:13:19,091 --> 00:13:20,425
I don't have enough power.
264
00:13:20,509 --> 00:13:23,428
I need to free Dagger
so she can recharge me.
265
00:13:25,222 --> 00:13:27,349
There is no escape from the Cellar.
266
00:13:27,891 --> 00:13:29,434
Drones, attack!
267
00:13:30,352 --> 00:13:33,230
Security, deactivate!
268
00:13:33,230 --> 00:13:34,898
Code AUR-21!
269
00:13:34,982 --> 00:13:36,733
Are you friends with these robots?
270
00:13:37,317 --> 00:13:38,944
Uh, not that I remember.
271
00:13:38,944 --> 00:13:41,738
It is I who command the drones,
272
00:13:41,822 --> 00:13:43,490
as if they were my minions!
273
00:13:44,157 --> 00:13:46,785
Ock? What? You're awake?
274
00:13:47,119 --> 00:13:49,663
And in my lenses? They can't do that.
275
00:13:49,663 --> 00:13:51,748
They could not until now,
276
00:13:51,832 --> 00:13:54,042
- with Anna Maria's help.
- Hi!
277
00:13:54,168 --> 00:13:57,254
And with parts cannibalized
from spare medical equipment,
278
00:13:57,254 --> 00:14:00,632
we built a device that can
transmit directly to you.
279
00:14:01,425 --> 00:14:03,343
You broke into the computer systems
280
00:14:03,427 --> 00:14:05,012
of the most secure prison in the world
281
00:14:05,012 --> 00:14:06,847
from your hospital bed?
282
00:14:07,347 --> 00:14:09,516
Ugh. Save your adulation for later.
283
00:14:09,808 --> 00:14:11,810
These drones merely buy you time.
284
00:14:11,894 --> 00:14:13,478
I am accessing the security doors
285
00:14:13,562 --> 00:14:15,314
to create the pathway for your escape.
286
00:14:15,314 --> 00:14:17,482
- No. No escape.
- What?
287
00:14:18,317 --> 00:14:19,818
Look what he's doing to these inmates.
288
00:14:19,902 --> 00:14:22,946
They're suffering.
I have to stop the Regent, not run.
289
00:14:23,947 --> 00:14:27,201
That is foolhardy, but noble.
290
00:14:27,451 --> 00:14:30,537
Story of my life.
Can you open Dagger's cell?
291
00:14:30,746 --> 00:14:33,457
Of course,
but Cloak and Dagger are criminals.
292
00:14:33,457 --> 00:14:34,708
I would not trust them.
293
00:14:34,708 --> 00:14:36,710
They might not be as evil as you thought.
294
00:14:37,377 --> 00:14:40,380
And irony alert. Ock, you are warning me
295
00:14:40,464 --> 00:14:42,674
not to trust villains. You.
296
00:14:43,050 --> 00:14:46,094
I recognize the irony you speak of.
297
00:14:46,220 --> 00:14:47,638
Opening the cell now.
298
00:14:58,774 --> 00:14:59,775
Ty!
299
00:15:01,068 --> 00:15:02,319
I need your strength.
300
00:15:08,033 --> 00:15:09,993
Trying to power up?
301
00:15:10,327 --> 00:15:12,663
You haven't seen a true power-up yet.
302
00:15:19,795 --> 00:15:20,796
No.
303
00:15:23,090 --> 00:15:25,050
He's draining them all!
304
00:15:26,009 --> 00:15:27,803
He has every superpower at once!
305
00:15:32,641 --> 00:15:34,518
He's a one-man Sinister Six... Hundred!
306
00:15:37,896 --> 00:15:39,857
Ahhh!
307
00:15:45,571 --> 00:15:47,990
Look, Regent,
you're going to destroy them!
308
00:15:47,990 --> 00:15:52,119
I do what it takes to reach my goals,
no matter the cost!
309
00:15:55,873 --> 00:15:57,791
The storage room
to the right! Now!
310
00:16:00,669 --> 00:16:03,172
We're cornered!
Why would you send us here?
311
00:16:03,172 --> 00:16:05,465
- Because this!
312
00:16:06,466 --> 00:16:08,343
I built this prison!
313
00:16:08,427 --> 00:16:10,804
You think you can hide
from me in here?
314
00:16:11,138 --> 00:16:12,890
I saw the schematics
for Regent's gear.
315
00:16:12,890 --> 00:16:14,766
It needed some kind of central processor.
316
00:16:14,850 --> 00:16:16,810
Um, yes.
317
00:16:16,894 --> 00:16:18,979
We see it! A transmitter.
318
00:16:19,229 --> 00:16:21,440
Shut it down, and you take away
the Regent's powers.
319
00:16:21,982 --> 00:16:24,109
Through here!
320
00:16:33,535 --> 00:16:36,163
The route straight ahead
leads to the transmitter.
321
00:16:36,163 --> 00:16:38,498
To the left, an emergency escape tunnel.
322
00:16:40,375 --> 00:16:41,627
The Regent's burning them out.
323
00:16:42,419 --> 00:16:44,755
They're villains,
but they're also human beings.
324
00:16:46,006 --> 00:16:47,174
That way leads to escape,
325
00:16:47,174 --> 00:16:49,927
but that way gives us
a chance to stop the Regent.
326
00:16:50,594 --> 00:16:53,180
I can't make the decision for you,
but I'm staying.
327
00:16:53,347 --> 00:16:55,641
Tiberius Stone turned us into what we are.
328
00:16:55,849 --> 00:16:57,434
Treated us like pawns.
329
00:16:57,518 --> 00:17:00,646
We're not gonna run away
while someone exploits other people.
330
00:17:00,646 --> 00:17:03,524
- We're with you, Spidey.
- Then come on!
331
00:17:10,781 --> 00:17:13,283
There! That spire
is his power transmitter.
332
00:17:13,367 --> 00:17:14,952
We need to put it out of commission.
333
00:17:40,310 --> 00:17:42,521
You can't save them,
if that's what you think.
334
00:17:43,605 --> 00:17:45,774
I won't let you!
335
00:17:46,233 --> 00:17:48,652
He's choosing to focus on Cloak!
336
00:17:48,652 --> 00:17:50,279
"Save them"?
337
00:17:50,279 --> 00:17:53,073
Maybe he doesn't mean
save the inmates he's draining.
338
00:17:53,782 --> 00:17:54,992
The Avengers!
339
00:17:57,160 --> 00:17:59,079
When I saw them,
they were floating in this dark void.
340
00:17:59,079 --> 00:18:02,416
Could've been the pocket dimension
I pass through when I teleport.
341
00:18:02,875 --> 00:18:05,252
You remember. It's where
I sent you when we first fought.
342
00:18:05,252 --> 00:18:07,963
Yeah. Right. Can you get them back?
343
00:18:11,592 --> 00:18:12,843
I don't have enough energy!
344
00:18:12,843 --> 00:18:15,929
You can do it, if I give you
every ounce of power I have.
345
00:18:16,013 --> 00:18:17,514
That could destroy you!
346
00:18:17,598 --> 00:18:20,267
To save the Avengers,
I'll take that risk.
347
00:18:20,267 --> 00:18:22,895
I'm buying you
as much time as I can!
348
00:18:22,895 --> 00:18:26,273
- No!
- Time's up!
349
00:18:28,859 --> 00:18:30,986
This ends now!
350
00:18:34,531 --> 00:18:37,701
Ha! Nega-beams
combined with energy blasts
351
00:18:37,701 --> 00:18:40,037
were enough to disintegrate them...
352
00:18:40,996 --> 00:18:43,665
You're completely alone now, Spider-Man.
353
00:18:50,255 --> 00:18:52,716
Not from where I'm standing...
354
00:18:52,716 --> 00:18:56,094
No!
355
00:18:56,178 --> 00:18:58,055
I destroyed you!
356
00:18:58,055 --> 00:19:00,307
I'd get a second opinion on that.
357
00:19:00,307 --> 00:19:01,892
Avengers assemble!
358
00:19:11,777 --> 00:19:14,655
Iron Man, take down that force field,
and we can stop this!
359
00:19:27,251 --> 00:19:28,919
No!
360
00:19:28,919 --> 00:19:31,171
My plan was perfect!
361
00:19:35,926 --> 00:19:37,970
That's for throwing Hulk!
362
00:19:38,512 --> 00:19:41,181
Yes! Team-up of the century!
363
00:19:41,265 --> 00:19:43,267
Up top. Anyone?
364
00:19:43,809 --> 00:19:45,018
Anyone?
365
00:19:47,354 --> 00:19:48,939
Thanks for saving our lives,
366
00:19:48,939 --> 00:19:51,149
even if you have been
a big jerk lately.
367
00:19:51,233 --> 00:19:54,027
About that. What if I told you
368
00:19:54,111 --> 00:19:56,196
an evil villain swapped minds with me?
369
00:19:56,864 --> 00:19:59,116
I knew it was something like that!
370
00:19:59,116 --> 00:20:00,492
My guess was aliens.
371
00:20:00,951 --> 00:20:04,037
So, we're cool? You believe me?
372
00:20:04,162 --> 00:20:06,081
Hello! I'm an Avenger.
373
00:20:06,081 --> 00:20:08,333
We see way weirder stuff than that.
374
00:20:08,625 --> 00:20:10,294
So, yeah. We're cool.
375
00:20:13,547 --> 00:20:15,549
Good work out here today, soldiers.
376
00:20:15,549 --> 00:20:17,342
Always good to meet new heroes.
377
00:20:17,968 --> 00:20:19,761
"Heroes"?
378
00:20:21,388 --> 00:20:24,016
Shannon Stillwell
is no longer under suspicion,
379
00:20:24,016 --> 00:20:26,768
but her former employer, Augustus Roman,
380
00:20:26,852 --> 00:20:29,980
is headed for a long stay
in a prison that he designed.
381
00:20:29,980 --> 00:20:33,108
That's justice for ya.
382
00:20:33,859 --> 00:20:35,152
Oh.
383
00:20:35,152 --> 00:20:37,613
Hey, he's... He's suddenly awake.
384
00:20:37,613 --> 00:20:39,156
I'll get the doctors!
385
00:20:40,532 --> 00:20:43,285
Peter! Good to see you in one piece.
386
00:20:44,620 --> 00:20:46,580
I know this is strange,
but I wanted to say...
387
00:20:47,915 --> 00:20:51,668
Ock, despite everything you did to me,
388
00:20:51,752 --> 00:20:55,172
if it weren't for your help, I wouldn't
have gotten out of there alive.
389
00:20:55,964 --> 00:20:57,716
Maybe no one would have.
390
00:20:57,716 --> 00:20:59,510
Hmm.
391
00:20:59,510 --> 00:21:01,178
Gratitude is unnecessary.
392
00:21:01,178 --> 00:21:04,932
You saved my life when you brought
my consciousness back here,
393
00:21:04,932 --> 00:21:08,352
so I...
Merely repaid my debt.
394
00:21:09,561 --> 00:21:13,273
I think the words you're looking for are,
"You're welcome, Peter."
395
00:21:15,776 --> 00:21:18,487
You are welcome, Peter.
396
00:21:26,328 --> 00:21:27,913
Welcome back, Ock.
30016
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