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1
00:00:02,501 --> 00:00:06,738
Aah! Yes.
No, Fury... eyepatch... what?
2
00:00:06,772 --> 00:00:09,741
Monday. School. Joy.
3
00:00:11,844 --> 00:00:16,081
Behold the glamorous morning
routine of your favorite superhero.
4
00:00:16,115 --> 00:00:19,851
Who was up till 1:00 A.M.
saving the "city that never sleeps."
5
00:00:19,885 --> 00:00:23,888
FYI, I noticed a lot of
sleeping while I was fighting.
6
00:00:23,923 --> 00:00:26,100
[spits]
Aah!
7
00:00:27,211 --> 00:00:29,127
Huh? What? Ah?
8
00:00:29,161 --> 00:00:30,995
[knocking at door]
9
00:00:31,030 --> 00:00:33,832
[Aunt May] Peter?
Rise and shine, hon!
10
00:00:33,866 --> 00:00:36,067
No, no, no, no, no! Uh,
school's closed, Aunt May.
11
00:00:36,102 --> 00:00:37,902
They're spraying for bugs!
12
00:00:37,937 --> 00:00:40,872
Don't! I...
this isn't what it looks like...
13
00:00:40,906 --> 00:00:42,874
sweet Christmas, what is that?
14
00:00:42,908 --> 00:00:46,878
This old thing?
Why... you gave it to me for my birthday.
15
00:00:46,912 --> 00:00:49,948
Are you seein' this?
'Cause I'm seein' this and...
16
00:00:49,982 --> 00:00:51,749
Stop that!
17
00:00:51,784 --> 00:00:54,085
You look flush.
Do you have a fever?
18
00:00:54,120 --> 00:00:55,753
Unh...
19
00:00:55,788 --> 00:00:57,856
- Let me kiss your temple...
- Unh... eh!
20
00:00:57,890 --> 00:01:00,959
That is the exact opposite of
what I want to do right now.
21
00:01:00,993 --> 00:01:02,160
[Danny] Aah!
22
00:01:02,194 --> 00:01:04,095
Danny?
23
00:01:04,130 --> 00:01:08,066
- Ah!
- Ohh!
24
00:01:08,100 --> 00:01:10,068
Aah! Man!
25
00:01:10,102 --> 00:01:11,936
I just had the weirdest dream.
26
00:01:11,971 --> 00:01:15,707
Your Aunt looked like a spider?
You had extra arms?
27
00:01:15,741 --> 00:01:18,042
That's creepy. How'd you know?
28
00:01:18,077 --> 00:01:20,778
I was there, man, dreamwalking.
29
00:01:20,813 --> 00:01:23,882
But it wasn't natural. Took
nearly all of my Chi energy
30
00:01:23,916 --> 00:01:26,784
to wake us up before
we wound up like them.
31
00:01:26,819 --> 00:01:28,153
Why?
They're just asleep.
32
00:01:28,187 --> 00:01:31,890
All of 'em...
at the same time.
33
00:01:33,025 --> 00:01:34,159
Oh.
34
00:01:34,193 --> 00:01:36,194
[snoring]
35
00:01:36,228 --> 00:01:38,096
Uhh.
36
00:01:39,198 --> 00:01:41,032
You're gonna say something all
37
00:01:41,033 --> 00:01:42,867
weird and foreboding now, aren't you?
38
00:01:42,902 --> 00:01:45,069
Dreams are the window to the soul.
39
00:01:45,104 --> 00:01:47,205
Someone has slammed them all shut.
40
00:01:47,239 --> 00:01:49,874
I knew it. Ugh!
41
00:02:05,609 --> 00:02:08,578
The whole city is asleep.
How is that possible?
42
00:02:08,612 --> 00:02:11,480
Knock-out gas?
Nighty-night tea in the water supply?
43
00:02:11,515 --> 00:02:14,617
Sleepy-time-ray?
Bike's sensors are picking up nada.
44
00:02:14,651 --> 00:02:16,719
Expand your mind, Spider-Man.
45
00:02:16,753 --> 00:02:18,788
This is not the work of science.
46
00:02:20,824 --> 00:02:24,393
So SHIELD's gone
nighty-night, too. Great.
47
00:02:24,428 --> 00:02:25,728
This is the supernatural.
48
00:02:25,762 --> 00:02:30,633
I have some training in mystic
combat, and this has all the signs.
49
00:02:30,667 --> 00:02:34,604
[Jameson] Web-headed
menace... spider-buffoon...
50
00:02:34,638 --> 00:02:36,739
Man, that dude has issues.
51
00:02:36,773 --> 00:02:39,709
I'm sorry. You were saying
something ridiculous about magic?
52
00:02:39,743 --> 00:02:43,746
Magic is woven through the fabric
of the universe, Spider-Man.
53
00:02:43,780 --> 00:02:48,751
- Chi, celestial energy, life itself.
- "It penetrates and binds us?"
54
00:02:48,785 --> 00:02:50,419
Yes!
55
00:02:50,454 --> 00:02:53,623
I was quoting, Danny.
You have to get out more.
56
00:02:53,657 --> 00:02:55,758
Look, I like magic as
much as the next guy,
57
00:02:55,792 --> 00:02:57,727
especially when
Uncle Ben used to do it.
58
00:02:57,761 --> 00:03:03,566
- And, voil�! Magic!
- Cool! Make more!
59
00:03:03,600 --> 00:03:05,534
Sneeze. Go on.
60
00:03:05,569 --> 00:03:07,637
Ah-choo?
61
00:03:11,642 --> 00:03:13,609
Oh, there's something in your ear.
62
00:03:13,644 --> 00:03:16,712
Oh, come on, Uncle Ben.
I'm too old... what is that?
63
00:03:16,747 --> 00:03:19,815
Uh, the key to the
lock for your new bike.
64
00:03:19,850 --> 00:03:23,386
New bike? Really?
65
00:03:23,420 --> 00:03:25,588
Oh, thanks, Uncle Ben!
66
00:03:25,622 --> 00:03:28,524
Hey, Pete, I know.
You're gettin' older.
67
00:03:28,558 --> 00:03:33,429
But never stop believing, OK?
Life is full of magic.
68
00:03:33,463 --> 00:03:35,865
You close your eyes and
you're gonna miss it.
69
00:03:35,899 --> 00:03:37,867
That's kid stuff!
70
00:03:37,901 --> 00:03:41,537
Anything that looks like magic is
just science we don't understand yet.
71
00:03:41,571 --> 00:03:43,739
Tell that to the Sorcerer Supreme.
72
00:03:43,774 --> 00:03:46,609
Heh. I had a triple
cheeseburger supreme once.
73
00:03:46,643 --> 00:03:48,477
Is he anything like that?
74
00:03:51,648 --> 00:03:53,883
The "greatest wizard of all time"
lives here?
75
00:03:53,917 --> 00:03:56,686
Did he cast
a "don't pay the rent" spell?
76
00:03:56,720 --> 00:03:58,654
He's the only one who can help us.
77
00:03:58,689 --> 00:04:01,557
And don't call him a
wizard. He's a Doctor.
78
00:04:01,591 --> 00:04:04,727
Whatever.
Paging Dr. Coo-coo...
79
00:04:04,728 --> 00:04:07,563
Ow! Whoa!
Gah!
80
00:04:07,597 --> 00:04:09,832
Who put that gargoyle there?
81
00:04:09,866 --> 00:04:12,568
Who put that spooky house there?
82
00:04:14,771 --> 00:04:15,805
Hmm.
83
00:04:15,839 --> 00:04:17,707
Cloaking device. Big whoop.
84
00:04:17,741 --> 00:04:21,644
I have a magic timepiece
with a one-eyed troll inside.
85
00:04:21,678 --> 00:04:22,812
Ta-da!
86
00:04:22,846 --> 00:04:24,847
[snores]
87
00:04:28,885 --> 00:04:31,854
The path to enlightenment awaits.
88
00:04:31,888 --> 00:04:35,825
Your friend went full on "sorcerer chic"
when he decorated the joint.
89
00:04:35,859 --> 00:04:38,794
That takes guts. But I'm sorry, Danny.
90
00:04:38,829 --> 00:04:41,864
Putting a junky old box on
a pedestal doesn't make it magic.
91
00:04:41,898 --> 00:04:43,566
Ahh!
92
00:04:45,569 --> 00:04:49,605
Get back, get back.
Get in there! [grunts]
93
00:04:49,639 --> 00:04:51,607
Oh!
94
00:04:54,678 --> 00:04:58,681
Do not touch anything else.
One crisis is enough.
95
00:04:58,715 --> 00:05:01,717
Nice. Scare the new guy.
Funny. [laughs]
96
00:05:01,752 --> 00:05:05,121
Aah! Whoa!
Aah!
97
00:05:05,822 --> 00:05:08,657
Dr. Strange, I presume.
98
00:05:08,692 --> 00:05:12,495
You can address me as Sorcerer Supreme.
99
00:05:12,529 --> 00:05:14,797
Yes, Spider-Man. Iron Fist.
100
00:05:14,831 --> 00:05:16,699
I'm impressed you're both conscious.
101
00:05:16,733 --> 00:05:20,569
Namaste, Doctor.
It was your training that saved me.
102
00:05:20,604 --> 00:05:24,707
I found Spider-Man just before he
fell too deeply under the spell.
103
00:05:26,410 --> 00:05:30,813
That's different. He's uniquely
connected to this reality
104
00:05:30,847 --> 00:05:32,848
by energies that would act as a beacon
105
00:05:32,883 --> 00:05:35,451
for someone with your
sensitivity, Danny.
106
00:05:35,485 --> 00:05:36,719
You're lucky to have this...
107
00:05:36,753 --> 00:05:39,422
"Spider-Sense", I believe you call it?
108
00:05:39,456 --> 00:05:40,689
Was that like, mind-reading?
109
00:05:40,724 --> 00:05:42,525
Guess what number I'm thinking of...
110
00:05:42,559 --> 00:05:46,529
You aren't thinking of a number.
You're thinking of flapjacks.
111
00:05:49,499 --> 00:05:50,733
This way, gentlemen.
We have little time.
112
00:05:50,767 --> 00:05:53,636
- Wha... huh?
- There are greater things in Heaven
113
00:05:53,670 --> 00:05:56,439
and Earth than are dreamt
of in your philosophy.
114
00:06:01,678 --> 00:06:03,412
Whoa!
115
00:06:03,447 --> 00:06:05,614
This is the demon called Nightmare,
116
00:06:05,649 --> 00:06:07,716
the self-proclaimed "King of Dreams."
117
00:06:07,751 --> 00:06:10,386
He's tried to escape the
dream dimension for eons,
118
00:06:10,420 --> 00:06:12,354
and finally found a way through...
119
00:06:12,389 --> 00:06:16,425
Dreams aren't another dimension.
They're just in your head.
120
00:06:16,460 --> 00:06:18,761
To our limited human
perception, it seems so.
121
00:06:18,795 --> 00:06:22,665
But I assure you, the
dimension of dreams is real.
122
00:06:24,434 --> 00:06:26,368
[Dr. Strange] Nightmare
found a way here to Earth
123
00:06:26,403 --> 00:06:28,537
and unleashed a powerful incantation
124
00:06:28,572 --> 00:06:31,674
that put everyone into an endless sleep.
125
00:06:32,708 --> 00:06:35,344
Those poor souls will suffer
their worst nightmares...
126
00:06:35,378 --> 00:06:36,712
[roars]
127
00:06:38,381 --> 00:06:40,749
...feeding him for eternity.
128
00:06:42,752 --> 00:06:46,355
For real?
'Cause I have to tell you, Doc,
129
00:06:46,389 --> 00:06:50,426
my "non-sense" is tingling.
I don't do "magic."
130
00:06:50,460 --> 00:06:52,728
Honestly, Danny? This
was the best you could do?
131
00:06:52,762 --> 00:06:55,364
A dull blade can make
an excellent hammer.
132
00:06:55,398 --> 00:06:58,701
I heard "excellent" and "dull"...
Am I offended or not?
133
00:06:58,735 --> 00:07:01,804
Destiny has chosen you to be
here for a reason, Spider-Man.
134
00:07:01,838 --> 00:07:05,341
If you hope to fulfill your
purpose and save mankind,
135
00:07:05,375 --> 00:07:07,610
you will have to do the impossible.
136
00:07:07,644 --> 00:07:10,613
Close your mouth
and open your mind.
137
00:07:17,821 --> 00:07:22,725
Eye of Agomotto,
pierce the veil with your eternal sight!
138
00:07:35,639 --> 00:07:38,641
My mind... totally blown.
139
00:07:38,675 --> 00:07:40,709
Prepare, yourselves.
140
00:07:40,744 --> 00:07:43,779
We're going to enter the realm of dreams
141
00:07:43,813 --> 00:07:48,350
and stop Nightmare, or
else humanity falls...
142
00:07:48,385 --> 00:07:50,819
[echoing]
143
00:07:52,455 --> 00:07:54,073
Whoa!
144
00:07:54,074 --> 00:07:55,691
Huh?
145
00:07:55,725 --> 00:07:58,427
How did he... huh?
146
00:07:59,429 --> 00:08:02,565
Be careful.
We're in his world now.
147
00:08:02,599 --> 00:08:04,633
And, Spider-Man, stay on the path...
148
00:08:04,668 --> 00:08:08,370
Um, the door's on the
path, right? White Tiger?
149
00:08:08,405 --> 00:08:10,573
It's the final. Didn't you study?
150
00:08:10,607 --> 00:08:13,442
Final? I didn't come
to class all semester.
151
00:08:13,476 --> 00:08:14,677
I haven't studied at all!
152
00:08:14,711 --> 00:08:17,580
- Well then you fail!
- No!
153
00:08:17,614 --> 00:08:22,484
Ava, it's just a dream!
Wake up!
154
00:08:22,519 --> 00:08:24,687
That is her
dream-self, Spider-Man.
155
00:08:24,721 --> 00:08:28,557
While under Nightmare's control, she
cannot hear you, nor can the others.
156
00:08:28,592 --> 00:08:32,528
[grunting] I won't let
you down. I can do it!
157
00:08:32,562 --> 00:08:35,731
Power Man? This is some
messed-up stuff right here.
158
00:08:35,765 --> 00:08:38,145
[screams]
159
00:08:38,146 --> 00:08:39,335
The eyes!
160
00:08:39,369 --> 00:08:43,572
Those horrible pink eyes!
And those floppy ears!
161
00:08:43,607 --> 00:08:48,677
[screaming]
162
00:08:48,712 --> 00:08:50,779
Who knows what lurks in the dark?
163
00:08:50,814 --> 00:08:52,781
I know it ain't bunnies!
164
00:08:52,816 --> 00:08:54,717
We mustn't linger.
You can't help him.
165
00:08:54,751 --> 00:08:56,619
Yeah. Do cameras work here?
166
00:08:56,653 --> 00:08:58,654
OK, you guys win.
167
00:08:58,688 --> 00:09:01,790
I will temporarily press
pause on my magic-bashing,
168
00:09:01,825 --> 00:09:06,662
because there's no logical
explanation for this much crazy... yet.
169
00:09:06,696 --> 00:09:09,264
[Nightmare laughs]
170
00:09:09,299 --> 00:09:12,267
Too late for that, little spider.
171
00:09:12,302 --> 00:09:16,338
I caught you and the good
Doctor sleeping on the job.
172
00:09:17,374 --> 00:09:22,578
And now the world belongs to nightmare!
173
00:09:22,612 --> 00:09:24,480
[neighs]
174
00:09:24,514 --> 00:09:28,384
If I am dreaming, this would
be an awesome time to wake up.
175
00:09:28,418 --> 00:09:29,618
Ow!
176
00:09:29,653 --> 00:09:31,553
Not dreaming!
177
00:09:35,621 --> 00:09:37,756
This farce is over, Nightmare!
178
00:09:37,790 --> 00:09:41,993
Feel the sting of the
Crimson Chains of Cyttorrak!
179
00:09:43,062 --> 00:09:44,963
[laughing]
180
00:09:47,100 --> 00:09:51,703
Oh, you're playing the
same old game, Doctor.
181
00:09:51,737 --> 00:09:55,073
As you can see, I've changed the rules.
182
00:09:55,108 --> 00:09:57,642
Dreamons!
183
00:09:57,677 --> 00:10:00,812
[laughs]
184
00:10:05,818 --> 00:10:09,054
Dreamons? I'm getting you
a Thesaurus for dream Christmas.
185
00:10:09,088 --> 00:10:11,756
And tanning spray.
186
00:10:15,862 --> 00:10:18,663
Hey! I call no bending
the rules of physics!
187
00:10:18,698 --> 00:10:21,099
The only rule here is... survive.
188
00:10:21,134 --> 00:10:22,901
Isn't it just a dream?
189
00:10:22,935 --> 00:10:25,937
We three are living beings
walking the land of dreams.
190
00:10:25,972 --> 00:10:28,106
If we lose here, we'll be lost forever.
191
00:10:28,141 --> 00:10:29,941
Got it! No losing.
192
00:10:29,976 --> 00:10:33,011
Shroud-Blade of Sha'roth!
193
00:10:33,045 --> 00:10:36,882
Oh, Doctor... I'm
practically drowning in power!
194
00:10:36,916 --> 00:10:39,050
Drinking in the suffering of millions.
195
00:10:39,085 --> 00:10:42,954
And you're trying the same tired tricks?
196
00:10:47,760 --> 00:10:51,796
I confine you with
the Mists of Munnopor!
197
00:10:55,835 --> 00:11:00,105
Didn't anyone tell you
smoking is bad for you?
198
00:11:02,175 --> 00:11:04,776
[inhales]
199
00:11:04,810 --> 00:11:07,612
[all coughing]
200
00:11:07,647 --> 00:11:09,848
Dude, you're creepy as all heck.
201
00:11:09,882 --> 00:11:12,684
But funny?
Not your gig. Seriously.
202
00:11:13,786 --> 00:11:19,858
How desperate you must be,
allying yourself with children,
203
00:11:19,892 --> 00:11:22,093
Sorcerer Supreme.
204
00:11:22,128 --> 00:11:25,630
[laughing]
205
00:11:25,665 --> 00:11:29,801
Cede your defeat!
This is the eternal night!
206
00:11:29,835 --> 00:11:33,805
My world, my rules!
207
00:11:33,839 --> 00:11:35,674
Shield of the Seraphim!
208
00:11:39,745 --> 00:11:42,747
How about you whip up the
"Laser Cannon of Luxembourg"
209
00:11:42,782 --> 00:11:44,649
or whatever and blast
that pasty-faced goon?
210
00:11:44,684 --> 00:11:47,686
With so many minds to feed
upon, he's too powerful.
211
00:11:47,720 --> 00:11:50,655
Brute force alone will not win the day!
212
00:11:50,690 --> 00:11:52,057
What other kind of force is there?
213
00:11:52,091 --> 00:11:53,792
We must find a way to weaken him.
214
00:11:53,826 --> 00:11:57,128
Nightmare will do his best to separate
us and attack through our fears.
215
00:11:57,163 --> 00:12:00,031
You must keep your wits
about you or we are done.
216
00:12:00,066 --> 00:12:01,733
What about your fears?
217
00:12:01,767 --> 00:12:04,836
I am Sorcerer Supreme.
Every soul on this planet
218
00:12:04,870 --> 00:12:08,607
in this dimension is
under my protection.
219
00:12:08,641 --> 00:12:10,942
I cannot allow myself
the luxury of fear.
220
00:12:10,977 --> 00:12:12,811
Wow, you're good.
221
00:12:17,817 --> 00:12:21,653
Danny?
Danny, where'd you go?
222
00:12:21,687 --> 00:12:23,054
[grunts]
223
00:12:24,957 --> 00:12:26,758
Daggers of Daveroth!
224
00:12:31,063 --> 00:12:34,666
My power is waning.
We must stay together.
225
00:12:34,700 --> 00:12:37,936
Ah...
Well that's great.
226
00:12:41,107 --> 00:12:46,111
Hey-yo, Iron Fist!
Dr. Tour Guide said not to wander off.
227
00:12:46,145 --> 00:12:49,681
- Danny?
- This is K'un Lun.
228
00:12:49,715 --> 00:12:52,851
This is where I became
Iron Fist, my home.
229
00:12:52,885 --> 00:12:55,920
I bet it's fantastic in real life!
230
00:12:55,955 --> 00:12:59,124
This is Nightmare's
playground, remember?
231
00:12:59,158 --> 00:13:01,926
And that's a wrap for Iron Fist's mind.
232
00:13:01,961 --> 00:13:03,795
How about a round of applause, everyone?
233
00:13:03,829 --> 00:13:05,830
[rumbling]
234
00:13:05,865 --> 00:13:09,634
This is not your home!
235
00:13:13,773 --> 00:13:15,740
Shou Lao!
236
00:13:15,775 --> 00:13:17,909
Shou no!
It's just Nightmare!
237
00:13:17,943 --> 00:13:19,944
[laughs]
238
00:13:19,979 --> 00:13:22,647
I have nothing to
fear here, Spider-Man.
239
00:13:22,682 --> 00:13:26,918
I faced the great Shou Lao
before and beat him to gain this.
240
00:13:32,825 --> 00:13:38,630
You have squandered your gifts
running with nonbelievers and fools!
241
00:13:38,664 --> 00:13:40,965
Fools? Well, Nova maybe.
242
00:13:41,000 --> 00:13:43,668
Iron Fist, snap out of it!
243
00:13:43,703 --> 00:13:45,837
Whoa! [grunting]
244
00:13:45,871 --> 00:13:50,875
Huh? What?
Hey!
245
00:13:50,910 --> 00:13:54,045
[Shou Lao] You are weak, undeserving.
246
00:13:54,080 --> 00:13:58,717
You are not worthy!
247
00:13:58,751 --> 00:14:00,685
You're not buying this, are you?
248
00:14:00,720 --> 00:14:03,822
You're like the most
deserving, honorable guy I know!
249
00:14:03,856 --> 00:14:05,990
I... I earned the iron fist, but...
250
00:14:06,025 --> 00:14:09,661
there's a part of me that's always
been afraid it was a mistake.
251
00:14:09,695 --> 00:14:11,563
That the power wasn't meant for me.
252
00:14:11,597 --> 00:14:14,766
No way, Danny.
You are Iron Fist!
253
00:14:14,800 --> 00:14:17,669
Not today!
254
00:14:20,072 --> 00:14:22,741
No! Whoa!
255
00:14:22,775 --> 00:14:24,976
Unh...
256
00:14:25,010 --> 00:14:27,612
I think I hate dream world logic.
257
00:14:31,784 --> 00:14:33,818
Bismuth, Blade of Barragoth!
258
00:14:35,955 --> 00:14:41,860
How long have I waited
to watch you crawl at my feet?
259
00:14:41,894 --> 00:14:46,698
Truly, this is a dream come true.
260
00:14:47,666 --> 00:14:49,768
Unh!
261
00:14:52,037 --> 00:14:54,005
If we don't get turned
into dream-nuggets
262
00:14:54,039 --> 00:14:56,674
for chalky the clown here,
teach me how to do that?
263
00:14:56,709 --> 00:14:59,811
You caught me unawares,
Nightmare, but I am no child.
264
00:14:59,845 --> 00:15:02,046
I am the master of the mystic arts!
265
00:15:02,081 --> 00:15:03,815
Yeah! Bring it!
266
00:15:03,849 --> 00:15:06,885
Indeed. "Bring it."
267
00:15:09,588 --> 00:15:12,690
Is Nightmare like,
really allergic to pollen?
268
00:15:12,725 --> 00:15:14,592
Otherwise, I don't get the plan.
269
00:15:14,627 --> 00:15:19,864
There is no plan,
because there is no magic!
270
00:15:19,899 --> 00:15:22,934
Isn't that right, Spider-Man?
271
00:15:22,968 --> 00:15:26,604
I didn't say that... exactly.
272
00:15:26,639 --> 00:15:28,940
[laughs]
273
00:15:31,744 --> 00:15:34,646
You can stop playin'
with your food, Doc!
274
00:15:34,680 --> 00:15:36,848
Just hit him with the
whamma-jamma and let's go!
275
00:15:36,882 --> 00:15:38,783
Ahh!
276
00:15:40,853 --> 00:15:44,589
He's... so strong, I...
277
00:15:44,623 --> 00:15:46,724
by the power of Pinochle, I...
278
00:15:46,759 --> 00:15:50,628
I got nothin'.
Doc?
279
00:15:50,663 --> 00:15:53,097
I... I am powerless?
[sighs]
280
00:15:56,669 --> 00:15:57,802
[grunts]
281
00:16:01,874 --> 00:16:04,075
Doc, he's playing your fears.
282
00:16:04,109 --> 00:16:06,611
Just like he did Iron Fist!
283
00:16:06,645 --> 00:16:09,948
Aah! It's not real!
284
00:16:09,982 --> 00:16:12,650
Destiny chose you to
be here for a reason.
285
00:16:12,685 --> 00:16:15,887
Of us all you must believe.
286
00:16:15,921 --> 00:16:19,891
This nightmare isn't
for you, boy! [growls]
287
00:16:19,925 --> 00:16:22,560
Kids, if you don't want
to see your absolute
288
00:16:22,595 --> 00:16:25,930
favorite super-dude of all
time get pawned, look away.
289
00:16:25,965 --> 00:16:27,632
[yells, grunts]
290
00:16:31,070 --> 00:16:32,704
Huh?
291
00:16:32,738 --> 00:16:36,040
I must admit, you surprise me, insect.
292
00:16:36,075 --> 00:16:40,678
Strange and Iron Fist are true
believers steeped in magic.
293
00:16:40,713 --> 00:16:44,916
Yet here you are, last bug crawling.
294
00:16:44,950 --> 00:16:48,686
I stopped believing in the
boogeyman years ago, Nightmare.
295
00:16:48,721 --> 00:16:50,021
Take your best shot.
296
00:16:50,055 --> 00:16:53,892
"Shot"...
perfect choice of word.
297
00:16:53,926 --> 00:16:57,095
Reminds me of someone you once knew.
298
00:16:58,731 --> 00:17:04,869
A man who believed in you
and was punished for that very faith!
299
00:17:04,904 --> 00:17:08,706
Your greatest failure.
300
00:17:10,776 --> 00:17:15,647
Welcome to your nightmare, Spider-Man!
301
00:17:15,681 --> 00:17:17,916
No! Not Uncle Ben.
302
00:17:22,753 --> 00:17:26,916
Nightmare: Your greatest fear,
your greatest failure
303
00:17:26,917 --> 00:17:30,153
back to haunt you forever.
304
00:17:30,187 --> 00:17:33,056
[laughs]
305
00:17:35,059 --> 00:17:38,228
- Uncle Ben?
- How's it goin', Pete?
306
00:17:41,265 --> 00:17:44,300
- Still day dreamin', aren't ya?
- You got half that right Uncle Ben.
307
00:17:44,335 --> 00:17:47,237
Man, it's great to see you.
308
00:17:48,939 --> 00:17:53,276
"Great to see you?"
This is your ultimate failure!
309
00:17:53,310 --> 00:17:55,879
Your greatest fear...
310
00:17:55,913 --> 00:17:58,314
Yeah, you said that.
Who's the Gloomy Gus?
311
00:17:58,349 --> 00:18:01,184
Mr. Pasty?
He's just pathetic.
312
00:18:01,218 --> 00:18:03,286
Nightmare, you don't know my Uncle Ben,
313
00:18:03,320 --> 00:18:05,355
and you sure as heck don't know me.
314
00:18:07,058 --> 00:18:11,061
You think this is some buried secret?
Even though I couldn't save him,
315
00:18:11,095 --> 00:18:13,129
I live with what happened
to Uncle Ben every day...
316
00:18:13,164 --> 00:18:15,231
- but not in the way you think.
- Huh?
317
00:18:15,266 --> 00:18:17,601
I took responsibility for this tragedy
318
00:18:17,602 --> 00:18:19,936
and turned it into something special,
319
00:18:19,970 --> 00:18:22,105
helping people every day
as Spider-Man.
320
00:18:22,139 --> 00:18:24,107
Guess who taught me that magic trick?
321
00:18:27,044 --> 00:18:28,244
[Nightmare yells]
322
00:18:33,150 --> 00:18:36,252
Thanks, Uncle Ben.
I miss you.
323
00:18:36,287 --> 00:18:38,121
Go get 'em, Pete.
324
00:18:39,290 --> 00:18:41,925
This is my special dream room, right?
325
00:18:41,959 --> 00:18:43,193
Let's see what I really dream about.
326
00:18:43,227 --> 00:18:45,228
[screams]
327
00:18:45,262 --> 00:18:49,232
I had a nightmare.
You and Aunt May were...
328
00:18:49,266 --> 00:18:51,067
It's OK. It's OK.
329
00:18:51,102 --> 00:18:54,904
We all have nightmares.
They're not real.
330
00:18:54,939 --> 00:18:59,943
What's real are the dreams we make,
how we live our lives every day.
331
00:19:01,212 --> 00:19:03,012
That's your greatest fear, isn't it?
332
00:19:03,047 --> 00:19:07,117
Sorcery may be real, but nightmares?
333
00:19:07,151 --> 00:19:09,219
Once you face them,
there's nothing to be afraid of.
334
00:19:10,253 --> 00:19:12,856
[screams]
335
00:19:14,024 --> 00:19:16,926
The boy's actually doing it.
336
00:19:18,262 --> 00:19:21,097
Be gone, Dreamons!
337
00:19:21,132 --> 00:19:22,966
Welcome back, Doc.
338
00:19:23,000 --> 00:19:26,202
If you'll do the honors, Spider-Man...
339
00:19:26,237 --> 00:19:30,006
[microphone feedback] It's open mic
night here at the nightmare lounge.
340
00:19:30,040 --> 00:19:32,842
And I'd like to kick things
off with a little number I call
341
00:19:32,877 --> 00:19:37,013
"There's nothing to be afraid of!
It's just a nightmare!" [echoing]
342
00:19:40,151 --> 00:19:42,919
[yawns]
343
00:19:42,953 --> 00:19:45,188
Spider-Man stinks!
344
00:19:45,222 --> 00:19:48,024
[echoing]
It's just a nightmare...
345
00:19:51,328 --> 00:19:56,132
I earned the Iron Fist.
I use it to the best of my ability.
346
00:19:56,167 --> 00:19:58,968
I honor that power through my actions,
347
00:19:59,003 --> 00:20:02,105
and no one can take that
from me, not even you!
348
00:20:03,307 --> 00:20:05,241
Hi-ya!
349
00:20:11,949 --> 00:20:14,083
No. No. No!
350
00:20:14,118 --> 00:20:15,885
Nice entrance.
351
00:20:15,920 --> 00:20:18,221
I try. Thank you for believing in me
352
00:20:18,255 --> 00:20:20,256
and waking me up to the truth.
353
00:20:20,291 --> 00:20:25,261
No, I had them...
I had them all!
354
00:20:27,998 --> 00:20:29,899
Aah!
355
00:20:29,934 --> 00:20:32,068
Pleasant dreams.
356
00:20:32,102 --> 00:20:35,305
Aah! No!
357
00:20:35,339 --> 00:20:37,340
[burps]
358
00:20:39,210 --> 00:20:41,978
You don't mess around, Sorcerer Supreme.
359
00:20:42,012 --> 00:20:43,313
Is Nightmare gone for good?
360
00:20:43,347 --> 00:20:50,101
No. There will always be nightmares.
It's part of who we are.
361
00:20:51,400 --> 00:20:55,959
But when we face them, we can
overcome, and be stronger for it.
362
00:20:55,993 --> 00:20:58,161
You reminded us of that Spider-Man.
363
00:20:58,195 --> 00:20:59,896
Thank you.
364
00:20:59,930 --> 00:21:01,297
Speaking of nightmares...
365
00:21:01,332 --> 00:21:03,266
ever have the one where you
had to get back to school
366
00:21:03,300 --> 00:21:05,068
before anyone knew you were missing?
367
00:21:05,102 --> 00:21:07,070
Oh, boy.
368
00:21:07,104 --> 00:21:08,238
[school bell rings]
369
00:21:08,272 --> 00:21:10,206
[Luke] OK.
So we all had weird dreams,
370
00:21:10,241 --> 00:21:13,209
but no one remembers
falling asleep or waking up?
371
00:21:13,244 --> 00:21:14,911
Something's goin' on.
372
00:21:14,945 --> 00:21:16,913
I don't know what you
guys are worried about.
373
00:21:16,947 --> 00:21:18,147
We took a little nap.
374
00:21:18,182 --> 00:21:20,016
[yawn]
375
00:21:20,050 --> 00:21:21,251
I feel great.
376
00:21:21,285 --> 00:21:24,921
Ho ho!
Look at this!
377
00:21:24,955 --> 00:21:27,156
[snoring]
378
00:21:27,191 --> 00:21:29,959
Hey, how do you spell doofus backwards?
379
00:21:31,061 --> 00:21:34,797
[screaming]
380
00:21:35,132 --> 00:21:37,166
Sweet dreams.
28173
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