0
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Subtitle By: de_larocha

1
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The cool thing about transferring 
to a school like Horizon High

2
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is that it's not only
a great place to invent things,

3
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it's also a great place
to reinvent things.

4
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Namely, myself.

5
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So instead of being known
as the school flake,

6
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I now get a second chance at being
good ol' reliable Peter Parker.

7
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Problem is...

8
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I haven't made it to school because
I had to stop this Scorpion

9
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from stealing a gem
from the science museum.

10
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So this is the Spider-Man I've been
hearing so much about. [Grunts]

11
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Give it some time.

12
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I grow on ya, like a pimple.

13
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Then you deserve to be eliminated like one.

14
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I really did have the best intentions
of getting to school on time.

15
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It was just an hour ago
that things went wrong.

16
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Pew! Did you leave your gym
clothes in your backpack?

17
00:00:52,260 --> 00:00:56,770
Oh, yeah...
Yeah, that must be it.

18
00:00:56,810 --> 00:01:01,070
So, uh, Harry, how was
your first day back at Midtown?

19
00:01:01,100 --> 00:01:04,200
Don't ask, 'kay?
Hey, how was your first day?

20
00:01:04,240 --> 00:01:08,670
Oh, I just met some cool people, got
to work with some awesome equipment,

21
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and today I'm getting
my very own lab!

22
00:01:10,430 --> 00:01:12,630
Fantastic.

23
00:01:12,660 --> 00:01:14,780
But, hey, do me a favor.

24
00:01:14,820 --> 00:01:16,590
Can you grab some of
the experiments in my lab?

25
00:01:16,620 --> 00:01:20,340
Horizon's policy is to
confiscate anything left behind,

26
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and I'd prefer these
to remain, uh, private.

27
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What kind of experiments?

28
00:01:28,030 --> 00:01:31,030
You know scientists
never reveal their secrets.

29
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Uh, that's magicians,
not scientists.

30
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Whatever. Just do me a solid.

31
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I'll see what I can do.

32
00:01:38,920 --> 00:01:42,350
See ya.

33
00:01:42,390 --> 00:01:45,450
Uh-oh. Looks like there's a crazy
guy attacking the science museum.

34
00:01:45,490 --> 00:01:47,780
Twenty minutes
before school starts. Huh.

35
00:01:47,820 --> 00:01:51,740
I can probably stop this guy
and get my costume washed.

36
00:01:51,780 --> 00:01:54,290
And that was my first 
miscalculation of the day.

37
00:01:54,310 --> 00:01:57,070
Yah! Hah! Watch it, buddy!

38
00:01:57,110 --> 00:01:58,490
You break it, you buy it!

39
00:01:58,530 --> 00:01:59,960

40
00:02:02,860 --> 00:02:05,760
Or you break it,
I get crushed by it!

41
00:02:05,790 --> 00:02:06,800

42
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[people clamoring]

43
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Oh, no, you don't!

44
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Museum members get 20% off 
life-saving acts of heroism. 

45
00:02:27,490 --> 00:02:30,750

46
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This guy's like a bull 
in a china shop.

47
00:02:33,210 --> 00:02:36,110

48
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Time to rein this bull in.

49
00:02:38,050 --> 00:02:40,860

50
00:02:40,890 --> 00:02:43,980
And this is clearly my
second miscalculation of the day.

51
00:02:44,010 --> 00:02:46,510

52
00:02:47,910 --> 00:02:49,820
Whoa!

53
00:02:49,850 --> 00:02:53,140

54
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Oh, this tail has the strength
of a wrecking ball.

55
00:02:56,650 --> 00:02:58,610
And I happen to know a place where
there are less things to wreck.

56
00:02:58,640 --> 00:03:01,290
Hey, Scorpion!

57
00:03:01,320 --> 00:03:03,910
I hear it's the tiny scorpions
that are the dangerous ones.

58
00:03:03,940 --> 00:03:04,850
Wanna prove me wrong?

59
00:03:04,880 --> 00:03:06,680
Gladly.

60
00:03:06,710 --> 00:03:07,860
Whoa.

61
00:03:09,760 --> 00:03:11,090

62
00:03:11,120 --> 00:03:12,570

63
00:03:12,610 --> 00:03:14,990
Come on! Really?

64
00:03:15,030 --> 00:03:16,270
Yeah!

65
00:03:16,300 --> 00:03:19,330
Nice! Aah!

66
00:03:19,370 --> 00:03:21,180

67
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Defeated by your own
faulty equipment.

68
00:03:24,550 --> 00:03:26,070

69
00:03:26,110 --> 00:03:28,720
Web cartridge shattered.
But luckily,

70
00:03:28,760 --> 00:03:30,470
it was a two-for-one sale.

71
00:03:36,680 --> 00:03:38,670
So long, Spider-Kid!

72
00:03:38,710 --> 00:03:40,990
Hey!

73
00:03:41,030 --> 00:03:42,390
Nobody rides for free
in this town!

74
00:03:44,420 --> 00:03:45,520

75
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Aahh!

76
00:03:47,470 --> 00:03:49,130

77
00:03:49,160 --> 00:03:52,070
Relax, folks. Spider-Man is...

78
00:03:52,110 --> 00:03:53,560
Ow! Hey! Ouch! Get away from me!

79
00:03:53,600 --> 00:03:56,170
Stinky!

80
00:03:56,200 --> 00:03:57,890
Hmm.

81
00:03:57,930 --> 00:04:01,410
What is that stench?

82
00:04:01,450 --> 00:04:05,430
I could say it's the subway, but I think
we both know I need to wash my costume.

83
00:04:05,470 --> 00:04:08,920
Fine! I'll clean it tonight!

84
00:04:08,960 --> 00:04:11,260

85
00:04:17,940 --> 00:04:20,780
Great thing about new heroes...

86
00:04:20,810 --> 00:04:23,430
Their aim still needs practice.

87
00:04:23,460 --> 00:04:26,010
Really? 'Cause I was aiming

88
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for the emergency brake behind you.
Huh?

89
00:04:27,730 --> 00:04:30,230

90
00:04:30,260 --> 00:04:32,530

91
00:04:38,110 --> 00:04:40,970
Hello, New York!

92
00:04:41,010 --> 00:04:42,830

93
00:04:42,870 --> 00:04:45,890
I know, right? This guy reeks.

94
00:04:45,930 --> 00:04:49,360
This is for you.
And this is for you.

95
00:04:49,400 --> 00:04:51,550
Hey, nabbing criminals
is our job.

96
00:04:51,580 --> 00:04:53,810
And I salute you for it.

97
00:04:53,840 --> 00:04:58,190
Ow.

98
00:04:58,220 --> 00:05:00,900
I can't believe I'm late for my first
meeting with my class advisor.

99
00:05:03,880 --> 00:05:07,470
Hey, buddy. I'm supposed to meet
Dr. Otto Octavius here.

100
00:05:07,510 --> 00:05:09,960
Any idea where he might be?

101
00:05:09,990 --> 00:05:11,360
Follow me.

102
00:05:13,800 --> 00:05:16,060
Oh, thanks so much.

103
00:05:16,090 --> 00:05:17,930
Hopefully, he won't
notice I'm late.

104
00:05:17,970 --> 00:05:20,960
Rumor has it he can
be really cranky.

105
00:05:21,000 --> 00:05:23,490
I mean, don't get
me wrong, the man's a genius.

106
00:05:23,520 --> 00:05:26,230
He even won the city's
science prize last year.

107
00:05:26,270 --> 00:05:28,480
Oh, yeah. There it is. But why
is the mayor giving it to you?

108
00:05:28,500 --> 00:05:30,430
Could he not make it?

109
00:05:30,460 --> 00:05:32,400
Or did you...

110
00:05:32,430 --> 00:05:34,710
Did he...

111
00:05:34,740 --> 00:05:36,600
You're Dr. Octavius, aren't you?

112
00:05:36,640 --> 00:05:39,750
And you are late, Mr. Parker.

113
00:05:39,790 --> 00:05:41,920
Not to mention unobservant.

114
00:05:41,960 --> 00:05:44,470
I'm so sorry, Dr. Octavius.

115
00:05:44,500 --> 00:05:46,140
It's just that you
look younger than I do.

116
00:05:48,110 --> 00:05:49,960
Great first impression, Parker.

117
00:05:49,990 --> 00:05:51,900
This is your new lab.

118
00:05:51,930 --> 00:05:56,200
Oh. Wait. This can't be right.
This is Harry's lab.

119
00:05:56,240 --> 00:05:59,700
Harry Osborn is no longer
at this school.

120
00:05:59,730 --> 00:06:02,020
Yeah, but he'll be back.

121
00:06:02,050 --> 00:06:03,710
Isn't there another lab
I could use?

122
00:06:03,750 --> 00:06:06,180
No.

123
00:06:06,220 --> 00:06:10,570
There are no other labs
available at this moment.

124
00:06:10,600 --> 00:06:13,870
Now, rip that
nameplate off for me.

125
00:06:13,910 --> 00:06:17,450
I... I feel really weird about this.
Maybe I don't need a lab.

126
00:06:17,480 --> 00:06:20,290
Trust me,
you're going to need a lab.

127
00:06:20,330 --> 00:06:22,810
Now, take that name down
and put this one up.

128
00:06:30,760 --> 00:06:32,840
Once this place is cleared out,
it will all be yours.

129
00:06:35,460 --> 00:06:37,440
How long will that take?

130
00:06:37,470 --> 00:06:39,650
Depends on how fast
you can move.

131
00:06:39,680 --> 00:06:41,440
I have to move everything?

132
00:06:41,480 --> 00:06:43,710
All confiscated experiments

133
00:06:43,740 --> 00:06:45,260
go in the vault
at the end of the hall.

134
00:06:55,120 --> 00:06:57,520
What is all this, Harry?

135
00:06:57,560 --> 00:06:59,470
What in the world
were you working on?

136
00:07:00,980 --> 00:07:04,110
Oh. My Spidey-Sense.

137
00:07:04,140 --> 00:07:06,590
Peter! I was told
I'd find you in here.

138
00:07:06,630 --> 00:07:09,410
Come with me. I wanna
introduce you to someone.

139
00:07:09,450 --> 00:07:12,010
Uh, has anyone seen Gwen Stacy?

140
00:07:12,050 --> 00:07:13,270
I wanted her to meet Peter.

141
00:07:13,310 --> 00:07:14,620
You know Gwen.

142
00:07:14,650 --> 00:07:18,770
The princess of preparation
is out collecting samples.

143
00:07:18,800 --> 00:07:21,150
But we can show
the newbie around.

144
00:07:21,180 --> 00:07:23,950
We sure can. Welcome
to the Think Tank, Pete.

145
00:07:23,980 --> 00:07:28,050
This is where we mix,
mingle, and motivate.

146
00:07:28,090 --> 00:07:31,110
What he means is, this is where
we show off the work we're doing.

147
00:07:31,150 --> 00:07:34,260
Yeah. Check out this
security robot I made.

148
00:07:34,260 --> 00:07:36,040
Yo! Something isn't right.

149
00:07:36,060 --> 00:07:37,800
I got tired of
the usual robotic voice,

150
00:07:37,830 --> 00:07:40,070
so I just replaced it
with my own.

151
00:07:40,100 --> 00:07:41,830
Huh? Let go!
You're outta here, buddy.

152
00:07:41,870 --> 00:07:43,500
You must not be
in the system yet.

153
00:07:43,540 --> 00:07:45,610
Uhh...

154
00:07:45,610 --> 00:07:48,790
Oh, looks like I get to show off
my new scrambler.

155
00:07:48,830 --> 00:07:50,970
It can cut the power to
anything mechanical. Hey...

156
00:07:51,000 --> 00:07:54,000
Nice work, Anya. [Grunts]

157
00:07:54,040 --> 00:07:56,770
Now, students,
regarding Miles's robot,

158
00:07:56,810 --> 00:07:58,670
how could this situation
have been avoided?

159
00:07:58,700 --> 00:08:00,370
Visual recognition?

160
00:08:00,400 --> 00:08:02,370
Um, automatic updates?

161
00:08:02,410 --> 00:08:05,260
Uh, boxers instead of briefs?

162
00:08:05,290 --> 00:08:08,160

163
00:08:08,200 --> 00:08:10,970
Is that the best idea
you can come up with?

164
00:08:11,010 --> 00:08:14,090
Man, Gwen Stacy
is gonna eat you alive.

165
00:08:14,170 --> 00:08:18,170
Let's not be so hard on Peter.
It is his first week.

166
00:08:18,210 --> 00:08:21,790
I'm sure he has plenty of ideas
he can contribute to the group.

167
00:08:21,830 --> 00:08:24,340
Don't you, Peter? Uh...

168
00:08:24,370 --> 00:08:27,350
Of course I have ideas.

169
00:08:27,390 --> 00:08:29,840
I have tons of ideas.

170
00:08:29,880 --> 00:08:32,570
Starting with the ideas to keep
my ideas safely in my backpack.

171
00:08:32,600 --> 00:08:34,500
Stop saying "ideas."

172
00:08:34,540 --> 00:08:36,790
Be right backpack.

173
00:08:36,820 --> 00:08:39,050
Man, do I feel out of my league.

174
00:08:39,080 --> 00:08:41,080
But you can do this, Parker.

175
00:08:41,110 --> 00:08:44,250
They want ideas.
You'll give 'em ideas.

176
00:08:44,280 --> 00:08:47,980

177
00:08:48,010 --> 00:08:50,030
And I got nothin'.

178
00:08:50,060 --> 00:08:53,080
Gotta relax. Something
will come to me. Huh?

179
00:08:53,120 --> 00:08:55,280
Having a little trouble?

180
00:08:55,320 --> 00:08:57,520
I'm staying late
to study the stars.

181
00:08:57,550 --> 00:09:02,900
Even though the sun is a star
and can be seen during the day.

182
00:09:02,930 --> 00:09:06,880
Peter, there's no need to worry. Lots of
students stay late to work on their projects.

183
00:09:06,910 --> 00:09:09,850
An idea will come to you. Just start with
something that's close to your heart.

184
00:09:09,870 --> 00:09:11,230
See ya tomorrow.

185
00:09:11,270 --> 00:09:13,280
Thanks, Max.

186
00:09:13,310 --> 00:09:16,730
Close to my heart, huh?

187
00:09:16,760 --> 00:09:19,480
Then this might be the perfect time
to perfect my Spider-Man costume.

188
00:09:27,210 --> 00:09:29,200

189
00:09:33,470 --> 00:09:36,580
Sorry, Aunt May.
I just lost track of the hour.

190
00:09:36,620 --> 00:09:38,520
Time flies
when you're having fun.

191
00:09:38,550 --> 00:09:40,460
I'll be home soon.

192
00:09:40,500 --> 00:09:43,150
Yo! Something isn't right.
Huh?

193
00:09:43,180 --> 00:09:45,930
Yo! Something
isn't right. Uh-oh.

194
00:09:45,970 --> 00:09:51,160
I don't recall anyone working on
a techno-organic thingamajigger.

195
00:09:51,200 --> 00:09:53,520
I don't suppose you've got
a student ID, do ya?

196
00:09:53,560 --> 00:09:55,310
Whoa. Whoa. 

197
00:09:55,340 --> 00:09:57,490

198
00:09:57,530 --> 00:09:58,690
Hey! Nobody pushes me around!

199
00:10:00,340 --> 00:10:02,390
Actually, that's not true.

200
00:10:02,430 --> 00:10:04,710
Everyone pushes me around.

201
00:10:04,750 --> 00:10:08,140
But I think I know
someone who can't.

202
00:10:08,170 --> 00:10:10,830
Something tells me that's not
a school-sanctioned project.

203
00:10:10,860 --> 00:10:14,610
So hand it over.

204
00:10:14,650 --> 00:10:17,290
Uh-oh. I think I know
what that does now.

205
00:10:20,160 --> 00:10:22,640

206
00:10:22,680 --> 00:10:25,130
Wow. No wonder Tony Stark
wears an armored suit.

207
00:10:25,170 --> 00:10:27,480
This job hurts.

208
00:10:27,550 --> 00:10:29,580
I was hoping to test
my new tech out before using it,

209
00:10:29,600 --> 00:10:31,110
but this leaves me no choice.

210
00:10:31,150 --> 00:10:34,590
And almost no pants.

211
00:10:34,630 --> 00:10:36,270
Time to debut the new
Spidey fashion line.

212
00:10:48,230 --> 00:10:50,560
Hold it right there!
Let's see how you do

213
00:10:50,600 --> 00:10:52,400
against new and improved Spidey.

214
00:10:52,430 --> 00:10:54,320

215
00:10:54,350 --> 00:10:56,550
Not a fan of the new look,
are ya?

216
00:10:56,590 --> 00:10:59,410
Give it some time.
It grows on ya, like a pimple.

217
00:10:59,450 --> 00:11:01,530
Oh, wait.
I used that one already.

218
00:11:01,570 --> 00:11:04,740
Whoa!

219
00:11:04,770 --> 00:11:07,340
Time to workshop
some new material.

220
00:11:07,370 --> 00:11:09,490
So maybe you could quite trying
to disrupt my evening.

221
00:11:09,530 --> 00:11:11,430

222
00:11:14,260 --> 00:11:16,620
Look out!

223
00:11:16,660 --> 00:11:20,150
Whoa! W-W-W-Whoa!

224
00:11:20,190 --> 00:11:22,620
Spider-Man?

225
00:11:22,660 --> 00:11:24,830
What's going on?
I don't know exactly,

226
00:11:24,870 --> 00:11:28,230
but whatever that thing was,
I let it get away.

227
00:11:28,260 --> 00:11:30,420
You saved my life.

228
00:11:30,460 --> 00:11:32,320
And if it was a choice
between the two,

229
00:11:32,360 --> 00:11:33,810
I think you picked
the right one.

230
00:11:33,840 --> 00:11:35,740
Thanks. I appreciate that.

231
00:11:35,780 --> 00:11:38,640
Hey, do I know you?
You sound familiar.

232
00:11:38,670 --> 00:11:41,040
Uhh...Uh, no.

233
00:11:41,080 --> 00:11:43,170
I don't think we've met before.

234
00:11:43,200 --> 00:11:46,160
I just have one of those
familiar-sounding voices.

235
00:11:46,200 --> 00:11:48,910
You okay? Uh... Mm. Huh?

236
00:11:48,940 --> 00:11:52,000
Uh, no. I'm fine.

237
00:11:52,040 --> 00:11:54,380
Guess my robot
needs more work, huh?

238
00:11:54,410 --> 00:11:55,670
What would give you that idea?

239
00:11:55,690 --> 00:11:58,260
Something isn't...

240
00:11:58,290 --> 00:12:01,110
Phew.

241
00:12:01,150 --> 00:12:03,790
What a tough day. Let's hope
they're not all like this.

242
00:12:03,820 --> 00:12:05,980
It's not that easy.
Huh?

243
00:12:06,020 --> 00:12:08,530
Without Ben here, the bills
are starting to pile up.

244
00:12:08,570 --> 00:12:10,490
I don't know what
I'm gonna do, Anna.

245
00:12:10,520 --> 00:12:12,710
I had no idea
it was so expensive.

246
00:12:12,750 --> 00:12:14,230
I hope she's not talking
about what I think she is.

247
00:12:14,250 --> 00:12:16,550

248
00:12:16,590 --> 00:12:18,780
The tuition bill! I knew it!

249
00:12:18,810 --> 00:12:20,590
And job listings?

250
00:12:20,620 --> 00:12:22,560
No, Aunt May. This stops here.

251
00:12:22,590 --> 00:12:26,760
I won't let you take an extra job
just so that I can stay at Horizon.

252
00:12:26,800 --> 00:12:28,960
I should've never
accepted this position.

253
00:12:31,600 --> 00:12:33,730
You okay, Pete?
You seem a little down.

254
00:12:33,770 --> 00:12:36,400
Just money troubles.
I hate to say it,

255
00:12:36,400 --> 00:12:38,510
but I don't think I can afford
to go to Horizon.

256
00:12:38,540 --> 00:12:41,130
Do you need some help? No!

257
00:12:41,170 --> 00:12:44,650
I couldn't live with myself if I
took your lab and your money.

258
00:12:44,730 --> 00:12:47,610
I have to figure this out
on my own. But thanks.

259
00:12:47,650 --> 00:12:49,720
Up to you. But after last night,

260
00:12:49,760 --> 00:12:51,890
I'm surprised there's still
a school to go to.

261
00:12:51,930 --> 00:12:53,660
Is it true you were there
when it happened?

262
00:12:53,700 --> 00:12:56,540
Yeah. Wow.

263
00:12:56,580 --> 00:12:58,020
And that thing just started
ripping the place apart, huh?

264
00:12:58,040 --> 00:13:00,020
Not really.

265
00:13:00,050 --> 00:13:02,980
It sort of just
went after your stuff.

266
00:13:03,020 --> 00:13:05,820
My stuff? Yeah.

267
00:13:05,850 --> 00:13:08,080
The exact same stuff
you asked me to get for you.

268
00:13:08,120 --> 00:13:09,770
W-What's that supposed to mean?

269
00:13:09,810 --> 00:13:13,570
You think I had something to do with it?
No! Of course not.

270
00:13:13,600 --> 00:13:15,930
I just... I don't know
what I'm saying.

271
00:13:15,960 --> 00:13:17,780
But I was able
to snag this for ya.

272
00:13:17,810 --> 00:13:21,850
Wanna tell me what it is? I
can't tell you, Pete. It's...

273
00:13:23,970 --> 00:13:26,240
Look, my dad is creating
a school for me.

274
00:13:26,270 --> 00:13:28,630
A school that'll be in direct
competition with Horizon.

275
00:13:28,670 --> 00:13:29,920
I have to keep
some things secret.

276
00:13:29,940 --> 00:13:31,960
So you can create bombs?

277
00:13:31,990 --> 00:13:33,680
Bombs?

278
00:13:33,710 --> 00:13:37,110
It's not a bomb.
It's a...

279
00:13:37,150 --> 00:13:39,810
Ah, very clever, Parker.

280
00:13:39,840 --> 00:13:42,740
Very clever.
But I'm not that easy.

281
00:13:42,770 --> 00:13:44,050
This baby will remain a mystery.

282
00:13:47,330 --> 00:13:49,640
Much like the answer to,

283
00:13:49,680 --> 00:13:51,200
"How will I afford
to stay at Horizon?"

284
00:13:57,370 --> 00:14:00,610
What am I doing, Uncle Ben?

285
00:14:00,650 --> 00:14:03,930
It's hard enough splitting my time between
being a student and being a hero,

286
00:14:03,970 --> 00:14:06,830
and now I'm adding janitor
into the mix?

287
00:14:06,860 --> 00:14:08,740
When will I have time
to focus on my schoolwork?

288
00:14:11,610 --> 00:14:13,980
Can I go inside and play with
my chemistry set, Uncle Ben?

289
00:14:14,010 --> 00:14:15,210
As soon as we're done
raking leaves, Petey.

290
00:14:15,240 --> 00:14:17,300
Ugh! When I get older,

291
00:14:17,340 --> 00:14:20,320
I'm going to be a scientist
so I don't have to rake leaves.

292
00:14:20,360 --> 00:14:23,560
You wanna hear a funny story?

293
00:14:23,600 --> 00:14:26,620
When I was your age
I hated to rake leaves.

294
00:14:26,660 --> 00:14:29,010
I would've much rather
been painting model trains.

295
00:14:29,040 --> 00:14:32,350
Then one day,
I came up with an idea.

296
00:14:32,390 --> 00:14:36,600
If I could get everyone in the neighborhood
to pay me to rake their leaves,

297
00:14:36,680 --> 00:14:39,860
I could make enough money
to buy a model train.

298
00:14:39,900 --> 00:14:42,590
And wouldn't you know it?
It worked.

299
00:14:42,620 --> 00:14:44,100
So it just goes to show ya,

300
00:14:44,130 --> 00:14:48,170
sometimes hard work is just
the break your brain needs

301
00:14:48,200 --> 00:14:50,260
to jump-start a new idea.

302
00:14:50,300 --> 00:14:52,020
Good thinking, Uncle Ben.

303
00:14:55,410 --> 00:14:58,140
Peter, I just got
the strangest e-mail.

304
00:14:58,180 --> 00:15:01,120
Did you apply for the janitor
job here at Horizon?

305
00:15:01,160 --> 00:15:04,100
I did, Max.

306
00:15:04,140 --> 00:15:07,260
The truth is, my Aunt May really
can't afford to send me here.

307
00:15:07,300 --> 00:15:09,480
So unless I can contribute in some
way, I don't see how I can stay.

308
00:15:09,500 --> 00:15:11,780
I respect that, Peter.

309
00:15:11,820 --> 00:15:13,390
Tell you what I'm gonna do.

310
00:15:13,430 --> 00:15:16,560
I've been thinking about who
can be my new lab assistant.

311
00:15:16,600 --> 00:15:17,780
It wouldn't be much money,
of course,

312
00:15:17,800 --> 00:15:20,780
but it would be enough
to contribute to the bills.

313
00:15:20,810 --> 00:15:23,150
Are you interested?

314
00:15:23,190 --> 00:15:25,610
Yes, sir!

315
00:15:25,650 --> 00:15:29,130
Good, then you can start by
helping me with my next project.

316
00:15:29,170 --> 00:15:32,370
You bet! Should I grab the atom splitter?
The molecule condenser?

317
00:15:32,410 --> 00:15:36,210
No, but you can grab a broom.

318
00:15:36,240 --> 00:15:37,650
'Cause I've gotta clean this place
up after last night's break-in.

319
00:15:37,670 --> 00:15:40,060
A broom?

320
00:15:40,100 --> 00:15:42,680
There's nothing wrong
with hard work, Peter.

321
00:15:42,720 --> 00:15:46,450
Sometimes it's just the break your
brain needs to jump-start a new idea.

322
00:15:46,490 --> 00:15:48,590
So I've heard.

323
00:15:48,590 --> 00:15:51,230
And, hey, Anya and I
are heading back to Midtown

324
00:15:51,270 --> 00:15:53,260
to investigate more
into Harry's situation.

325
00:15:53,290 --> 00:15:55,960
You should come. Me?

326
00:15:56,000 --> 00:15:59,050
Sure. You know Harry
better than anyone.

327
00:15:59,080 --> 00:16:00,760
I think we'd benefit
from having you there.

328
00:16:03,550 --> 00:16:07,230

329
00:16:07,310 --> 00:16:10,440
Well, well, well, look who's
back at Midtown High.

330
00:16:10,440 --> 00:16:14,000
Guess you're not so smart
after all, are ya, Osborn?

331
00:16:14,030 --> 00:16:16,480
Smart enough to know
someone set me up, Smythe.

332
00:16:16,520 --> 00:16:18,210
You're a fraud.

333
00:16:18,240 --> 00:16:21,590
And you're as clueless
as your old man.

334
00:16:21,620 --> 00:16:23,660

335
00:16:23,700 --> 00:16:25,670
Boys, stop it!

336
00:16:25,710 --> 00:16:30,190
Uh... Max?
What are you guys doing here?

337
00:16:30,230 --> 00:16:32,600
Talking to people
about your character, Harry.

338
00:16:32,630 --> 00:16:35,580
You, too, Pete?
No! I'm just here to...

339
00:16:35,620 --> 00:16:37,130
Huh?

340
00:16:37,160 --> 00:16:40,010

341
00:16:45,960 --> 00:16:48,060
Harry! Please be empty.
Please be empty.

342
00:16:50,950 --> 00:16:53,920
Hey! Let me go!

343
00:16:53,950 --> 00:16:57,060
Yo! Metal head! Aah!

344
00:16:59,920 --> 00:17:02,400
First Horizon, now Midtown?
What are you, school shopping?

345
00:17:04,620 --> 00:17:06,570
Nice try.

346
00:17:06,610 --> 00:17:10,230
But if you think I'm gonna let you
just take off with a student,

347
00:17:10,260 --> 00:17:12,000
you don't have a good grip
on the situation.

348
00:17:12,030 --> 00:17:13,310
Or the student, for that matter.

349
00:17:15,420 --> 00:17:19,430
Is this because
I called you "metal head"?

350
00:17:19,460 --> 00:17:21,330
'Cause if you look closer, you'll
see I'm a really nice guy.

351
00:17:21,360 --> 00:17:22,630
Spider-Man, hang on!

352
00:17:24,490 --> 00:17:26,860

353
00:17:26,900 --> 00:17:29,130
Whoa! Love that piece of tech.

354
00:17:29,160 --> 00:17:32,120
Thanks. Do I know you?
You sound familiar.

355
00:17:32,160 --> 00:17:35,470

356
00:17:35,500 --> 00:17:37,830
I thought I
took this robot down!

357
00:17:37,870 --> 00:17:39,840
Your tech disables machines.

358
00:17:39,880 --> 00:17:42,580
This thing seems to be semi-organic.

359
00:17:42,610 --> 00:17:44,740
And all around mean!

360
00:17:46,860 --> 00:17:48,220

361
00:17:48,260 --> 00:17:49,880
I have to stop this thing
from crushing me.

362
00:17:49,900 --> 00:17:51,590
Wait a minute.

363
00:17:51,620 --> 00:17:54,370
Aah! What are you doing?

364
00:17:54,410 --> 00:17:57,070
Help! This Spider-Man's
trying to get me!

365
00:17:57,100 --> 00:18:00,540
Not you. But clearly, this
thing senses something on you.

366
00:18:00,570 --> 00:18:01,890

367
00:18:01,930 --> 00:18:04,210
So, let's give it what it wants.

368
00:18:11,450 --> 00:18:14,700
Too bad I wasn't
bitten by an enhanced turtle.

369
00:18:14,740 --> 00:18:18,090
I could really use
a hard outer shell about now.

370
00:18:18,120 --> 00:18:21,260
That guy's a menace.
You all saw it.

371
00:18:21,290 --> 00:18:22,990
He tried to pull me
into the danger.

372
00:18:23,030 --> 00:18:25,060
That's not true. I was...

373
00:18:25,100 --> 00:18:28,470
Every time you show up,
something bad happens.

374
00:18:28,510 --> 00:18:32,250
Harry, he saved our lives. Twice now.
You're being played, Anya.

375
00:18:32,250 --> 00:18:36,050
He's hiding something,
and I intend to prove it.

376
00:18:36,090 --> 00:18:39,280
I'm sorry he feels
that way, Spider-Man.

377
00:18:39,320 --> 00:18:42,690
Especially since saving us from destructions
seems to be a regular thing with you.

378
00:18:42,730 --> 00:18:44,740
Well, this time, I think
we all played a part.

379
00:18:44,770 --> 00:18:47,050
Awesome.

380
00:18:47,080 --> 00:18:48,850
We should get one with Peter.

381
00:18:48,890 --> 00:18:51,550
Where is Peter? Oh, uh, uh...

382
00:18:51,590 --> 00:18:54,870
Shucks! I'd love to, but, uh,
I got someplace I need to be.

383
00:18:54,910 --> 00:18:56,710
Have a great day!

384
00:18:56,740 --> 00:18:59,870
That guy has
the oddest-sounding voice.

385
00:18:59,910 --> 00:19:02,260
I know. He was even
speaking Spanish earlier.

386
00:19:02,290 --> 00:19:04,270
Hey, guys. You okay?

387
00:19:04,310 --> 00:19:05,510
Where were you?

388
00:19:05,540 --> 00:19:08,310
What do you mean, where was I?

389
00:19:08,350 --> 00:19:10,420
There was a giant robot attacking.
I was hiding in the bathroom.

390
00:19:10,440 --> 00:19:13,440
Well, you missed getting
a picture with Spider-Man.

391
00:19:13,480 --> 00:19:15,560
Yeah. I'm gonna post it
on the Horizon High Web site.

392
00:19:17,400 --> 00:19:19,740
You almost had him, Dad.

393
00:19:19,770 --> 00:19:22,170
Don't worry, son.

394
00:19:22,200 --> 00:19:25,460
The Vulture, the Slayers...
All part of his master plan.

395
00:19:33,230 --> 00:19:36,330
Hey, Aunt May.

396
00:19:36,370 --> 00:19:39,290
Oh, Peter. You startled me.

397
00:19:39,330 --> 00:19:42,250
Can I get you a piece
of cake or something?

398
00:19:42,290 --> 00:19:44,110
No, you do enough for me,
Aunt May.

399
00:19:44,140 --> 00:19:45,870
In fact, I should
do more for you.

400
00:19:45,910 --> 00:19:48,890
Oh, hogwash. You do plenty.

401
00:19:48,920 --> 00:19:51,420
Just study hard and make
the most of your talents.

402
00:19:51,460 --> 00:19:54,020
I'll take care of the rest.

403
00:19:54,050 --> 00:19:56,530
Funny you should
mention studying.

404
00:19:56,560 --> 00:19:59,050
I spoke to Max today, and he
said that my grades qualify me

405
00:19:59,080 --> 00:20:00,780
for a partial scholarship
to Horizon.

406
00:20:00,820 --> 00:20:04,690
What? Oh, Peter,
that's wonderful!

407
00:20:04,730 --> 00:20:09,110
You are forever making
your uncle and I proud.

408
00:20:09,140 --> 00:20:12,270
Well, now I insist
we have some cake.

409
00:20:12,300 --> 00:20:14,330
Just as soon as I
take out the trash.

410
00:20:14,360 --> 00:20:15,930
Let me, Aunt May.

411
00:20:20,790 --> 00:20:24,090
Anna Watson, you are never
going to believe what happened.

412
00:20:24,120 --> 00:20:27,060
Peter got a scholarship
to Horizon.

413
00:20:27,100 --> 00:20:30,070
I know. I'm so relieved.

414
00:20:30,100 --> 00:20:33,830
Little white lies aside,

415
00:20:33,910 --> 00:20:36,240
this hasn't been such a bad
first day on the job.

416
00:20:36,280 --> 00:20:38,140
In fact, I'm feeling pretty good.

417
00:20:38,170 --> 00:20:41,210
Oh, come on! Really?

418
00:20:41,220 --> 00:20:43,430
You're not the same pigeon
from earlier, are you?

419
00:20:43,470 --> 00:20:47,290
I mean, scientifically speaking,
the odds are 4,750 to one,

420
00:20:47,330 --> 00:20:50,580
but, well,
let's just say you are,

421
00:20:50,620 --> 00:20:53,240
so we can get a second chance
at this relationship.

422
00:20:53,280 --> 00:20:56,460
Maybe that's the thing
about second chances.

423
00:20:56,500 --> 00:20:58,860
They're not about
doing things differently,

424
00:20:58,890 --> 00:21:01,470
they're about
seeing things differently.

425
00:21:01,500 --> 00:21:03,430
Like an opportunity
instead of a struggle.

426
00:21:03,460 --> 00:21:06,160

427
00:21:06,200 --> 00:21:09,930
A hero instead of a celebrity.

428
00:21:09,960 --> 00:21:13,020
Or even friends
where you first saw strangers.

429
00:21:13,050 --> 00:21:15,250
You were right, Uncle Ben.

430
00:21:15,290 --> 00:21:17,870
Your talent was
making sense of things.

431
00:21:17,900 --> 00:21:20,600
I don't know if being a
superhero is my talent,

432
00:21:20,640 --> 00:21:22,750
but if you wouldn't mind
keeping an eye on me,

433
00:21:22,780 --> 00:21:24,510
I've got a sense
we could do this together.

434
00:21:24,540 --> 00:21:26,290
Huh?

435
00:21:28,690 --> 00:21:36,690
And we might even have some fun.
Whoo-hoo!


