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Spider-Man and his Amazing Friends!

Iceman and Firestar.

Spider-Man and his Amazing Friends!

The mysteries abounding in deep space cannot be imagined,

even by man's most adventurous dreamers.

Life forms, forces, influences totally alien to man's knowledge

may exist in unimaginable numbers.

Forces capable of bizarre, catastrophic, supernatural evil.

Your class, Project Rocket Probe,

for which you all joined me here before dawn,

will, of course, not encounter any of these evil forces, we hope.

Professor Welles, something's headed our way.

Something, Mr Parker? Be more specific.

Is it a meteor, an aeroplane or an intergalactic frisbee?

It's a light. A blue light.

It's just a meteor. It'll miss the airport by ten miles to the east.

But that's right in the aeroplane landing pattern.

Got to warn them off.

We're ten miles east of the field and coming in for a landing.

- What the... - It's Firestar.

- She wants us to change course. - Then do it.

Now.

That thing would have hit us for sure.

Swarm.

This is private property. Get your bees out of here, mister.

Swarm.

Swarm? I'll take this pitchfork to you. Now, beat it.

Swarm.

OK, you asked for it.

I saw it, but I don't believe it.

No! Don't come closer!

Swarm.

Swarm.

Swarm is my master.

I am a worker. I work for Swarm.

Everyone will work for Swarm.

Everyone will work for Swarm.

Everyone!

It's horrible. Horrible.

Me and my big mouth.

Attack.

Attack.

Buzz off!

Swarm.

This is incredible. Better get the guys fast.

Come on, Peter. This is the last car going to search for the meteor.

I've got to find out what happened to Angelica.

Poor puny Parker.

Angelica never runs off when she's on a date with old Flash Thompson.

She's never been on a date with you, Flash.

Yeah? Ask her about last Thursday at the big fraternity hoedown.

- See you, Parker. - Watch out for that puddle, Flash.

Nice dive, Flash. Now move it or we're leaving without you.

I'll catch up with you.

Firestar. I was worried.

Well, don't stop. There's big trouble.

Change to Spidey, get Iceman and meet me at Miller's Meadow.

And stay away from bees. Eight feet tall with blue eyes.

Sure.

Oh, no. My costume's at home being cleaned.

Hope nobody sees me.

I was dreaming of Angelica, bug-face.

Stow it, Bobby, and freeze-dry my Spidey suit.

We're on duty.

OK, but there'd better be a practically indestructible supervillain out there.

How about bees? Eight feet tall with blue eyes.

That qualifies.

That's cold.

This is fascinating. We must examine it more closely.

No, don't. Stay back.

Swarm.

Swarm.

Get back in your hive. Get back!

Swarm.

Swarm is my master.

I work for Swarm.

My cage won't hold him.

A solid firewall might do it.

Swarm needs drones.

Soldier drones.

Go. Bring workers. Workers for Swarm.

Workers for the hive.

Mush!

Look. Giant bees.

No!

Bees don't like cold. I'll drive them off.

I'll go for the people.

Oh, dear. I'd better get the screens from the garage.

The king bee himself.

Boy, get him angry and he really goes to pieces.

Let's find out what he wants.

But don't get too close or he'll zap you with a blue ray from his eyes.

You are good workers. Join.

Join Swarm and work as one for the community hive.

We're humans, not insects.

We're separate individuals with our own minds, our own lives.

- Look out! - Move it!

Individual thought breeds chaos.

All will work for Swarm, for the universal community hive.

Look. Flash Thompson and Professor Welles.

- They're bee people. - I told you.

Aunt May.

Throw heat and cold at his head so he won't be able to use the ray,

and we'll get them out of here.

NOW!

Flash, I never liked you anyway.

No!

It doesn't work. My spider blood must make me immune.

Guys!

Swarm.

Attack!

Swarm.

Come on, guys, snap out of it. We're the Spider-Friends, remem...

With friends like that, who needs enemies?

Got to find out the power behind Swarm.

And dodge my best friends at the same time.

Maybe Swarm's power's radioactive. From that meteor.

If that's true...

Then if I shield them from his radioactivity,

they might transform back.

I've got it. The room lined with lead in the physics lab.

No radiation can get in or out.

Here's the physics building. No time to look for a parking spot.

Skidding. Can't stop.

Swarm.

Guys!

When are you gonna start to play rough?

The lead room is right under my feet.

Swarm.

Your eyes. The antennas.

- Spider-man! - Web-head!

So what's happening, man?

You were zapped by the same radiation that created Swarm.

In the lead room, no radiation could get in.

We've got to locate the blue core of the meteor and destroy it

or send it back into space.

OK. Everything straight? Let's put on the fake eyes.

Will they notice I'm not wearing wings?

If they do, you will be.

OK, Spidey, hang on. I'm flying us in.

Good. He did not escape.

Alley-cop!

Eat your heart out, OJ.

- Buttonhook. - Grab it and go, baby, go.

Gotcha.

15-yard penalty for roughing the passer.

Alert! Alert! The power source is stolen. Alert!

Come on, webs, let's get out of here.

The ice mirror!

Going up. Second floor, bees. Third floor, bees.

Fourth floor, big bees.

Penthouse, everybody out.

Slide, Spidey, slide.

Come on, hurry.

Huffy-.

Swarm.

No!

- It was open. - Sorry.

I put it in the rocket.

Attack.

We'll have to distract Swarm so we can open the roof to launch the rocket.

I've got it. Smoke. Bees stay away from smudge pots.

The leaves around here are wet.

I'll start them smouldering and...

She'd better hurry or we're done for.

OK, guys. Now.

No time to count down. Here goes.

Swarm.

It worked!

As the radiation gets farther away, we ought to see a change.

Swarm.

What am I doing here?

Professor Welles!

I was holding a class.

I've got something important to ask you, Firestar.

Sure. What?

Did you go to the fraternity hoedown last Thursday with Flash Thompson?

- What do you think? - I think... I don't want to know.

- Oh, boy! Pancakes. - And a special surprise.

I don't know why but I have this craving for honey.

Subtitles by IMS

KEN

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