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♪♪
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00:00:05,405 --> 00:00:07,506
[Spider-Man]
Any architect will tell you
that no matter
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00:00:07,541 --> 00:00:10,575
how impressive
a structure is,
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00:00:10,610 --> 00:00:13,345
it's only as strong
as its weakest link.
5
00:00:15,682 --> 00:00:16,882
[tires screeching]
6
00:00:20,120 --> 00:00:24,423
[grunts]
Since when do you know
so much about bridges?
7
00:00:24,458 --> 00:00:26,091
You know everything
relates back to science.
8
00:00:26,126 --> 00:00:28,260
[Otto Octavius]
Are you two always this chatty?
Pretty much.
9
00:00:28,295 --> 00:00:31,063
Then I guess I'll be known
as the quiet one.
10
00:00:31,098 --> 00:00:32,731
[clamoring]
11
00:00:36,236 --> 00:00:39,704
This whole thing will come down
if we can't relieve
the pressure.
12
00:00:39,739 --> 00:00:43,442
How much time do we have?
They're breaking
every 12.6 seconds.
13
00:00:43,477 --> 00:00:46,445
You do the math.
So the answer is...
"not enough."
14
00:00:46,480 --> 00:00:48,680
The weight shouldn't matter
if we can create a web support
15
00:00:48,715 --> 00:00:50,515
with the proper
geometric angles--
16
00:00:50,550 --> 00:00:52,851
compression at its top part
and tension in its lower.
17
00:00:52,886 --> 00:00:54,719
[beeping]
Got it!
18
00:00:54,754 --> 00:00:56,722
Then stop the chitchat
and get to work.
19
00:00:58,125 --> 00:00:59,524
[Miles]
This feels weird.
20
00:00:59,559 --> 00:01:02,561
[grunts]
Costume riding up again?
21
00:01:02,596 --> 00:01:04,930
No, working
with the Octopus.
22
00:01:04,965 --> 00:01:07,532
That's Otto Octavius,
for crying out loud.
23
00:01:07,567 --> 00:01:11,603
He almost failed me
for using a No. 3 pencil!
24
00:01:11,638 --> 00:01:13,772
What if he starts
critiquing my spider moves?
25
00:01:13,807 --> 00:01:16,041
Relax. He doesn't know
we're his students.
26
00:01:16,076 --> 00:01:19,678
We're just two heroes
welcoming him
to the superhero community.
27
00:01:21,615 --> 00:01:24,583
Just one more pass, and...
[web lands]
28
00:01:24,618 --> 00:01:26,618
[Miles]
Had to get creative, huh?
29
00:01:26,653 --> 00:01:30,789
It's what I do...
along with keeping
this city safe.
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00:01:42,636 --> 00:01:45,604
[man on radio]Luckily for New York commuters,
31
00:01:45,639 --> 00:01:48,340
the Spider-Men,and the newest memberof their group, the Octopus,
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00:01:48,375 --> 00:01:50,442
were on hand to preventany serious injuries.
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00:01:50,477 --> 00:01:51,743
Turn that off.
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00:01:51,778 --> 00:01:53,812
Yes, sir.
Should I drive us home?
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00:01:53,847 --> 00:01:58,583
No. Keep circling
until I say otherwise.
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00:01:58,618 --> 00:02:01,153
Whoa!
[whimpering]
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00:02:01,188 --> 00:02:02,821
[snarling]
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00:02:06,960 --> 00:02:10,162
Don't you know claws
ruin a car's finish?
39
00:02:10,197 --> 00:02:13,798
Will you look at that!
I think someone's
pet lizard escaped.
40
00:02:13,833 --> 00:02:16,535
Better than battling
a giant hamster, I guess.
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00:02:16,570 --> 00:02:18,670
[grunts]
[growling]
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[grunts]
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00:02:21,374 --> 00:02:22,641
[thud]
[breathing heavily]
44
00:02:22,676 --> 00:02:24,709
What?
No witty remark?
Yep.
45
00:02:24,744 --> 00:02:27,746
He's definitely
going to be known
as the quiet one of the group.
46
00:02:29,883 --> 00:02:31,816
[growling]
[Spider-Man]
Oh, no, you don't!
47
00:02:31,851 --> 00:02:35,120
Arachna-pus formation!
We need a better name
for that.
48
00:02:35,155 --> 00:02:37,789
[grunting]
49
00:02:37,824 --> 00:02:39,525
[tires screeching]
50
00:02:40,994 --> 00:02:43,795
[grunts]
[Miles yells]
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00:02:43,830 --> 00:02:46,831
Gotcha!
You're not going any--
[growling]
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00:02:46,866 --> 00:02:50,569
[grunts]
Eww!
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00:02:52,239 --> 00:02:56,675
Don't worry.
I'll stop... him.
54
00:02:56,710 --> 00:02:59,744
Okay, so here's a fun fact
I forgot.
55
00:02:59,779 --> 00:03:02,347
Lizards have the ability
to detach their tails
56
00:03:02,382 --> 00:03:04,416
and compress their bodies
nearly flat.
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00:03:04,451 --> 00:03:08,820
Lucky us.
We get a... souvenir.
It is lucky, actually.
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00:03:08,855 --> 00:03:12,657
The DNA from this tail
will answer many
of our questions.
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00:03:12,692 --> 00:03:16,061
To the cave of analysis!
60
00:03:16,096 --> 00:03:19,864
No good?
I was referring to my lab
at Horizon High.
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00:03:19,899 --> 00:03:21,900
Thought you guys
wanted me to be witty.
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00:03:24,704 --> 00:03:29,207
It's definitely a member
of the Lepidosauria family,
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00:03:29,242 --> 00:03:31,543
but unlike the ones
we covered in class,
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00:03:31,578 --> 00:03:33,678
these seem to have traces
of something else.
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00:03:33,713 --> 00:03:35,914
[clears throat]
66
00:03:37,917 --> 00:03:42,254
I-- I mean, look at
all these squiggly things!
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00:03:42,289 --> 00:03:45,857
[sighs]
Those "squiggly things,"
as you call them,
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00:03:45,892 --> 00:03:47,892
are strands of human DNA.
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00:03:47,927 --> 00:03:50,895
If you were one of my students,
I'd expect you to know that.
70
00:03:50,930 --> 00:03:52,897
But--
That explains the Lizard's
size and posture,
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00:03:52,932 --> 00:03:55,734
but not why it was
attacking that car.
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00:03:55,769 --> 00:04:00,172
Maybe the question is
not why it was attacking,
but who was it attacking.
73
00:04:05,578 --> 00:04:07,612
You put a camera
in your arm?
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00:04:07,647 --> 00:04:09,147
Of course. For research.
75
00:04:09,182 --> 00:04:12,550
In fact, I've been
watching your spider moves,
76
00:04:12,585 --> 00:04:15,754
and I have a few suggestions
on how to improve them.
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00:04:15,789 --> 00:04:17,789
[quietly]
I told you he was
critiquing us.
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00:04:25,799 --> 00:04:28,133
[Spider-Man]
That's Norman Osborn's car.
79
00:04:28,168 --> 00:04:30,669
Why would a lizard
be attacking Norman?
80
00:04:30,704 --> 00:04:34,973
My expertise
is in atomic physics,
not reptilian behavior.
81
00:04:35,008 --> 00:04:37,842
Perhaps we could
use some help in this area.
82
00:04:37,877 --> 00:04:40,412
I'm running a search
for the best scientific minds
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00:04:40,447 --> 00:04:43,448
in the fields of genetics
and herpetology.
84
00:04:43,483 --> 00:04:46,184
Ah! Of course!
Dr. Curt Connors.
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00:04:46,219 --> 00:04:50,622
Geneticist, biologist,
biochemist, herpetologist.
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00:04:50,657 --> 00:04:53,825
And he just happens
to work for Oscorp.
87
00:04:53,860 --> 00:04:56,094
That's too much
of a coincidence
not to check out.
88
00:04:56,129 --> 00:05:01,099
Uh, may I remind you
that Norman Osborn
isn't exactly a fan of ours?
89
00:05:01,134 --> 00:05:04,869
Really? He's been nothing
but supportive of my genius.
90
00:05:04,904 --> 00:05:09,307
Perhaps your association with me
will improve your standing.
91
00:05:09,342 --> 00:05:11,643
Maybe he'll be
the cocky one of the group.
92
00:05:16,750 --> 00:05:19,951
Otto Octavius and...
[sighs]
93
00:05:19,986 --> 00:05:22,954
colleagues
to see Curt Connors.
94
00:05:22,989 --> 00:05:24,489
I'm sorry, sir.
95
00:05:24,524 --> 00:05:26,958
No one is allowed past this desk
without an appointment.
96
00:05:26,993 --> 00:05:30,128
Then just call me "Nobody."
97
00:05:30,163 --> 00:05:33,998
I'm sorry, sir.
I'm still not seeing
that name.
98
00:05:34,033 --> 00:05:36,000
I'm trying
to be quippy.
99
00:05:36,035 --> 00:05:37,902
Is it my delivery?
100
00:05:37,937 --> 00:05:39,738
Ah, they just need
to get to know you.
101
00:05:41,441 --> 00:05:45,610
In that case, behold,
the Octopus!
[groans]
102
00:05:47,180 --> 00:05:49,347
[alarm blaring]
Oh, boy.
103
00:05:49,382 --> 00:05:51,750
Now may have not been
the best time
to unleash those babies.
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00:05:53,186 --> 00:05:56,154
[yawns]
[grunting]
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00:05:56,189 --> 00:05:58,757
[crashing, clattering]
106
00:06:00,860 --> 00:06:02,827
[Otto]
Ow!
[grunting continues]
107
00:06:02,862 --> 00:06:06,831
Whoa!
[laser weapons continue firing]
108
00:06:06,866 --> 00:06:10,902
[Spider-Man grunts]
Yow!
[thud]
109
00:06:12,472 --> 00:06:15,039
Right according to plan.
110
00:06:15,074 --> 00:06:17,075
Deactivate security!
111
00:06:18,445 --> 00:06:21,079
I think we already
deactivated it.
112
00:06:23,049 --> 00:06:26,418
Oh, then please
accept my apologies.
113
00:06:26,453 --> 00:06:28,420
That was not meant for you.
114
00:06:28,455 --> 00:06:31,289
There have been some...
attempts on my life recently,
115
00:06:31,324 --> 00:06:33,625
and I needed
to heighten security.
116
00:06:33,660 --> 00:06:36,060
Otto, a pleasure
to see you again.
117
00:06:36,095 --> 00:06:38,863
I'm glad your talents
have evolved as I predicted.
118
00:06:38,898 --> 00:06:42,233
And congrats to the three of you
for saving the bridge
this morning.
119
00:06:42,268 --> 00:06:45,770
Hold on a second.
You're happy to see us?
120
00:06:45,805 --> 00:06:49,240
You're not going to try
and capture or experiment
on us?
121
00:06:49,275 --> 00:06:53,912
Yeah. 'Cause I'm scanning
your words for sarcasm,
and nothing's coming up.
122
00:06:53,947 --> 00:06:58,116
I told you that my association
would improve your likeability.
123
00:06:58,151 --> 00:07:02,320
Spider-Man,
I owe the both of you
an explanation.
124
00:07:02,355 --> 00:07:04,589
I rushed to judgment
when I met you two,
125
00:07:04,624 --> 00:07:08,326
and, well, maybe
it's been the attempt
on my life,
126
00:07:08,361 --> 00:07:12,230
but I realize I'm better off
with you as friends
than as enemies.
127
00:07:12,265 --> 00:07:14,265
We'll see.
128
00:07:14,300 --> 00:07:16,267
The reason we're here,
Norman,
129
00:07:16,302 --> 00:07:18,570
is because we wanted
to talk to Curt Connors
130
00:07:18,605 --> 00:07:22,073
about that lizard that
attacked your car earlier.
131
00:07:22,108 --> 00:07:24,142
I'm afraid
that won't be possible.
132
00:07:24,177 --> 00:07:26,578
You can't stand
in our way, Norman.
133
00:07:26,613 --> 00:07:31,115
I mean, you can't talk
to Curt Connors
about the Lizard
134
00:07:31,150 --> 00:07:33,785
because Curt Connors
is the Lizard.
135
00:07:33,820 --> 00:07:35,987
What? What happened?
[gasps]
136
00:07:36,022 --> 00:07:41,159
Curt was-- is one of Oscorp's
most brilliant scientists.
137
00:07:41,194 --> 00:07:44,128
But when he heard
I was funding research
in limb regeneration
138
00:07:44,163 --> 00:07:48,132
based on lizard DNA,
he thought he could apply it
to his lost arm.
139
00:07:48,167 --> 00:07:50,602
I told him that
the research wasn't ready,
140
00:07:50,637 --> 00:07:54,372
but he went behind my backand used the serumon himself anyway.
141
00:07:54,407 --> 00:07:57,041
It turned him intothat lizard creature.
[roaring]
142
00:07:57,076 --> 00:08:00,044
Now he blames me
and has been trying
to destroy me for it.
143
00:08:00,079 --> 00:08:03,014
What a pathetic waste
of a mind.
144
00:08:03,049 --> 00:08:06,017
[Lizard snarling]
[Spider-Men]
Huh?
145
00:08:06,052 --> 00:08:09,187
Dr. Connors, we were just
talking about you.
I'm outta here!
146
00:08:09,222 --> 00:08:11,356
Were your ears hurting?
Activate security!
147
00:08:11,391 --> 00:08:14,359
Something tells me
that's us!
[roars]
148
00:08:15,995 --> 00:08:19,197
[roaring]
149
00:08:19,232 --> 00:08:22,967
Wow! His tail came back
one, two, three!
[grunts]
150
00:08:23,002 --> 00:08:25,737
[yelling]
151
00:08:25,772 --> 00:08:29,007
And I'm coming back
with a one-two punch!
152
00:08:29,042 --> 00:08:31,543
Don't hurt him!
That's still Curt Connors.
153
00:08:31,578 --> 00:08:34,145
Arachna-pus formation!
Still not loving that name.
154
00:08:34,180 --> 00:08:38,082
No time for gymnastics.
We need to stop him
from hurting Norman!
155
00:08:38,117 --> 00:08:40,818
It's not gymnastics,
Otto.
156
00:08:40,853 --> 00:08:44,022
It's teamwork!
[groans]
157
00:08:44,057 --> 00:08:47,158
Norman, what type
of fire suppression
do you have here?
158
00:08:47,193 --> 00:08:50,896
A cooling gas system.
Perfect.
159
00:08:53,032 --> 00:08:55,033
[Spider-Men straining]
[growling]
160
00:08:55,068 --> 00:08:57,769
Lizards are cold-blooded.
161
00:08:57,804 --> 00:09:00,071
No heat, no movement.
162
00:09:01,274 --> 00:09:04,242
Thanks for
the h-h-heads-up.
163
00:09:04,277 --> 00:09:08,046
We should get him webbed
before he heats up again.
[Norman] No need.
164
00:09:08,081 --> 00:09:10,214
My technicians
have been working
on a containment suit
165
00:09:10,249 --> 00:09:12,016
in the hopes
we would capture him.
166
00:09:12,051 --> 00:09:16,254
It's probably best
if I keep him here.
167
00:09:16,289 --> 00:09:21,292
I have a team of scientists
working on a cure
from the original formula.
168
00:09:21,327 --> 00:09:24,862
[Spider-Man]
I'll admit, that containment
suit seems pretty secure.
169
00:09:24,897 --> 00:09:27,198
Otto, I need your help.
[chattering]
170
00:09:27,233 --> 00:09:29,968
I have some data that I believe
can be converted into a cure,
171
00:09:30,003 --> 00:09:34,205
but no one on my team
is anywhere near the genius
that you are.
172
00:09:34,240 --> 00:09:37,208
Would you take a look?
I'd be happy to help.
173
00:09:37,243 --> 00:09:40,878
It's nice to have one's genius
recognized for a change.
174
00:09:40,913 --> 00:09:44,549
Ah. Good.
And I just have to ask again,
175
00:09:44,584 --> 00:09:48,886
is there any way I could get you
to leave Horizon
and come work for me?
176
00:09:48,921 --> 00:09:52,090
Well, I appreciate
that, Norman.
177
00:09:52,125 --> 00:09:55,727
But the thing is,
while I know I'm brilliant,
178
00:09:55,762 --> 00:09:57,996
I am only 19 years old,
179
00:09:58,031 --> 00:10:02,567
and Max was the first to trust
that age would have
no bearing on genius.
180
00:10:02,602 --> 00:10:06,904
So I feel I owe him...
for now.
181
00:10:06,939 --> 00:10:09,140
Very admirable.
182
00:10:09,175 --> 00:10:13,411
But if you change your mind,
my door is always open.
183
00:10:13,446 --> 00:10:16,581
Thank you, Norman.
You don't know how happy
this makes me.
184
00:10:16,616 --> 00:10:18,984
[Spider-Man]
You're welcome!
185
00:10:24,724 --> 00:10:28,126
You're doing well, Curt.
[grunting]
186
00:10:28,161 --> 00:10:30,361
Just one more job,
[groaning]
187
00:10:30,396 --> 00:10:32,597
and I promise we'll regrow
that arm of yours.
188
00:10:32,632 --> 00:10:35,700
[grunts]
Norman, please.
189
00:10:35,735 --> 00:10:38,803
Stop turning me
into that thing.
190
00:10:38,838 --> 00:10:41,839
Oh, you don't want me
to stop now.
191
00:10:41,874 --> 00:10:45,710
I'm so close to sharing
the regenerative formula
with you.
192
00:10:45,745 --> 00:10:47,945
That is what you want,
isn't it?
193
00:10:47,980 --> 00:10:50,214
Okay.
194
00:10:50,249 --> 00:10:53,518
Just one more time.
195
00:10:53,553 --> 00:10:56,287
Excellent. Now rest up.
196
00:10:56,322 --> 00:10:58,289
You've got
a big day tomorrow.
197
00:10:58,324 --> 00:11:02,060
After I've made
one important phone call.
198
00:11:02,095 --> 00:11:04,462
[Miles]
You okay, Pete?
[Peter]
Yeah. Sorry.
199
00:11:04,497 --> 00:11:08,633
I just--
I'm starting to feel
Otto pulling away.
200
00:11:08,668 --> 00:11:11,135
I thought I could train him
to be a superhero like us,
201
00:11:11,170 --> 00:11:14,639
but I'm concerned my teachings
might take a back seat
to his ego.
202
00:11:14,674 --> 00:11:17,141
Look, you're a great
role model, Pete.
203
00:11:17,176 --> 00:11:21,746
And if Otto can't see that,
then maybe he needs mechanical
eyes instead of arms.
204
00:11:21,781 --> 00:11:24,148
Or maybe
I need to work harder.
205
00:11:24,183 --> 00:11:25,850
Well...
[chuckles]
206
00:11:25,885 --> 00:11:28,186
good luck getting through
that grumpy exterior.
207
00:11:28,221 --> 00:11:32,156
'Cause I don't see the hero
as clearly as you do.
208
00:11:32,191 --> 00:11:36,260
Hello, you precious
little underachievers.
209
00:11:36,295 --> 00:11:40,331
As you know,
today is test day.
210
00:11:40,366 --> 00:11:44,902
And since your grades on
the last test were so abysmal,
[groans]
211
00:11:44,937 --> 00:11:49,073
I've come to the conclusion
I'm working you too hard.
212
00:11:49,108 --> 00:11:51,743
So, since I'm in
such a good mood,
213
00:11:51,778 --> 00:11:53,511
I'm just going to give you
all A's!
214
00:11:53,546 --> 00:11:55,546
You get an A!
You get an A!
[gasps]
215
00:11:55,581 --> 00:11:57,749
A's for everyone!
[students murmuring]
216
00:11:57,784 --> 00:12:00,551
Wow! I take it back.
He is my hero.
217
00:12:00,586 --> 00:12:02,787
Otto, may I have a word?
218
00:12:02,822 --> 00:12:06,491
Of course, Maxy, ol' boy!
219
00:12:07,927 --> 00:12:10,595
Otto, how many times
do I have to remind you
220
00:12:10,630 --> 00:12:14,365
not to conduct
unauthorized experiments within
the walls of Horizon High?
221
00:12:14,400 --> 00:12:17,802
What are you talking about?
I received a call informing me
222
00:12:17,837 --> 00:12:20,037
you're involved with
something dangerous again.
223
00:12:20,072 --> 00:12:22,707
From whom?
That doesn't matter.
224
00:12:22,742 --> 00:12:25,710
Clearly it does if you're
going to take their side
over mine.
225
00:12:25,745 --> 00:12:29,714
Look, even you have to admit
you don't have
the best track record.
226
00:12:29,749 --> 00:12:31,783
First it was
the mechanical arms,
227
00:12:31,818 --> 00:12:34,485
and then the secret power source
you were working on.
228
00:12:34,520 --> 00:12:36,621
Both successes,
I might add.
229
00:12:36,656 --> 00:12:41,425
Yes. But those experiments
put you, your students,
and this school in danger,
230
00:12:41,460 --> 00:12:43,795
and I simply cannot have that.
231
00:12:43,830 --> 00:12:46,264
My rules are in place
for a reason.
232
00:12:46,299 --> 00:12:48,933
Max, I am not involved
with anything
233
00:12:48,968 --> 00:12:51,636
that would put anybody
here at Horizon in danger.
234
00:12:51,671 --> 00:12:54,305
All right.
If that's what you say,
235
00:12:54,340 --> 00:12:56,307
then I trust you.
236
00:12:56,342 --> 00:12:59,010
[phone vibrating]
237
00:12:59,045 --> 00:13:00,244
What?
238
00:13:00,279 --> 00:13:03,748
Otto? Otto?It's Norman!
239
00:13:03,783 --> 00:13:07,185
The Lizard's broken freeof his restraints!Have you found the cure?
240
00:13:07,220 --> 00:13:10,321
Yes, I believe I have.
Then get over here fast.
241
00:13:10,356 --> 00:13:12,590
My life... is in danger!
242
00:13:12,625 --> 00:13:15,760
I'll be right there.
[cries out]
243
00:13:15,795 --> 00:13:19,030
[groans, hisses]
244
00:13:20,466 --> 00:13:22,533
Class dismissed.
[students gasp, murmur]
245
00:13:22,568 --> 00:13:24,602
But the bell hasn't rung.
Huh?
246
00:13:24,637 --> 00:13:26,437
Now, remember,
[hissing]
247
00:13:26,472 --> 00:13:28,806
this has to look good
for Otto.
248
00:13:28,841 --> 00:13:33,444
Do this, and you'll never
have to become the Lizard again.
249
00:13:33,479 --> 00:13:38,216
And you will finally give me
the formula to regrow my arm.
250
00:13:38,251 --> 00:13:40,818
Am I not a man of my word?
251
00:13:40,853 --> 00:13:43,554
[gasps, exclaims]
Hope I'm in time!
252
00:13:43,589 --> 00:13:46,858
[Lizard growling]
[clattering]
253
00:13:51,030 --> 00:13:52,897
[grunts]
Get behind me, Norman!
254
00:13:56,502 --> 00:13:58,469
Is this a private party?
255
00:13:58,504 --> 00:14:01,372
What are you two doing here?
I got the call, not you.
256
00:14:01,407 --> 00:14:03,507
We're a team, Otto.
257
00:14:03,542 --> 00:14:06,978
I don't need you.
I have the cure.
258
00:14:07,013 --> 00:14:09,513
Where'd you get that?
Norman knew it would take
259
00:14:09,548 --> 00:14:12,483
a superior level of genius
to create one,
260
00:14:12,518 --> 00:14:14,352
so he gave the data to me.
261
00:14:14,387 --> 00:14:17,355
Hey!
Did you test the genetic markers
for abnormalities?
262
00:14:17,390 --> 00:14:20,491
[snarling]
Or calculate the polymerase
chain reaction?
263
00:14:20,526 --> 00:14:23,694
You should probably test it
before you just inject him.
264
00:14:23,729 --> 00:14:26,397
Don't try and pass yourselves
off as scientists
265
00:14:26,432 --> 00:14:29,166
by regurgitating things
you've heard me say.
266
00:14:29,201 --> 00:14:32,536
You referred to DNA
as squiggly things,
for crying out loud.
267
00:14:32,571 --> 00:14:35,373
[grunts]
[growls]
268
00:14:36,809 --> 00:14:39,877
Now we'll see what
true genius can do!
269
00:14:39,912 --> 00:14:42,479
[crying out]
270
00:14:45,551 --> 00:14:49,921
[Spider-Man]
I'm gonna go out on a limb
and say that wasn't a cure.
271
00:14:49,956 --> 00:14:51,389
[roars]
272
00:14:53,059 --> 00:14:55,359
[Otto Octavius]
My calculations were correct.
273
00:14:55,394 --> 00:14:57,194
Th-This shouldn't be happening.
274
00:14:57,229 --> 00:14:59,530
Could someone have tampered
with your vial, Otto?
275
00:14:59,565 --> 00:15:01,766
Someone who wants to stop you
from being a hero
276
00:15:01,801 --> 00:15:04,635
so they can have
all the glory?
277
00:15:04,670 --> 00:15:07,305
You! You did this!
278
00:15:07,340 --> 00:15:10,207
Switched it with something
while we were grappling for it.
279
00:15:10,242 --> 00:15:13,978
Me? Otto, you've lost your mind
if you think I'd do
something like that.
280
00:15:14,013 --> 00:15:17,415
Yeah. You think we want
a 60-foot lizard monster?
281
00:15:17,450 --> 00:15:19,583
'Cause if so, your ego
is as big as he is.
[roaring]
282
00:15:19,618 --> 00:15:21,486
[all yell]
283
00:15:22,488 --> 00:15:25,823
[Otto screaming]
284
00:15:27,426 --> 00:15:29,493
[grunts]
Let go of me!
285
00:15:29,528 --> 00:15:31,429
We need to work to--
There's no time, Otto!
286
00:15:31,464 --> 00:15:34,498
Be the hero you are
and destroy this monster
287
00:15:34,533 --> 00:15:36,500
before it levels the city!
288
00:15:36,535 --> 00:15:40,004
No, Otto. We can still save
Dr. Connors. Together.
289
00:15:40,039 --> 00:15:41,739
[grunts]
290
00:15:41,774 --> 00:15:44,442
I don't need
my hand held.
291
00:15:44,477 --> 00:15:47,312
[Lizard growling]
292
00:15:54,120 --> 00:15:56,788
[growling intensifies]
293
00:15:58,557 --> 00:16:00,658
[roaring]
Otto, stop it!
294
00:16:00,693 --> 00:16:03,160
You're enraging him!
[grunting]
295
00:16:03,195 --> 00:16:05,129
And you're enraging me!
Aah!
296
00:16:05,164 --> 00:16:09,133
Hey, ugly!
Here's web in your eye!
297
00:16:09,168 --> 00:16:10,969
[groaning]
298
00:16:12,171 --> 00:16:15,373
[car alarms blaring]
Okay. Bad idea.
299
00:16:15,408 --> 00:16:16,541
[growling]
300
00:16:19,645 --> 00:16:21,179
[yells]
301
00:16:22,181 --> 00:16:24,448
[car alarms blaring]
302
00:16:24,483 --> 00:16:28,386
So sorry the formula
didn't work as expected, Otto.
303
00:16:28,421 --> 00:16:32,857
Maybe my calculations
were... off.
304
00:16:32,892 --> 00:16:36,060
Looks like today
just isn't your day.
305
00:16:36,095 --> 00:16:39,597
See to it that this gets
to all the news outlets.
306
00:16:41,400 --> 00:16:43,567
He's alive.
Just unconscious.
307
00:16:43,602 --> 00:16:47,405
Good, 'cause he was getting
a lot tougher to fight
than Lizilla over there.
308
00:16:47,440 --> 00:16:49,006
But I have an idea.
309
00:16:49,041 --> 00:16:50,575
Come on!
310
00:16:51,610 --> 00:16:53,677
Web him to these skyscrapers.
311
00:16:53,712 --> 00:16:57,715
They're made of reinforced steel
and should help slow him down.
312
00:17:03,689 --> 00:17:06,224
[growling]
313
00:17:11,130 --> 00:17:13,097
[Spider-Man]
Oh, come on!
314
00:17:13,132 --> 00:17:14,732
This just keeps
getting grosser.
315
00:17:14,767 --> 00:17:16,934
But maybe it can be helpful.
One of us should take
316
00:17:16,969 --> 00:17:20,504
a sample of this
back to Horizon and see
if we can't create a cure!
317
00:17:20,539 --> 00:17:22,606
Whoa!
[grunts]
Very smooth.
318
00:17:22,641 --> 00:17:24,542
Use Otto's computer.
Maybe it'll help you
319
00:17:24,577 --> 00:17:27,545
figure out what went wrong
the first time.
[roaring]
320
00:17:29,415 --> 00:17:32,550
You're about a what,
size 2,000 wide?
321
00:17:36,722 --> 00:17:39,123
[roaring]
322
00:17:39,158 --> 00:17:43,561
[grunts]
Ugh! Knew I should've
gone with 3,000.
323
00:17:43,596 --> 00:17:44,762
[communicator beeping]
324
00:17:44,797 --> 00:17:46,730
Cures 'R Us.
How can I help you?
325
00:17:46,765 --> 00:17:48,299
Funny. How's it coming?
326
00:17:48,334 --> 00:17:51,635
Turns out the data
Norman gave Otto was tainted.
327
00:17:51,670 --> 00:17:54,205
Maybe even incorrectly labeled.
328
00:17:54,240 --> 00:17:57,541
Norman's too smartto make a mistake like that.
Why would he do that to Otto?
329
00:17:57,576 --> 00:17:59,643
I don't know, but now's not
the time to figure it out.
330
00:17:59,678 --> 00:18:01,579
Try decoupling
the reptilian DNA
from the isotope.
331
00:18:03,816 --> 00:18:05,649
[beeping]
It's working!
332
00:18:05,684 --> 00:18:07,218
I'll have it to you
in no time.
333
00:18:07,253 --> 00:18:08,986
Don't bother.We're coming to you.
334
00:18:09,021 --> 00:18:10,654
You're bringing him here?
335
00:18:10,689 --> 00:18:12,456
He's a hundred-foot lizard!
336
00:18:12,491 --> 00:18:15,426
He's going wherever he wants!
337
00:18:15,461 --> 00:18:17,628
[roaring]
338
00:18:17,663 --> 00:18:19,130
[grunts]
339
00:18:19,165 --> 00:18:21,499
Okay, you want the good news
or the bad news?
340
00:18:21,534 --> 00:18:23,567
There's more bad news?
[roaring continues]
341
00:18:23,602 --> 00:18:25,569
Let's just say
the Lizard is so big
342
00:18:25,604 --> 00:18:27,738
that his skin
is four times as thick.
343
00:18:27,773 --> 00:18:30,841
You need to inject him
at the base of the skull
where the flesh is the thinnest.
344
00:18:30,876 --> 00:18:33,477
What's the good news?
You get to be the hero now.
345
00:18:33,512 --> 00:18:34,779
Good luck!
346
00:18:42,655 --> 00:18:44,755
Whoa!
[grunts]
347
00:18:44,790 --> 00:18:47,758
Hold still already,
will ya?
348
00:18:47,793 --> 00:18:49,127
[roaring]
349
00:18:51,730 --> 00:18:53,331
[grunts]
Great.
350
00:18:56,001 --> 00:18:57,801
[grunts]
351
00:18:57,836 --> 00:19:00,204
Now, time to test-drive
the new Web Wings.
352
00:19:02,975 --> 00:19:05,009
[grunts]
[groaning]
353
00:19:05,044 --> 00:19:08,479
No! No, no, no, no, no!
Don't fall on Horizon!
354
00:19:09,648 --> 00:19:11,716
Phew!
[gasps]
355
00:19:13,852 --> 00:19:15,653
Oh, no.
356
00:19:15,688 --> 00:19:18,022
[groaning]
357
00:19:22,094 --> 00:19:24,461
Dr. Connors, welcome back.
358
00:19:24,496 --> 00:19:26,664
[bystanders cheering]
[siren wailing]
359
00:19:26,699 --> 00:19:30,034
And it appearsthat Otto Octavius,
360
00:19:30,069 --> 00:19:32,036
the self-proclaimed "Octopus,"
361
00:19:32,071 --> 00:19:35,072
is responsiblefor the giant rampaging lizard
362
00:19:35,107 --> 00:19:36,874
that endangered the city.
363
00:19:36,909 --> 00:19:40,077
You lied to me, Otto.
It wasn't supposed
to be danger--
364
00:19:40,112 --> 00:19:42,079
I don't wanna hear it.
365
00:19:42,114 --> 00:19:44,648
I guess I can't
trust you anymore.
366
00:19:44,683 --> 00:19:46,650
So, it pains me
to say it, but--
367
00:19:46,685 --> 00:19:49,086
[groans]
Let me save you the trouble,
Modell.
368
00:19:49,121 --> 00:19:50,688
I quit!
369
00:19:50,723 --> 00:19:53,991
I'm going someplace
where I'm appreciated!
370
00:19:54,026 --> 00:19:56,427
We should tell Max
that it wasn't Otto's fault--
371
00:19:56,462 --> 00:19:58,495
that Norman gave him
tainted data.
372
00:19:58,530 --> 00:20:02,066
I don't think Max is the one
who needs convincing
that Otto should stay.
373
00:20:02,101 --> 00:20:03,500
[elevator bell dings]
374
00:20:03,535 --> 00:20:05,035
Otto!
Hmm.
375
00:20:05,070 --> 00:20:07,004
Welcome to Osborn Academy.
376
00:20:07,039 --> 00:20:10,674
I've waited a long time
for this moment.
377
00:20:10,709 --> 00:20:13,277
[Norman]
Uh, go check out
your new lab.
378
00:20:13,312 --> 00:20:15,613
I'll be with you
in a moment.
379
00:20:15,648 --> 00:20:17,915
Thank you, Norman.
380
00:20:19,918 --> 00:20:21,885
[Norman]
Everything all right,
Spider-Man?
381
00:20:21,920 --> 00:20:23,887
Was this your plan
all along, Norman?
382
00:20:23,922 --> 00:20:26,757
Get Otto fired so you could
hire him here at Oz Academy?
383
00:20:26,792 --> 00:20:28,859
Why, whatever do you mean?
384
00:20:28,894 --> 00:20:32,696
Don't con me.
If we're friends now,
then you'll tell me the truth.
385
00:20:32,731 --> 00:20:34,765
The truth, Spider-Man,
386
00:20:34,800 --> 00:20:37,901
is that we are decidedly
not friends.
387
00:20:37,936 --> 00:20:42,139
At least not until you confess
that you are a soldier
in the Jackal's spider army.
388
00:20:42,174 --> 00:20:45,442
I don't know
what you're talking about.
Then prepare yourself.
389
00:20:45,477 --> 00:20:48,279
Because if you thought
I was after you before,
390
00:20:48,314 --> 00:20:50,748
you have no idea
what's about to come next.
391
00:20:50,783 --> 00:20:52,917
Your days are numbered,
Spider-Man.
392
00:20:55,921 --> 00:20:57,921
Then he says
[in deeper voice]
my days are numbered.
393
00:20:57,956 --> 00:20:59,757
Man, that's twisted.
394
00:20:59,792 --> 00:21:03,060
But not the craziest thing
we've seen today.
395
00:21:03,095 --> 00:21:05,663
Hey, you sure nobody else
can do this?
396
00:21:05,698 --> 00:21:07,798
We're the ones
who detached it,
397
00:21:07,833 --> 00:21:09,833
so we're the ones
who have to get rid of it.
398
00:21:09,868 --> 00:21:12,836
[grunts]
I don't know, Miles.
399
00:21:12,871 --> 00:21:16,840
I really thought I could
teach Otto not to let his ego
get the better of him.
400
00:21:16,875 --> 00:21:19,576
I thought I could turn him
into a hero like us.
401
00:21:19,611 --> 00:21:23,247
But if he's aligned himself
with Norman Osborn,
I don't know what to think.
402
00:21:23,282 --> 00:21:26,450
[grunts]
Well, you know what they say.
403
00:21:26,485 --> 00:21:28,752
"No matter how much
a snake sheds its skin...
404
00:21:28,787 --> 00:21:31,789
[both grunt]
405
00:21:31,824 --> 00:21:33,657
[both sigh]
406
00:21:33,692 --> 00:21:35,960
it's still a snake."
32340
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