1
00:00:02,234 --> 00:00:04,001
[SIRENS BLARING]

2
00:00:05,605 --> 00:00:08,072
OCTAVIUS:
It's not that kind of suit,
Mr. O'Hirn.

3
00:00:08,074 --> 00:00:10,174
You will never
be able to remove it.

4
00:00:10,176 --> 00:00:12,043
But it's tough, right, doc?

5
00:00:12,045 --> 00:00:13,077
Indeed.

6
00:00:13,079 --> 00:00:16,114
But your skin
will fuse to the armor.

7
00:00:16,116 --> 00:00:18,683
A thick, titanium resin armor.

8
00:00:18,685 --> 00:00:20,051
A permanent change.

9
00:00:20,053 --> 00:00:25,457
Is it me, or is your boy trying
to talk my boy outta this?

10
00:00:25,459 --> 00:00:26,391
Look, O'Hirn.

11
00:00:26,393 --> 00:00:27,692
You'll be tough.

12
00:00:27,694 --> 00:00:30,362
Tough enough to bring down
you-know-who.

13
00:00:30,364 --> 00:00:32,196
Then what's the holdup?

14
00:00:41,274 --> 00:00:43,207
[SCREAMING]

15
00:00:44,410 --> 00:00:45,810
NORMAN:
Let it finish, Otto.

16
00:00:45,812 --> 00:00:47,478
You owe me a success.

17
00:00:47,480 --> 00:00:49,514
No more flukes like the Sandman.

18
00:00:49,516 --> 00:00:52,817
I need supermercenaries
I can mass-produce...

19
00:00:52,819 --> 00:00:54,986
no matter how many thugs
we have to go through.

20
00:00:54,988 --> 00:00:57,856
Or how many doctors.

21
00:00:57,858 --> 00:00:59,590
[SCREAMING]

22
00:01:02,528 --> 00:01:04,429
What's with the jungle look?

23
00:01:04,431 --> 00:01:08,333
Uh, the animal kingdom
offers many useful ideas.

24
00:01:08,335 --> 00:01:12,236
That armor is a part of him now,
a thick, impenetrable hide.

25
00:01:12,238 --> 00:01:16,274
The extras up top there
provide offensive capabilities,

26
00:01:16,276 --> 00:01:19,243
making him unstoppable.

27
00:01:19,245 --> 00:01:23,949
The good doctor has his quirks,
but this approaches competence.

28
00:01:23,951 --> 00:01:26,150
Your Mr. Lincoln
will be pleased.

29
00:01:26,152 --> 00:01:28,953
Ixnay, we don't
ever use the L-word.

30
00:01:28,955 --> 00:01:30,054
Call him the Big Man.

31
00:01:30,056 --> 00:01:31,256
O'HIRN:
What's goin' on?

32
00:01:31,258 --> 00:01:33,692
HAMMERHEAD:
Mind your own business, O'Hirn.

33
00:01:33,694 --> 00:01:34,726
Right.

34
00:01:34,728 --> 00:01:35,960
My business.

35
00:01:35,962 --> 00:01:38,296
Better get to it, then.

36
00:01:38,298 --> 00:01:39,998
[♪♪♪]

37
00:01:43,368 --> 00:01:47,672
'Cause the Rhino don't wanna
keep Spider-Man waitin'!

38
00:01:47,674 --> 00:01:49,574
[CAR ALARMS SOUNDING]

39
00:01:52,812 --> 00:01:54,846
[♪♪♪]

40
00:02:02,054 --> 00:02:04,388
<i>♪ Livin' on the edge</i>
<i>Fighting crime, spinning webs ♪</i>

41
00:02:04,390 --> 00:02:06,191
<i>♪ Swinging from</i>
<i>The highest ledge ♪</i>

42
00:02:06,193 --> 00:02:08,192
<i>♪ He can leap above our heads ♪</i>

43
00:02:08,194 --> 00:02:10,862
<i>♪ Ah, ah, ah, ah, ah ♪</i>

44
00:02:10,864 --> 00:02:14,399
<i>♪ Ah, ah, ah</i>
<i>Ah, ah, ah ♪</i>

45
00:02:14,401 --> 00:02:17,702
<i>♪ Villains on the rise</i>
<i>And the city's victimized ♪</i>

46
00:02:17,704 --> 00:02:21,439
<i>♪ Looking up with no surprise</i>
<i>Arriving in the speed of time ♪</i>

47
00:02:21,441 --> 00:02:25,410
<i>♪ Ah, ah, ah, ah, ah ♪</i>

48
00:02:25,412 --> 00:02:28,413
<i>♪ Ah, ah, ah</i>
<i>Ah, ah, ah ♪</i>

49
00:02:28,415 --> 00:02:32,016
<i>♪ Spectacular</i>
<i>Spectacular Spider-Man ♪</i>

50
00:02:32,018 --> 00:02:34,719
<i>♪ Spectacular</i>
<i>Spectacular Spider-Man ♪</i>

51
00:02:34,721 --> 00:02:37,355
<i>♪ Spectacular ♪</i>

52
00:02:41,894 --> 00:02:45,063
<i>♪ Spectacular</i>
<i>Spectacular Spider-Man ♪</i>

53
00:02:45,065 --> 00:02:48,466
<i>♪ Spectacular</i>
<i>Spectacular Spider-Man ♪</i>

54
00:02:54,106 --> 00:02:55,807
[♪♪♪]

55
00:02:59,045 --> 00:03:01,479
<i>♪ Hit it, go ♪</i>

56
00:03:02,447 --> 00:03:03,882
Help, police!

57
00:03:03,884 --> 00:03:05,583
Must be 2000 in here.

58
00:03:05,585 --> 00:03:06,952
Score!

59
00:03:06,954 --> 00:03:08,653
PUNK:
Yeah, and Spidey's too busy

60
00:03:08,655 --> 00:03:10,088
popping big bads
to worry about us.

61
00:03:10,090 --> 00:03:11,422
Ta-da!

62
00:03:11,424 --> 00:03:14,626
Say my name,
and I magically appear.

63
00:03:14,628 --> 00:03:16,294
Okay, you should
fasten your seatbelt.

64
00:03:16,296 --> 00:03:18,230
And you should pull over.

65
00:03:18,232 --> 00:03:19,130
Right, o-okay, yeah--

66
00:03:19,132 --> 00:03:21,232
No way!
[TIRES SCREECHING]

67
00:03:23,970 --> 00:03:25,570
[SIRENS BLARING]

68
00:03:25,572 --> 00:03:26,304
[GRUNTS]

69
00:03:36,882 --> 00:03:37,815
Surf's up!

70
00:03:38,818 --> 00:03:39,951
[TIRES SCREECHING]

71
00:03:39,953 --> 00:03:41,986
Yee-haw!

72
00:04:12,385 --> 00:04:15,620
EDDIE:
So, uh, guess it's
Fall Formal time in Midtown.

73
00:04:15,622 --> 00:04:16,688
Pete ask you yet?

74
00:04:16,690 --> 00:04:18,757
Pete says he isn't going.

75
00:04:18,759 --> 00:04:20,057
Tell you what.

76
00:04:20,059 --> 00:04:21,092
Let me be your date.

77
00:04:21,094 --> 00:04:23,961
I'll even dance.

78
00:04:23,963 --> 00:04:26,664
PARKER:
Uh, you don't even
have to dance.

79
00:04:26,666 --> 00:04:29,600
Plus, if you say yes,
I promise to stop asking.

80
00:04:29,602 --> 00:04:31,135
Parker!

81
00:04:31,137 --> 00:04:32,937
I pay you for front-page
material.

82
00:04:32,939 --> 00:04:34,973
This stuff belongs
back with the funnies.

83
00:04:34,975 --> 00:04:36,808
PARKER:
So you don't want 'em?

84
00:04:36,810 --> 00:04:39,009
Not the point. What is
the point? Here's the point!

85
00:04:39,011 --> 00:04:40,578
Quit harassing my secretary

86
00:04:40,580 --> 00:04:42,847
and get me a Page 1
web-head blowout!

87
00:04:42,849 --> 00:04:45,216
Trust me, Mr. Jameson,
when Spidey goes into action,

88
00:04:45,218 --> 00:04:46,518
I'll be there.

89
00:04:46,520 --> 00:04:48,586
Listen, you insufferable whelp!

90
00:04:48,588 --> 00:04:49,921
When your publisher--

91
00:04:49,923 --> 00:04:50,888
You! Benny!

92
00:04:50,890 --> 00:04:53,157
I said corned beef not pastrami!

93
00:04:53,159 --> 00:04:54,359
What? You wanna give me gas?

94
00:04:54,361 --> 00:04:56,127
You're only four years older.

95
00:04:56,129 --> 00:05:00,364
When you're 70 and I'm 66,
I'll seem quite the catch.

96
00:05:00,366 --> 00:05:03,635
Ha-ha. All right,
I'll think about it.

97
00:05:03,637 --> 00:05:04,769
That's great!

98
00:05:04,771 --> 00:05:05,603
You won't regret it.

99
00:05:05,605 --> 00:05:08,072
It's just a maybe.

100
00:05:08,074 --> 00:05:10,041
[INDISTINCT CHATTER]

101
00:05:10,043 --> 00:05:11,909
[♪♪♪]

102
00:05:13,912 --> 00:05:15,046
Wahoo!

103
00:05:15,048 --> 00:05:16,815
I'm wearing her down.

104
00:05:24,790 --> 00:05:26,857
Ha-ha. Goodness, what's this?

105
00:05:26,859 --> 00:05:29,627
It's a great day.

106
00:05:29,629 --> 00:05:32,763
For starters,
I sold more pics.

107
00:05:32,765 --> 00:05:35,299
Here's 90 percent
to pay the bills.

108
00:05:35,301 --> 00:05:37,034
And 10 percent for
my new camera fund.

109
00:05:37,036 --> 00:05:39,203
And that's not even
the best news.

110
00:05:39,205 --> 00:05:42,307
I'm going to the formal,
Aunt May. I got a date.

111
00:05:42,309 --> 00:05:44,475
Almost, for sure.

112
00:05:44,477 --> 00:05:45,944
That's wonderful, Peter.

113
00:05:45,946 --> 00:05:47,812
I had hoped
you'd change your mind.

114
00:05:47,814 --> 00:05:51,149
So I took in your uncle's tuxedo
to save you money on a rental.

115
00:05:51,151 --> 00:05:54,486
The corsage and car service
will be expensive enough.

116
00:05:54,488 --> 00:05:55,419
Oh, car service?

117
00:05:55,421 --> 00:05:57,688
Ah, this'll barely pay
for the corsage.

118
00:05:57,690 --> 00:05:59,124
What am I gonna do?

119
00:05:59,126 --> 00:06:00,358
I can't ask Betty
to take the bus.

120
00:06:00,360 --> 00:06:01,592
Betty?

121
00:06:01,594 --> 00:06:03,394
Who's Betty?

122
00:06:03,396 --> 00:06:05,129
[HORNS HONKING]

123
00:06:06,331 --> 00:06:07,966
AUNT MAY:
Miss Brant?

124
00:06:07,968 --> 00:06:09,901
I'm May Parker, Peter's aunt.

125
00:06:09,903 --> 00:06:12,170
Might I buy you a cup of coffee?

126
00:06:12,172 --> 00:06:14,105
Well, it's official.

127
00:06:14,107 --> 00:06:19,009
I'm going to the Fall Formal
with Glory Grant. Ha-ha.

128
00:06:19,011 --> 00:06:21,145
I can top that,
I'm almost definitely going

129
00:06:21,147 --> 00:06:23,380
with Betty Brant. Ha-ha.

130
00:06:23,382 --> 00:06:24,782
Hey, Grant, Brant.

131
00:06:24,784 --> 00:06:26,951
Our girls rhyme.

132
00:06:26,953 --> 00:06:28,953
Puny Parker's got a date?

133
00:06:28,955 --> 00:06:30,054
Right!

134
00:06:30,056 --> 00:06:31,756
You wouldn't
know her, Flash.

135
00:06:31,758 --> 00:06:33,825
She's 20 years old and hot.

136
00:06:33,827 --> 00:06:36,928
Come on,
at least tell a good lie.

137
00:06:36,930 --> 00:06:38,062
Bet you show up
without any date.

138
00:06:38,064 --> 00:06:40,898
Or you don't show up at all.
I'll take that bet.

139
00:06:40,900 --> 00:06:43,367
Loser dresses as
a cheerleader for Halloween.

140
00:06:43,369 --> 00:06:45,502
You're on.

141
00:06:45,504 --> 00:06:48,206
Oh, look,
my girl's texting me now.

142
00:06:48,208 --> 00:06:51,408
[BEEPS]
Having coffee with Aunt May.

143
00:06:51,410 --> 00:06:54,411
Um, how old did you say
your girl was?

144
00:06:54,413 --> 00:06:55,379
[CHUCKLING]

145
00:06:55,381 --> 00:06:56,447
I gotta go.

146
00:06:58,583 --> 00:06:59,984
[TIRES SCREECHING]

147
00:07:05,858 --> 00:07:09,494
No one goes up to the<i> Bugle</i>
without a pass, sir.

148
00:07:09,496 --> 00:07:12,197
Make an exception.

149
00:07:12,199 --> 00:07:13,731
[ELEVATOR DINGS, MUSIC PLAYING]

150
00:07:15,834 --> 00:07:17,267
Hit 22, please.

151
00:07:17,269 --> 00:07:20,137
These don't work so good
on the little buttons.

152
00:07:20,139 --> 00:07:25,209
Actually, uh, 22's
already pressed, uh, so...

153
00:07:25,211 --> 00:07:27,312
You're going to the<i> Bugle?</i>
Ha-ha.

154
00:07:27,314 --> 00:07:31,049
Yeah, your name
ain't Parker, is it?

155
00:07:31,051 --> 00:07:33,017
Ha-ha. No point
in paying the city prices,

156
00:07:33,019 --> 00:07:35,053
when there's perfectly good
coffee here.

157
00:07:35,055 --> 00:07:38,322
I do appreciate a sensible girl.

158
00:07:39,491 --> 00:07:42,093
[PEOPLE SCREAMING]

159
00:07:48,666 --> 00:07:52,403
Bring me Peter Parker!

160
00:07:52,405 --> 00:07:54,671
What does that awful man
want with my nephew?

161
00:07:54,673 --> 00:07:56,240
Shh. We'll ask Peter later.

162
00:07:56,242 --> 00:07:57,942
RHINO:
I ain't stupid.

163
00:07:57,944 --> 00:08:00,945
Peter Parker takes all
the web-creep's pictures.

164
00:08:00,947 --> 00:08:03,781
[♪♪♪]

165
00:08:03,783 --> 00:08:05,082
I've gotta hurry.

166
00:08:05,084 --> 00:08:07,685
Before Aunt May
destroys everything.

167
00:08:07,687 --> 00:08:09,287
Who do you think you are?

168
00:08:09,289 --> 00:08:11,622
Oh, or what do you
think you are?

169
00:08:11,624 --> 00:08:13,491
I'll give you 15 seconds
to write me a check

170
00:08:13,493 --> 00:08:15,627
for these damages or--

171
00:08:15,629 --> 00:08:19,897
I-I mean,
how may I be of service?

172
00:08:19,899 --> 00:08:21,899
Peter Parker!

173
00:08:21,901 --> 00:08:24,501
Now.

174
00:08:24,503 --> 00:08:26,471
[♪♪♪]

175
00:08:28,941 --> 00:08:31,609
JAMESON:
Uh, don't-- Parker?

176
00:08:31,611 --> 00:08:35,813
Uh, Parker the photographer?

177
00:08:35,815 --> 00:08:40,150
Oh, uh, never met the guy.
No address, either.

178
00:08:40,152 --> 00:08:41,986
Only makes contact by e-mail.

179
00:08:42,754 --> 00:08:44,422
[GRUNTS]

180
00:08:44,424 --> 00:08:48,192
What a fine, brave man
to protect my nephew that way.

181
00:08:48,194 --> 00:08:51,996
I'm glad Peter's found
such good people to work with.

182
00:08:51,998 --> 00:08:54,899
But you're too old
for him, dear.

183
00:08:54,901 --> 00:08:55,933
[GASPS]

184
00:08:55,935 --> 00:08:57,869
[♪♪♪]

185
00:09:03,776 --> 00:09:05,242
What do you think, I'm stupid?

186
00:09:05,244 --> 00:09:07,612
Well,
you are dressed stupid.

187
00:09:07,614 --> 00:09:08,312
[GRUNTS]

188
00:09:15,653 --> 00:09:16,821
[GRUNTING]

189
00:09:16,823 --> 00:09:18,489
Put me down.

190
00:09:21,994 --> 00:09:24,528
It's for your own safety,
picklepuss.

191
00:09:24,530 --> 00:09:25,796
What do you want with Parker?

192
00:09:25,798 --> 00:09:27,664
You. Just you.

193
00:09:27,666 --> 00:09:31,135
And payback for all the times
you took me down.

194
00:09:31,137 --> 00:09:32,136
O'Hirn?

195
00:09:32,138 --> 00:09:33,303
Not anymore.

196
00:09:33,305 --> 00:09:36,173
Call me Rhino.

197
00:09:38,677 --> 00:09:41,245
Hey, watch it,
glass doors are expensive.

198
00:09:42,814 --> 00:09:44,282
[GRUNTS]

199
00:09:47,886 --> 00:09:50,555
Your goop's useless now, creep.

200
00:09:50,557 --> 00:09:52,857
First Marko becomes Sandman,
now this?

201
00:09:52,859 --> 00:09:54,859
What's the Big Man's next move?

202
00:09:54,861 --> 00:09:58,095
Turning Flash Thompson
into the Belligerent Bug-Zapper?

203
00:10:02,234 --> 00:10:03,067
[GRUNTS]

204
00:10:04,569 --> 00:10:06,036
[GRUNTS]

205
00:10:12,344 --> 00:10:16,047
If I can't stop this bruiser,
maybe 2 feet of concrete will.

206
00:10:16,049 --> 00:10:17,881
[GRUNTING]

207
00:10:22,654 --> 00:10:24,355
No!

208
00:10:24,357 --> 00:10:26,123
[SIRENS BLARING]

209
00:10:27,226 --> 00:10:28,292
[GRUNTING]

210
00:10:39,905 --> 00:10:42,172
Ha-ha. Thrill ride.

211
00:10:47,613 --> 00:10:49,714
<i>Attention Rhino.</i>

212
00:10:49,716 --> 00:10:51,015
<i>Lay down flat...</i>

213
00:10:51,017 --> 00:10:52,215
<i>in your crater.</i>

214
00:10:52,217 --> 00:10:54,285
<i>And keep your hands</i>
<i>where we can see them.</i>

215
00:10:54,287 --> 00:10:55,653
You see 'em now?

216
00:10:55,655 --> 00:10:58,189
[♪♪♪]

217
00:10:58,191 --> 00:10:59,456
[ALL SHOUT]

218
00:11:11,437 --> 00:11:12,637
[GRUNTS]

219
00:11:19,645 --> 00:11:21,412
This one's mine, detective.

220
00:11:21,414 --> 00:11:22,679
Hey, needle-nose!

221
00:11:24,650 --> 00:11:26,383
The party's over here.

222
00:11:37,729 --> 00:11:40,063
Ha-ha. You like being hunted,
freak?

223
00:11:40,065 --> 00:11:41,732
Would you please
look who's talking?

224
00:11:41,734 --> 00:11:45,436
I may be a freak,
but I'm not a coward!

225
00:11:45,438 --> 00:11:49,206
Even the old O'Hirn
never ran away scared!

226
00:11:50,976 --> 00:11:52,676
I'm scared all right.

227
00:11:52,678 --> 00:11:54,312
Scared some bystander
will get hurt.

228
00:11:54,314 --> 00:11:57,047
Gotta lure rawhide
someplace deserted.

229
00:12:04,456 --> 00:12:05,889
Hurry up, hippo!

230
00:12:07,159 --> 00:12:08,826
Whoa!

231
00:12:08,828 --> 00:12:10,994
But where do you find deserted
in a city of 8 million?

232
00:12:16,702 --> 00:12:18,201
[GRUNTS]

233
00:12:18,203 --> 00:12:19,503
Stupid truck.

234
00:12:19,505 --> 00:12:22,205
Made me lose Spider-creep.

235
00:12:23,441 --> 00:12:24,842
[CLEARS THROAT]

236
00:12:28,813 --> 00:12:30,481
[YELPS]

237
00:12:45,330 --> 00:12:48,332
[GRUNTING]

238
00:12:54,940 --> 00:12:56,374
[GRUNTING]

239
00:12:58,243 --> 00:13:01,279
Ugh. That's gonna leave a mark.

240
00:13:01,281 --> 00:13:02,780
[GROANS]

241
00:13:06,384 --> 00:13:07,818
[GRUNTS]

242
00:13:11,356 --> 00:13:13,824
This always works
in the cartoons.

243
00:13:15,694 --> 00:13:18,729
Oh, television
so cannot be trusted.

244
00:13:18,731 --> 00:13:20,230
[GRUNTS]

245
00:13:21,733 --> 00:13:26,537
Remember what I did
to them bowling balls?

246
00:13:26,539 --> 00:13:28,306
[♪♪♪]

247
00:13:30,842 --> 00:13:32,576
Wait, wait.

248
00:13:32,578 --> 00:13:34,578
What?
Weight.

249
00:13:36,648 --> 00:13:38,382
[GRUNTS]

250
00:13:38,384 --> 00:13:40,351
Where'd you go?

251
00:13:40,353 --> 00:13:42,085
[PANTING]

252
00:13:43,355 --> 00:13:45,289
[GRUNTING]

253
00:13:47,992 --> 00:13:49,794
How's that for confident?

254
00:13:49,796 --> 00:13:51,729
He stops to satisfy
before smashing me.

255
00:13:51,731 --> 00:13:54,898
Unless it's not confidence.

256
00:13:56,934 --> 00:13:59,002
Okay, break's over.

257
00:14:00,872 --> 00:14:02,273
[♪♪♪]

258
00:14:08,546 --> 00:14:10,213
Ha. You missed.

259
00:14:18,156 --> 00:14:19,423
Over here, Moose.

260
00:14:19,425 --> 00:14:22,226
Let's play follow the leader.

261
00:14:22,228 --> 00:14:24,594
Think you can hide
from me down there?

262
00:14:24,596 --> 00:14:26,230
Think again.

263
00:14:26,232 --> 00:14:27,398
Whew!

264
00:14:27,400 --> 00:14:28,465
Hot enough for you?

265
00:14:28,467 --> 00:14:30,134
Come on, you big lug,

266
00:14:30,136 --> 00:14:31,836
let's go for a run.

267
00:14:31,838 --> 00:14:34,138
[GROWLING]

268
00:14:41,847 --> 00:14:43,614
[SCREAMS]

269
00:14:44,749 --> 00:14:46,383
[GROANING]

270
00:14:46,385 --> 00:14:49,753
SPIDER-MAN:
Can't help noticing
you've stopped spouting off.

271
00:14:49,755 --> 00:14:51,088
[PANTING]

272
00:14:51,090 --> 00:14:52,089
What's the matter?

273
00:14:52,091 --> 00:14:54,491
Mouth a little dry?

274
00:14:54,493 --> 00:14:57,661
[♪♪♪]

275
00:15:04,736 --> 00:15:06,804
[CAR ALARMS SOUNDING]

276
00:15:09,874 --> 00:15:12,476
See, my mistake was trying to
crack open that hide of yours.

277
00:15:12,478 --> 00:15:15,413
Ha. Nothing can do that.

278
00:15:15,415 --> 00:15:16,347
Big Man's guys told me.

279
00:15:16,349 --> 00:15:19,183
I'm impenetrable.

280
00:15:19,185 --> 00:15:22,920
Too true. And if nothing can
penetrate, you can't perspire.

281
00:15:22,922 --> 00:15:25,089
Your face is sweating
for your whole body.

282
00:15:25,091 --> 00:15:27,224
It's probably enough
under most conditions.

283
00:15:27,226 --> 00:15:29,259
But in a steam tunnel...

284
00:15:29,261 --> 00:15:30,995
I gotta...get outta here...

285
00:15:30,997 --> 00:15:33,898
[PANTING]

286
00:15:35,801 --> 00:15:37,901
Yeah, good luck with that.

287
00:15:54,653 --> 00:15:55,486
[SCREAMS]

288
00:15:55,488 --> 00:15:57,388
[PANTS]

289
00:16:00,758 --> 00:16:01,859
[PANTING]

290
00:16:01,861 --> 00:16:03,127
Come one, come all.

291
00:16:03,129 --> 00:16:04,295
Before your very eyes,

292
00:16:04,297 --> 00:16:07,264
the world's largest
dehydrated turtle.

293
00:16:07,266 --> 00:16:09,700
I swear I'm gonna crush you.

294
00:16:09,702 --> 00:16:12,636
Promised Big Man I'd crush you.

295
00:16:12,638 --> 00:16:15,105
Crush you...crush you...

296
00:16:15,107 --> 00:16:17,441
I'll crush you...

297
00:16:17,443 --> 00:16:19,844
Are we losing it a bit,
Alexander?

298
00:16:19,846 --> 00:16:22,546
Only Mama calls me Alexander.

299
00:16:22,548 --> 00:16:24,648
You're not my mama.

300
00:16:24,650 --> 00:16:27,551
Not my mama...mama...

301
00:16:27,553 --> 00:16:30,187
Yes, I think we are.

302
00:16:30,189 --> 00:16:31,022
Mama?

303
00:16:31,024 --> 00:16:34,325
Do I have to
go to school?

304
00:16:34,327 --> 00:16:37,728
So, Alexander, tell Mama:

305
00:16:37,730 --> 00:16:39,230
Who's the Big Man?

306
00:16:39,232 --> 00:16:40,865
Ixnay.

307
00:16:40,867 --> 00:16:43,968
We don't ever use the B-word.

308
00:16:43,970 --> 00:16:48,105
Call him, Mr. Lincoln.

309
00:16:50,142 --> 00:16:52,043
[GROANS]

310
00:16:52,045 --> 00:16:54,644
You're gonna need a crane.

311
00:16:54,646 --> 00:16:55,812
[SIRENS BLARING]

312
00:16:55,814 --> 00:16:57,681
HAMMERHEAD:
I'm impressed.

313
00:16:57,683 --> 00:16:59,984
Rhino's still underground.

314
00:16:59,986 --> 00:17:02,252
And OsCorp's already
got the contract

315
00:17:02,254 --> 00:17:04,621
to build his prison cell.

316
00:17:04,623 --> 00:17:06,990
After our success
containing Sandman,

317
00:17:06,992 --> 00:17:09,827
whom else would the city call?

318
00:17:09,829 --> 00:17:13,564
Meaning you get paid
comin' and goin'.

319
00:17:13,566 --> 00:17:14,398
Sweet.

320
00:17:14,400 --> 00:17:17,234
Very.
But these midtown brawls...

321
00:17:17,236 --> 00:17:20,271
People are beginning
to ask questions.

322
00:17:20,273 --> 00:17:23,240
Best to let things
cool off for a bit.

323
00:17:23,242 --> 00:17:24,842
We cool off,

324
00:17:24,844 --> 00:17:26,743
when the Big Man says so, see?

325
00:17:26,745 --> 00:17:29,413
Or do you want people
to know who created

326
00:17:29,415 --> 00:17:31,582
Freak 1 and Freak 2?

327
00:17:31,584 --> 00:17:36,454
Please, there's nothing to trace
them back to OsCorp or myself.

328
00:17:36,456 --> 00:17:37,822
Really?

329
00:17:37,824 --> 00:17:40,056
Tell that to Dr. Octavius.

330
00:17:40,058 --> 00:17:41,559
Hey, Dad,
great news!

331
00:17:41,561 --> 00:17:43,727
I got straight A's
on my midterms.

332
00:17:43,729 --> 00:17:45,830
I made the varsity football
team, first-string.

333
00:17:45,832 --> 00:17:47,197
I have a date to
tonight's formal

334
00:17:47,199 --> 00:17:48,999
with one of the hottest girls--
Harry.

335
00:17:49,001 --> 00:17:50,367
Can't you see I'm in a meeting?

336
00:17:50,369 --> 00:17:52,403
Get out.

337
00:17:52,405 --> 00:17:53,437
Yes, sir.

338
00:17:53,439 --> 00:17:55,005
Sorry.

339
00:17:55,007 --> 00:17:57,574
Didn't mean to interrupt.

340
00:17:57,576 --> 00:17:59,509
[♪♪♪]

341
00:17:59,511 --> 00:18:02,145
JAMESON:
That wall-crawler's
as bad as the Rhino.

342
00:18:02,147 --> 00:18:04,081
I'll sue 'em blind!

343
00:18:04,083 --> 00:18:06,150
Is it, uh, safe to come out yet?

344
00:18:06,152 --> 00:18:09,086
Peter, were you here
this whole time?

345
00:18:09,088 --> 00:18:09,820
I-i-i-it's okay.

346
00:18:09,822 --> 00:18:11,155
I was hiding.

347
00:18:11,157 --> 00:18:12,022
I-I'm good at hiding.

348
00:18:12,024 --> 00:18:15,091
I can also be very heroic,
honest.

349
00:18:15,093 --> 00:18:17,260
Could we talk for a minute?

350
00:18:17,262 --> 00:18:20,097
About tonight,
I can't go with you.

351
00:18:20,099 --> 00:18:24,134
I'm-- I'm too old for you,
and it's just too weird.

352
00:18:24,136 --> 00:18:25,436
You think I'm weird?

353
00:18:25,438 --> 00:18:26,970
Oh, no, you're not weird, Peter.

354
00:18:26,972 --> 00:18:28,505
It's weird.

355
00:18:28,507 --> 00:18:31,608
I'm sorry.

356
00:18:31,610 --> 00:18:33,943
Oh, dear.

357
00:18:33,945 --> 00:18:36,580
How disappointing. I imagine
you need some time alone.

358
00:18:36,582 --> 00:18:38,081
I'll find my own way home.

359
00:18:38,083 --> 00:18:40,317
PETER:
<i>I gotta make something</i>
<i>go right.</i>

360
00:18:40,319 --> 00:18:41,752
Uh, Mr. Foswell?

361
00:18:41,754 --> 00:18:45,222
Do you know anything
about a Mr. Lincoln?

362
00:18:45,224 --> 00:18:46,790
Our 16th President?

363
00:18:46,792 --> 00:18:47,791
Uh, not-- Not that Lincoln.

364
00:18:47,793 --> 00:18:52,028
This one might also go
by the name, Big Man?

365
00:18:52,030 --> 00:18:54,798
Bah. You must mean
L. Thompson Lincoln.

366
00:18:54,800 --> 00:18:56,834
Yeah, a rumor surfaces
every few years

367
00:18:56,836 --> 00:18:58,969
that he's some kind
of crime lord,

368
00:18:58,971 --> 00:19:00,470
but, hey, I checked it out.

369
00:19:00,472 --> 00:19:03,841
Lincoln looks a little odd,
but he's one of the good guys.

370
00:19:03,843 --> 00:19:06,210
A true philanthropist.
Straight as they come.

371
00:19:06,212 --> 00:19:08,012
Hey, if there is
a Big Man out there,

372
00:19:08,014 --> 00:19:11,215
his name's not Lincoln.

373
00:19:11,217 --> 00:19:11,982
[GRUNTS]

374
00:19:11,984 --> 00:19:13,050
[LOUD THUD]

375
00:19:13,052 --> 00:19:13,951
[JAMESON GROANS]

376
00:19:21,159 --> 00:19:22,426
[BOTH GRUNT]

377
00:19:29,034 --> 00:19:30,300
I'm here to see Mr. Lincoln.

378
00:19:30,302 --> 00:19:32,135
Then you should
make an appointment.

379
00:19:32,137 --> 00:19:34,071
But perhaps
we'll make an exception

380
00:19:34,073 --> 00:19:35,939
for the hero of the day.

381
00:19:35,941 --> 00:19:38,776
I am L. Thompson Lincoln.

382
00:19:38,778 --> 00:19:39,743
Please, you're the Big Man.

383
00:19:39,745 --> 00:19:43,514
In my life,
I've been called many names.

384
00:19:43,516 --> 00:19:46,516
My favorite is Tombstone.

385
00:19:46,518 --> 00:19:47,551
Back off!

386
00:19:47,553 --> 00:19:48,952
I just took down the Rhino.

387
00:19:48,954 --> 00:19:50,554
A pale guy in a suit
doesn't stand a--

388
00:19:50,556 --> 00:19:51,488
[GRUNTS]

389
00:19:53,758 --> 00:19:55,192
[GRUNTS]

390
00:19:55,194 --> 00:19:56,393
Don't move.

391
00:19:56,395 --> 00:19:57,628
Just listen.

392
00:19:57,630 --> 00:20:01,465
And I'll teach you
the facts of life.

393
00:20:04,102 --> 00:20:06,403
The Big Man,
whomever he might be,

394
00:20:06,405 --> 00:20:08,238
has nothing against heroes.

395
00:20:08,240 --> 00:20:11,976
No hero can thwart enough crime
to dent his income.

396
00:20:11,978 --> 00:20:13,544
But you--

397
00:20:13,546 --> 00:20:15,912
You frighten criminals
off the street entirely.

398
00:20:15,914 --> 00:20:19,283
Except when you're off battling
the likes of the Rhino.

399
00:20:19,285 --> 00:20:21,785
Then the Big Man's profitable
army of petty thugs

400
00:20:21,787 --> 00:20:25,756
think themselves beneath
the Spider-Man's notice.

401
00:20:25,758 --> 00:20:28,292
So as long as I
keep fighting crime,

402
00:20:28,294 --> 00:20:30,027
you'll keep making
bigger and ba--

403
00:20:30,029 --> 00:20:31,428
Now, you're learning.

404
00:20:31,430 --> 00:20:34,098
But there is a way out.

405
00:20:34,100 --> 00:20:36,033
Come work for me.

406
00:20:36,035 --> 00:20:38,735
You can still save the world
like a good hero.

407
00:20:38,737 --> 00:20:41,071
I'll even pay you.

408
00:20:41,073 --> 00:20:44,241
All you have to remember is to
look the other way on occasion.

409
00:20:44,243 --> 00:20:47,844
On any occasion I choose.

410
00:20:50,781 --> 00:20:52,582
I can't ever look
the other way again.

411
00:20:52,584 --> 00:20:54,284
Let's finish this.

412
00:20:54,286 --> 00:20:56,453
[SIGHS]
If you insist.

413
00:20:56,455 --> 00:20:58,289
[BUZZER SOUNDS]

414
00:20:58,291 --> 00:21:00,724
TOMBSTONE:
Spider-Man has trespassed
on my property,

415
00:21:00,726 --> 00:21:04,394
assaulted my employees
and threatened my person.

416
00:21:04,396 --> 00:21:05,462
Wait.

417
00:21:05,464 --> 00:21:06,396
You can't listen to him.

418
00:21:06,398 --> 00:21:08,165
He's the bad guy. He's--

419
00:21:08,167 --> 00:21:09,967
[GRUNTING]

420
00:21:09,969 --> 00:21:11,868
Freeze, Spider-Man.
You're under--

421
00:21:11,870 --> 00:21:12,970
[GRUNTS]

422
00:21:16,307 --> 00:21:17,574
I never ran
from the cops before.

423
00:21:17,576 --> 00:21:19,143
I mean, this reeks.

424
00:21:19,145 --> 00:21:20,610
I've won all the battles

425
00:21:20,612 --> 00:21:22,946
and never came close
to winning the war.

426
00:21:22,948 --> 00:21:25,148
But Tombstone
did make one mistake.

427
00:21:25,150 --> 00:21:27,284
Now I know there is a war.

428
00:21:27,286 --> 00:21:29,686
So bring it on.

429
00:21:31,989 --> 00:21:33,289
AUNT MAY:
Oh, see?

430
00:21:33,291 --> 00:21:35,459
A perfect fit.

431
00:21:35,461 --> 00:21:37,227
But what's the point?

432
00:21:37,229 --> 00:21:39,029
Betty said no.

433
00:21:39,031 --> 00:21:40,930
Gwen's not home.

434
00:21:40,932 --> 00:21:42,465
I already lost the bet
to Flash.

435
00:21:42,467 --> 00:21:44,767
Showing up alone
would just make it worse.

436
00:21:44,769 --> 00:21:47,837
Well, then isn't it lucky
that Anna Watson's niece,

437
00:21:47,839 --> 00:21:50,541
that sweet Mary Jane,
is on her way over?

438
00:21:50,543 --> 00:21:52,309
Miss Wonderful Personality...

439
00:21:52,311 --> 00:21:53,377
[SHUDDERS]

440
00:21:53,379 --> 00:21:54,845
...is coming here?

441
00:21:54,847 --> 00:21:56,280
Now?

442
00:21:56,282 --> 00:21:57,247
There she is.

443
00:21:57,249 --> 00:21:59,116
Oh, my, what a lovely dress.

444
00:21:59,118 --> 00:22:01,518
Here, I bought her corsage.

445
00:22:01,520 --> 00:22:03,153
Couldn't afford
the limousine, but--

446
00:22:03,155 --> 00:22:04,488
You planned this?

447
00:22:04,490 --> 00:22:06,757
Aunt May,
you're an evil mastermind.

448
00:22:06,759 --> 00:22:08,725
[DOORBELL RINGS]
Just answer the door, dear.

449
00:22:11,363 --> 00:22:12,796
[♪♪♪]

450
00:22:12,798 --> 00:22:13,997
[GASPS]

451
00:22:13,999 --> 00:22:16,366
You mean...

452
00:22:16,368 --> 00:22:19,036
you're Mary Jane Watson?

453
00:22:19,038 --> 00:22:21,672
Ha-ha. Face it, tiger.

454
00:22:21,674 --> 00:22:25,309
You just hit the jackpot.

455
00:22:25,311 --> 00:22:27,877
[♪♪♪]

456
00:22:35,253 --> 00:22:37,220
[♪♪♪]


