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1
00:00:00,000 --> 00:00:04,162
WWW.MY-SUBS.CO
1
00:01:09,700 --> 00:01:12,714
Freeze! Don't even crack a smile.
2
00:01:19,400 --> 00:01:21,269
After him!
3
00:01:26,220 --> 00:01:28,278
Hey, you look just like...
4
00:01:28,380 --> 00:01:29,880
...me!
5
00:01:32,720 --> 00:01:34,520
What took you so long...
6
00:01:47,100 --> 00:01:50,590
Colonel, in pursuit of subject
in stolen helicopter, over.
7
00:01:50,600 --> 00:01:54,033
Spread out. I don't want an accident.
But stay with him.
8
00:02:16,660 --> 00:02:18,796
Good thing no one's move
into this building yet.
9
00:02:18,800 --> 00:02:22,239
Come on, pal. Let's beat it
before the fireworks start.
10
00:02:29,440 --> 00:02:32,108
Help! Help!
11
00:02:39,060 --> 00:02:40,614
Are you okay?
12
00:02:40,620 --> 00:02:42,420
Get out of my way!
13
00:02:47,300 --> 00:02:49,118
Way to go, Spider-Man.
14
00:02:49,120 --> 00:02:51,133
Hey you, stop!
15
00:03:19,940 --> 00:03:22,770
- Hi Miss Grant.
- Peter, you can't go in there!
16
00:03:23,400 --> 00:03:25,616
No, I don't want escargot.
I hate escargot.
17
00:03:25,700 --> 00:03:27,669
- I want caviar.
- Mr. Jameson?
18
00:03:27,669 --> 00:03:29,960
- Mr. Jameson. Mr. Jameson!
- Parker!
19
00:03:29,960 --> 00:03:33,772
Did you see I'm busy organising
the party of the century?
20
00:03:33,780 --> 00:03:36,035
Mr. Jameson, you're late
for your tuxedo fitting
21
00:03:36,040 --> 00:03:37,373
and the limo's waiting.
22
00:03:37,380 --> 00:03:40,250
Blasted monkey suits,
I hate 'em.
23
00:03:41,500 --> 00:03:43,972
Mr. Jameson, hold on a second!
24
00:03:44,020 --> 00:03:47,114
Mr. Jameson, wait!
I need to talk to you.
25
00:03:48,160 --> 00:03:51,139
I just wanted to ask if I can
photograph the peace treaty signing?
26
00:03:51,140 --> 00:03:52,140
Are you nuts?
27
00:03:52,220 --> 00:03:55,018
This isn't gonna be some
web-filled crime scene.
28
00:03:55,100 --> 00:03:57,094
It's an important world event.
29
00:03:57,094 --> 00:03:59,080
I want a seasoned pro there.
30
00:03:59,080 --> 00:04:00,700
You're strictly freelance, Parker.
31
00:04:00,700 --> 00:04:02,028
But let me plead my case.
32
00:04:02,100 --> 00:04:04,199
You got from here
to the tailor's, kid.
33
00:04:04,199 --> 00:04:05,898
Make it good. Get in.
34
00:04:05,900 --> 00:04:07,919
All right!
35
00:04:18,480 --> 00:04:21,374
Sir, two world leaders
signing a peace treaty
36
00:04:21,380 --> 00:04:23,297
after centuries of
hostile aggression.
37
00:04:23,300 --> 00:04:25,451
This is the kind of photo
that can win a Pulitzer.
38
00:04:25,460 --> 00:04:27,098
All I need is one good shot.
39
00:04:27,180 --> 00:04:30,058
Can't. Each newspaper's only
allowed one photographer.
40
00:04:30,060 --> 00:04:31,356
Well, what about your
party tonight?
41
00:04:31,380 --> 00:04:35,055
It's the only time the two leaders will
be seen together before the signing.
42
00:04:35,060 --> 00:04:37,993
After all the great Spider-Man
photos I've taken for you...
43
00:04:38,000 --> 00:04:41,510
Alright, alright.
I see if I can get you clearance.
44
00:04:41,540 --> 00:04:43,334
Driver, what are you doing?
45
00:04:43,334 --> 00:04:45,528
My tailor isn't anywhere
near this place.
46
00:04:45,560 --> 00:04:46,960
Hey!
47
00:04:47,540 --> 00:04:50,613
Just be calm, Mr. Jameson.
No harm will come to you.
48
00:04:50,660 --> 00:04:53,530
Maybe you forget to
pay your last tailor's bill?
49
00:04:56,020 --> 00:04:59,600
You don't let me go immediately,
you'll wish you never laid eyes on me.
50
00:04:59,600 --> 00:05:01,420
I better hang tight and
see what's going down.
51
00:05:01,420 --> 00:05:02,999
Unlike Mr. Calm next to me.
52
00:05:03,000 --> 00:05:05,411
Do you know who
you're dealing with?
53
00:05:18,520 --> 00:05:21,778
I'm here by accident.
But why do they want Jameson?
54
00:05:21,780 --> 00:05:24,218
Only one way to find out.
55
00:05:32,340 --> 00:05:33,660
What is this place?
56
00:05:33,660 --> 00:05:37,113
This looks like some kind of
training site for assassins.
57
00:05:39,800 --> 00:05:42,292
Maybe this is a way out.
58
00:05:42,292 --> 00:05:44,092
Whoa!
59
00:05:44,980 --> 00:05:47,049
I'm airborne.
60
00:05:48,500 --> 00:05:50,974
How did I end up here?
61
00:05:51,520 --> 00:05:53,999
What is this place?
62
00:05:57,140 --> 00:06:00,000
Whoever these guys are,
they mean business.
63
00:06:00,000 --> 00:06:02,413
But what have they
done to Jameson?
64
00:06:02,560 --> 00:06:04,079
What have you
done with Parker?
65
00:06:04,080 --> 00:06:05,579
You and I have got to talk.
66
00:06:05,580 --> 00:06:07,298
Just who the blazes are you?
67
00:06:07,300 --> 00:06:09,670
Name's Fury, Colonel Nick Fury.
68
00:06:09,720 --> 00:06:11,219
I call the shots around here.
69
00:06:11,220 --> 00:06:12,639
It can't be!
70
00:06:12,640 --> 00:06:13,935
The war hero?
71
00:06:13,940 --> 00:06:17,312
What's wrong, Jameson?
You look like you've seen a ghost.
72
00:06:17,320 --> 00:06:19,398
You're not supposed to be alive!
73
00:06:19,400 --> 00:06:22,134
That's what Uncle Sam
wants the world to believe.
74
00:06:22,140 --> 00:06:24,935
But I printed your orbituary.
75
00:06:25,000 --> 00:06:26,852
I wouldn't brag about it.
76
00:06:26,940 --> 00:06:32,973
"Bugle Obits Fury, Nick."
77
00:06:32,980 --> 00:06:35,215
You flipped the
negative of my picture.
78
00:06:35,215 --> 00:06:37,540
My patch is on the wrong eye.
79
00:06:37,540 --> 00:06:39,731
You're a real piece
of work, Jameson.
80
00:06:39,780 --> 00:06:40,943
Now listen up.
81
00:06:40,943 --> 00:06:44,460
From now on zero
mistakes, get it?
82
00:06:44,460 --> 00:06:45,819
What is this place?
83
00:06:45,820 --> 00:06:48,095
Welcome to Supreme Headquarters
84
00:06:48,100 --> 00:06:51,980
International Espionage
Law Enforcement Division.
85
00:06:51,980 --> 00:06:54,594
- We called it SHIELD.
- Never heard of it.
86
00:06:54,600 --> 00:06:57,777
Even the FBI and CIA are
kept in the dark about us.
87
00:06:57,780 --> 00:07:01,455
SHIELD's job is to secretly try
to keep the world in one piece
88
00:07:01,620 --> 00:07:03,992
no matter what it takes.
89
00:07:05,300 --> 00:07:09,539
This is the Chameleon,
a deadly stop-at-nothing hitman.
90
00:07:09,560 --> 00:07:13,275
He can transform himself into
a carbon copy of any person
91
00:07:13,280 --> 00:07:15,211
whose image he can grab with this.
92
00:07:15,220 --> 00:07:19,449
I first heard of him in Istanbul
when he blew up an embassy.
93
00:07:21,540 --> 00:07:23,860
In Rome, he attacked
a military post
94
00:07:23,860 --> 00:07:28,513
and then gave us the slip by taking
on the appearance of a clergyman.
95
00:07:29,580 --> 00:07:32,369
Last I ran into him
was in Sarajevo.
96
00:07:32,370 --> 00:07:34,452
He got away as a nurse.
97
00:07:34,460 --> 00:07:37,413
No way he's gonna beat me again.
98
00:07:37,420 --> 00:07:39,856
So? What's this got to do with me?
99
00:07:39,860 --> 00:07:44,599
The Chameleon's been hired by
terrorists to total the peace treaty.
100
00:07:44,640 --> 00:07:46,378
And that could mean war.
101
00:07:46,400 --> 00:07:47,769
So that's it.
102
00:07:47,800 --> 00:07:50,299
This morning, he arrived
in New York City.
103
00:07:50,300 --> 00:07:52,934
New York? My party!
104
00:07:52,980 --> 00:07:55,818
And that's where we'll
find the Chameleon.
105
00:07:55,820 --> 00:07:58,559
In a disguise that's undetectable.
106
00:07:58,560 --> 00:08:01,718
But I'm having police
security and FBI there.
107
00:08:01,780 --> 00:08:03,452
The place will be
sealed up tighter than...
108
00:08:03,460 --> 00:08:05,212
They won't even notice him.
109
00:08:05,220 --> 00:08:07,451
Then why don't we
just cancel the party?
110
00:08:07,460 --> 00:08:11,091
No can do.
Got to act like everything's normal.
111
00:08:11,100 --> 00:08:13,111
If we shut down every
time someone threatens us,
112
00:08:13,120 --> 00:08:14,838
the whole world would stop.
113
00:08:14,820 --> 00:08:16,273
Now I need you to wear this.
114
00:08:16,300 --> 00:08:18,735
Nobody knows your employees
better than you do.
115
00:08:18,740 --> 00:08:20,439
That's why you're
important to me.
116
00:08:20,440 --> 00:08:23,896
If you see anything
suspicious, tap on this pin.
117
00:08:23,880 --> 00:08:26,740
An undercover SHIELD
agent will respond pronto.
118
00:08:26,740 --> 00:08:28,300
The Bugle's building
is crawling with them.
119
00:08:28,300 --> 00:08:31,160
- But what do I...
- Just keep your eyes open.
120
00:08:31,200 --> 00:08:32,733
I'm sending you back now.
121
00:08:32,740 --> 00:08:35,198
Oops, that's my cue.
122
00:08:39,780 --> 00:08:41,219
What was that all about?
123
00:08:41,220 --> 00:08:44,056
National security, Parker.
Can't discuss it.
124
00:08:44,940 --> 00:08:46,949
J-3 COMMUNICATIONS
EXECUTIVE PERSONNEL
125
00:08:47,340 --> 00:08:49,012
JOE ROBERTSON
EDITOR IN CHIEF
126
00:08:49,740 --> 00:08:51,258
GLORY GRANT
ASSISTANT TO J. JONAH JAMESON
127
00:08:52,860 --> 00:08:54,120
PETER PARKER
FREELANCE PHOTOGRAPHY
128
00:08:59,560 --> 00:09:01,514
Mr. Jameson, you're back early.
129
00:09:01,514 --> 00:09:03,468
Is your tuxedo fitting all done?
130
00:09:03,500 --> 00:09:05,299
Yeah, all done.
131
00:09:05,300 --> 00:09:07,815
I need the security
plans for tonight.
132
00:09:07,820 --> 00:09:10,434
I left a copy in your
briefcase a half hour ago.
133
00:09:10,460 --> 00:09:12,616
I need them in my
hands right now.
134
00:09:12,616 --> 00:09:14,772
Do you have a
problem with that?
135
00:09:14,780 --> 00:09:17,594
No sir. I'll get them, again.
136
00:09:21,280 --> 00:09:23,100
Oh. Hi there, Jonah.
137
00:09:23,100 --> 00:09:25,675
Robbie, I must talk to you in private.
Immediately!
138
00:09:25,980 --> 00:09:28,013
Something's not right.
139
00:09:29,840 --> 00:09:31,698
- Here.
- What's this?
140
00:09:31,700 --> 00:09:33,851
The security plans for tonight.
141
00:09:33,940 --> 00:09:36,076
You gave me a
copy before I left.
142
00:09:36,080 --> 00:09:38,286
I know, that's what I told you!
143
00:09:38,286 --> 00:09:40,692
Are you trying to
drive me crazy?
144
00:09:42,660 --> 00:09:43,940
What's wrong with her?
145
00:09:43,940 --> 00:09:47,252
Jonah, I've got to make a quick
phone call. I'll be right back.
146
00:09:48,000 --> 00:09:50,192
Mr. Jameson, I've got to run.
147
00:09:50,220 --> 00:09:51,246
Hold it, Parker.
148
00:09:51,246 --> 00:09:53,072
This little event today.
149
00:09:53,072 --> 00:09:54,898
I don't want you to... Hey!
150
00:09:54,980 --> 00:09:56,832
Where'd those security plans go?
151
00:09:56,840 --> 00:09:59,136
They were right here.
Maybe Robbie took them.
152
00:09:59,140 --> 00:10:00,960
Why on earth would he...
153
00:10:00,960 --> 00:10:04,090
Ha! No! Robbie!
154
00:10:19,620 --> 00:10:21,897
Hey! Hey! What are you...
155
00:10:23,320 --> 00:10:25,536
No spider sense.
No Chameleon.
156
00:10:25,620 --> 00:10:27,697
You got it wrong!
Let him go.
157
00:10:27,740 --> 00:10:31,012
Spider-Man?
What is he doing here?
158
00:10:31,020 --> 00:10:32,653
Agent One, get him!
159
00:10:38,460 --> 00:10:42,730
No imaging device.
He's not the one. Fan out!
160
00:10:49,420 --> 00:10:50,948
You! Stop!
161
00:10:51,000 --> 00:10:53,114
I got him. Floor 7, west wing.
162
00:10:53,114 --> 00:10:55,128
He's in the form of Miss Grant.
163
00:10:55,700 --> 00:10:57,732
All agents. Floor 7.
164
00:10:57,740 --> 00:11:01,137
Detain Glory Grant.
Cover all exits.
165
00:11:01,280 --> 00:11:04,513
Got you. I don't usually
pick up strange women.
166
00:11:04,560 --> 00:11:07,196
Fun, but not too smart.
167
00:11:10,120 --> 00:11:12,317
Stupid! Should have had him.
168
00:11:12,380 --> 00:11:15,171
Talk about the dangers
of second hand smoke.
169
00:11:31,780 --> 00:11:33,957
Just the man I was looking for.
170
00:11:33,960 --> 00:11:37,257
Peter, I'm understudying the lead
in the Shakespeare fest tonight
171
00:11:37,260 --> 00:11:39,114
and I saved you a seat.
172
00:11:39,120 --> 00:11:40,920
Will you come?
173
00:11:45,080 --> 00:11:47,817
I'll take that as a "yes".
174
00:11:47,820 --> 00:11:51,251
- Peter. Why did you do that?
- I had to.
175
00:11:51,260 --> 00:11:53,013
What made you think I'll let you?
176
00:11:53,020 --> 00:11:57,679
I took a gamble that Peter Parker
was the luckiest man on earth.
177
00:12:09,180 --> 00:12:10,926
All units, red alert.
178
00:12:10,926 --> 00:12:14,018
The VIPs are arriving.
It's show time.
179
00:12:22,300 --> 00:12:24,899
Ah ha! Bruce?
180
00:12:24,899 --> 00:12:27,078
Looks like the
Chameleon has arrived.
181
00:12:27,080 --> 00:12:29,159
Keep smiling, old buddy.
182
00:12:31,220 --> 00:12:34,459
Intruder alert.
Floor 31, sector 5.
183
00:12:38,360 --> 00:12:42,513
There's been a breach.
Floor 31.
184
00:12:45,560 --> 00:12:47,575
Chameleon, stop!
185
00:12:47,660 --> 00:12:49,593
Whoop, nice haircut.
186
00:12:51,700 --> 00:12:56,315
This is going to ruin my lungs faster
than tailing a Manhattan taxi.
187
00:13:11,340 --> 00:13:13,792
It's the Chameleon.
Get him!
188
00:13:13,800 --> 00:13:15,659
No! Stay back.
189
00:13:15,660 --> 00:13:19,873
This is stupid. While we fight,
the Chameleon gains the advantage.
190
00:13:19,960 --> 00:13:22,237
Time to lose you boneheads.
191
00:13:22,240 --> 00:13:25,479
Maybe it's time for
me to change faces too.
192
00:13:25,660 --> 00:13:27,778
- Agent One?
- Yes, Colonel.
193
00:13:27,800 --> 00:13:31,031
Situation's code red.
I'm coming there in person.
194
00:13:31,040 --> 00:13:33,654
I'll rendezvous with you at the
penthouse in 10 minutes.
195
00:13:33,660 --> 00:13:35,798
Aye sir. Over and out.
196
00:13:35,800 --> 00:13:39,072
Penthouse. Code red.
I've got to get the VIPs out.
197
00:13:39,120 --> 00:13:41,995
The Colonel thinks the
Chameleon's moving upstairs.
198
00:13:42,760 --> 00:13:44,375
BASEMENT
199
00:14:07,240 --> 00:14:09,890
Okay, okay. I'll check it out.
200
00:14:12,200 --> 00:14:14,399
Got to check the gas main.
201
00:14:17,660 --> 00:14:20,752
"Wherefore was I to this
keen mockery born?"
202
00:14:20,800 --> 00:14:23,653
"When at your hands did
I deserve such scorn?"
203
00:14:23,760 --> 00:14:26,190
"But you must flout
my insufficiency?"
204
00:14:26,200 --> 00:14:28,609
Where in blazes are you, Parker?
205
00:14:28,700 --> 00:14:31,851
"Good troth, you do me wrong.
Good sooth, you do"
206
00:14:31,900 --> 00:14:34,714
"In such disdainful manner
me to woo."
207
00:14:34,840 --> 00:14:38,456
"But fare you well.
Perforce I must confess."
208
00:14:38,460 --> 00:14:41,738
"I thought you lord of
more true gentleness."
209
00:14:44,300 --> 00:14:47,152
How the heck did this happen?
210
00:15:04,660 --> 00:15:07,957
Now if I were a Chameleon,
whose colors would I choose?
211
00:15:07,960 --> 00:15:09,154
Spider sense!
212
00:15:09,240 --> 00:15:12,513
The Chameleon's close.
Where is he?
213
00:15:15,780 --> 00:15:18,540
The Colonel says it's
time to get the VIPs out.
214
00:15:18,620 --> 00:15:22,259
Great! They've been
here long enough.
215
00:15:22,820 --> 00:15:24,738
The VIPs are leaving?
216
00:15:24,738 --> 00:15:27,156
Maybe I better keep
an eye on things.
217
00:15:30,220 --> 00:15:32,018
Good job, agent.
218
00:15:32,020 --> 00:15:33,678
Colonel, you're early.
219
00:15:33,760 --> 00:15:37,614
My daddy once told me it's the early
bird that catches the Chameleon.
220
00:15:37,620 --> 00:15:39,652
- Follow me.
- What do you know.
221
00:15:39,660 --> 00:15:41,873
Fury's here in the flesh.
222
00:15:41,960 --> 00:15:44,415
I guess he wanted to
personally get into a safe...
223
00:15:44,420 --> 00:15:47,031
Wait a minute. Oh no!
224
00:15:51,420 --> 00:15:53,617
You! Hold it right there!
225
00:15:55,860 --> 00:15:57,454
Hold your fire!
226
00:15:57,460 --> 00:15:58,899
I knew it would happen.
227
00:15:58,899 --> 00:16:02,038
Spider-Man's finally gone berserk.
228
00:16:02,160 --> 00:16:04,996
Wait. You don't understand!
229
00:16:05,040 --> 00:16:08,056
Stop! Look at the Fury.
230
00:16:10,460 --> 00:16:12,509
The eye patch.
231
00:16:12,800 --> 00:16:14,618
It's on the wrong eye.
232
00:16:14,618 --> 00:16:16,636
There's your Chameleon!
233
00:16:16,660 --> 00:16:19,534
Agent One, I'm on my way up.
Report your location.
234
00:16:19,540 --> 00:16:22,019
Report. Do you copy?
235
00:16:22,020 --> 00:16:23,955
Fury?
236
00:16:42,800 --> 00:16:44,577
Send a crew to
check the wreckage.
237
00:16:44,577 --> 00:16:46,914
We have to make
sure he didn't bail.
238
00:16:46,920 --> 00:16:50,610
How could the Chameleon
make such a stupid mistake?
239
00:16:50,620 --> 00:16:52,452
That's simple, pickle puss.
240
00:16:52,460 --> 00:16:55,159
He probably based his
disguise on Fury's picture,
241
00:16:55,160 --> 00:16:57,057
from the obituary in your files.
242
00:16:57,057 --> 00:16:58,934
The one that was printed flipped.
243
00:16:58,940 --> 00:16:59,975
But he didn't know that.
244
00:16:59,980 --> 00:17:02,754
I guess it really does pay to
practice shoddy journalism.
245
00:17:02,760 --> 00:17:05,031
- Keep it up, JJ.
- Why you...
246
00:17:05,040 --> 00:17:07,189
Gotta run.
247
00:17:13,760 --> 00:17:18,099
For a while there, I didn't think
we were gonna get to see this.
248
00:17:18,180 --> 00:17:20,449
I heard that.
249
00:17:21,560 --> 00:17:23,155
Parker, what are
you doing here?
250
00:17:23,155 --> 00:17:25,350
How in blazes did you get in?
251
00:17:25,360 --> 00:17:27,246
I have my methods, Mr. Jameson.
252
00:17:27,246 --> 00:17:28,532
Like any good free lancer.
253
00:17:28,540 --> 00:17:31,552
When I want to get a shot,
nothing gets in my way.
254
00:17:31,560 --> 00:17:34,788
All I need is one
good clean shot.
255
00:17:37,280 --> 00:17:39,518
Now I got you!
256
00:17:42,660 --> 00:17:44,918
And there's no escape.
257
00:18:01,320 --> 00:18:03,840
No! Get your hands off me.
258
00:18:03,840 --> 00:18:05,612
Let go, you fool!
259
00:18:05,620 --> 00:18:07,452
Don't stop me now.
260
00:18:07,460 --> 00:18:08,959
I'm so...
261
00:18:09,060 --> 00:18:11,769
So close.
262
00:18:11,800 --> 00:18:13,615
So...
263
00:18:21,120 --> 00:18:23,492
Sleep tight, Chameleon.
264
00:18:23,760 --> 00:18:25,498
Maybe when you wake up,
265
00:18:25,498 --> 00:18:27,116
you'll feel more like yourself.
266
00:18:27,120 --> 00:18:30,760
The Chameleon? Here?
Right next to me?
267
00:18:30,760 --> 00:18:34,254
Urgh. I need a long vacation.
268
00:18:35,320 --> 00:18:38,054
Well Bruce,
I saved the world again.
269
00:18:38,080 --> 00:18:39,325
And what do I get for it?
270
00:18:39,325 --> 00:18:43,270
As usual, zilch. Nada.
Nothing, that's what.
271
00:18:43,320 --> 00:18:47,396
Heck of a job, Spider-Man.
Thanks!
272
00:18:47,460 --> 00:18:49,713
Did he say "thanks"?
273
00:18:49,760 --> 00:18:51,928
Someone thanking Spider-Man?
274
00:18:51,928 --> 00:18:53,996
Huh, that's a first.
275
00:18:54,500 --> 00:18:56,500
I'll get it, Aunt May.
276
00:18:56,500 --> 00:18:58,300
Oh, Mary Jane!
277
00:18:58,640 --> 00:18:59,843
Thanks.
278
00:18:59,843 --> 00:19:02,240
For not coming to my play,
as you promised.
279
00:19:02,240 --> 00:19:03,614
As I promised?
280
00:19:03,620 --> 00:19:06,653
And don't you ever kiss
me that way again.
281
00:19:06,760 --> 00:19:08,509
What kiss?
282
00:19:08,560 --> 00:19:11,428
Chameleon! Oh no!
283
00:19:11,480 --> 00:19:14,214
Mary Jane, wait!
I can explain.
284
00:19:14,260 --> 00:19:16,171
At least I think I can explain.
285
00:19:16,180 --> 00:19:19,420
Okay, maybe, maybe I can't explain,
but... just listen. Listen to me.
286
00:19:19,420 --> 00:19:21,233
Hold on a second.
20964
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