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1
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♪♪
2
00:00:11,620 --> 00:00:14,500
Ow! Watch where you're
throwing those, buddy!
3
00:00:14,500 --> 00:00:16,460
They're still
rebuilding Oscorp.
4
00:00:16,460 --> 00:00:19,540
Don't care. Paladin steals
what he's hired to steal,
5
00:00:19,540 --> 00:00:21,920
no matter what,
or who, is in the way.
6
00:00:21,920 --> 00:00:23,210
[grunts]
7
00:00:23,210 --> 00:00:25,290
"Paladin"? You look
nothing like one.
8
00:00:25,290 --> 00:00:26,710
Paladins were knights.
9
00:00:26,710 --> 00:00:28,500
Trust me. I've been
to many a Ren Faire.
10
00:00:28,500 --> 00:00:29,920
It's a code name.
11
00:00:29,920 --> 00:00:32,750
We don't all have to
dress like team mascots.
12
00:00:32,750 --> 00:00:34,500
[chuckling]
Ouch!
13
00:00:34,500 --> 00:00:36,380
Hey, smile for my web-cam.
14
00:00:36,380 --> 00:00:38,670
Get it? "Web"-cam? Ha ha!
15
00:00:38,670 --> 00:00:40,830
Filming yourself
fighting a trained mercenary, kid?
16
00:00:40,830 --> 00:00:43,620
Haven't you had your butt
kicked in public enough?
17
00:00:46,710 --> 00:00:49,500
Uh, sure, but there are three
reasons I'm not giving up:
18
00:00:49,500 --> 00:00:52,290
Isaac Newton, Thomas Edison,
and Albert Einstein.
19
00:00:52,290 --> 00:00:54,170
Shut up. We're fighting here.
20
00:00:54,170 --> 00:00:55,920
Sure. Happy to explain.
21
00:00:55,920 --> 00:00:57,920
Three great scientists,
all my heroes,
22
00:00:57,920 --> 00:01:00,120
but I heard Newton
dropped out of grade school.
23
00:01:00,120 --> 00:01:01,710
Edison said he failed
almost a thousand times
24
00:01:01,710 --> 00:01:03,670
before he perfected
the light bulb.
25
00:01:03,670 --> 00:01:07,620
And rumor has it Einstein
struggled to learn basic math.
26
00:01:07,620 --> 00:01:10,080
Know what that means?
It means I don't care.
27
00:01:10,080 --> 00:01:13,500
Wrong. It means a true hero
never gives up.
28
00:01:13,500 --> 00:01:15,250
[men shouting]
29
00:01:15,250 --> 00:01:17,080
I used to think
you were some weirdo,
30
00:01:17,080 --> 00:01:19,540
but now I know
you're our weirdo.
31
00:01:19,540 --> 00:01:21,920
Eh, that was supposed
to be a compliment.
32
00:01:21,920 --> 00:01:25,420
[groaning]
Trust me. I appreciate that more than you know.
33
00:01:25,420 --> 00:01:27,830
[trilling]
Well done, Paladin.
34
00:01:27,830 --> 00:01:29,880
Exactly the data we need.
35
00:01:31,830 --> 00:01:35,080
Blurry. Blurry. Sky. Blurry.
36
00:01:35,080 --> 00:01:37,620
Elbow. Huh. My rear end.
37
00:01:37,620 --> 00:01:38,790
Nothing usable.
38
00:01:38,790 --> 00:01:40,710
[phone buzzes]
39
00:01:40,710 --> 00:01:43,330
Well, if it isn't
Harry Osborn,
40
00:01:43,330 --> 00:01:45,040
the world-famous traveler.
41
00:01:45,040 --> 00:01:47,920
Yeah. As if overseeing
the European operations
42
00:01:47,920 --> 00:01:49,960
of my dad's company
is a vacation.
43
00:01:49,960 --> 00:01:51,500
Hey, I don't have much time.
44
00:01:51,500 --> 00:01:53,120
Just called to wish you
luck this year.
45
00:01:53,120 --> 00:01:54,580
Isn't tonight Horizon's
Back to School Night?
46
00:01:54,580 --> 00:01:55,880
It sure is.
47
00:01:55,880 --> 00:01:58,960
But it might also be
my farewell to school night.
48
00:01:58,960 --> 00:02:00,170
Classes start Monday,
49
00:02:00,170 --> 00:02:01,790
and if I can't get
Spidey footage
50
00:02:01,790 --> 00:02:03,080
to sell to the Daily Bugle,
51
00:02:03,080 --> 00:02:04,420
I can't afford tuition.
52
00:02:04,420 --> 00:02:06,620
I told you, Pete, I can help.
53
00:02:06,620 --> 00:02:09,670
Nah. This is something
I have to do on my own.
54
00:02:09,670 --> 00:02:12,170
Uncle Ben taught me
the importance of being self-sufficient.
55
00:02:12,170 --> 00:02:15,000
And besides,
after all the trouble I've been through recently,
56
00:02:15,000 --> 00:02:16,880
the law of averages says
57
00:02:16,880 --> 00:02:18,380
my luck has to change
at some point. [students screaming]
58
00:02:18,380 --> 00:02:21,250
[Doc Ock]
Doctor Octopus has returned!
59
00:02:21,250 --> 00:02:24,790
I come for what is mine.
60
00:02:24,790 --> 00:02:26,620
But maybe not today.
61
00:02:26,620 --> 00:02:29,170
Uh, Harry, I'm gonna
have to call you back.
62
00:02:41,170 --> 00:02:42,960
All of this was inevitable.
63
00:02:42,960 --> 00:02:45,080
Who is that guy?
64
00:02:45,080 --> 00:02:47,580
Ha! Freshman.
65
00:02:47,580 --> 00:02:51,290
It's taken months,
but now it's my time.
66
00:02:51,290 --> 00:02:54,830
Miles, we need to change
into our work clothes.
67
00:02:54,830 --> 00:02:56,710
It might not be necessary.
68
00:02:56,710 --> 00:02:59,000
I made some modifications
to my security bots.
69
00:02:59,000 --> 00:03:01,290
They're much more
proactive now. Watch.
70
00:03:01,290 --> 00:03:04,460
Otto, how are you
no longer in prison?
71
00:03:04,460 --> 00:03:05,920
You're not welcome here.
72
00:03:05,920 --> 00:03:07,920
Max Modell.
73
00:03:07,920 --> 00:03:09,540
Let me explain.
74
00:03:09,540 --> 00:03:12,000
No way. Let's shock
some sense into him.
75
00:03:12,000 --> 00:03:15,170
[grunts]
[bots shouting]
76
00:03:15,170 --> 00:03:17,210
[students clamoring]
77
00:03:19,380 --> 00:03:21,040
Gwen!
78
00:03:24,620 --> 00:03:26,920
Ock saved us?
79
00:03:26,920 --> 00:03:28,960
Okay, that's not very evil.
80
00:03:28,960 --> 00:03:31,120
I did not come
for a confrontation.
81
00:03:31,120 --> 00:03:34,000
You said you came
for what was yours.
82
00:03:34,000 --> 00:03:35,830
I assumed you meant revenge.
83
00:03:35,830 --> 00:03:37,830
What? No.
84
00:03:37,830 --> 00:03:40,540
Why would you think that?
I meant forgiveness.
85
00:03:40,540 --> 00:03:42,750
Was that not clear?
86
00:03:42,750 --> 00:03:43,960
You all understood,
87
00:03:43,960 --> 00:03:45,540
yes?
[students whimpering]
88
00:03:45,540 --> 00:03:48,000
Hmm. Perhaps not.
89
00:03:48,000 --> 00:03:50,380
I regret last year.
90
00:03:50,380 --> 00:03:52,250
I fell in with a bad crowd--
91
00:03:52,250 --> 00:03:53,960
Osborn and his goons--
92
00:03:53,960 --> 00:03:57,790
and I let myself be fueled
by my own insecurities.
93
00:03:57,790 --> 00:03:59,620
Why are you coming
back here now?
94
00:03:59,620 --> 00:04:01,960
Parker?
Hmm. A fair question
95
00:04:01,960 --> 00:04:03,790
from a student
who's brighter
96
00:04:03,790 --> 00:04:05,420
than I ever
gave him credit.
97
00:04:05,420 --> 00:04:06,920
I was recently released
98
00:04:06,920 --> 00:04:10,420
from a facility for
so-called supervillains,
99
00:04:10,420 --> 00:04:11,710
The Cellar.
100
00:04:11,710 --> 00:04:13,620
They thought
you paid for your crimes
101
00:04:13,620 --> 00:04:14,880
after such a short time?
102
00:04:14,880 --> 00:04:18,670
They promote intensive
criminal rehabilitation.
103
00:04:18,670 --> 00:04:20,960
While imprisoned,
I tried to be productive,
104
00:04:20,960 --> 00:04:22,330
earning three doctorates.
105
00:04:22,330 --> 00:04:24,920
And, to repay
my debt to society,
106
00:04:24,920 --> 00:04:27,750
I would like to offer
my teaching services
107
00:04:27,750 --> 00:04:29,750
to Horizon High again.
108
00:04:29,750 --> 00:04:31,380
For free, of course.
109
00:04:31,380 --> 00:04:34,080
I'm sorry.
After the things you did,
110
00:04:34,080 --> 00:04:36,250
you are not welcome here.
111
00:04:36,250 --> 00:04:41,250
[sighs] While this
is not the outcome I was hoping for,
112
00:04:41,250 --> 00:04:42,580
I understand.
113
00:04:42,580 --> 00:04:44,920
Perhaps, to help me
start a new life,
114
00:04:44,920 --> 00:04:48,120
might I be able
to pack up my old lab while I'm here?
115
00:04:48,120 --> 00:04:49,790
Please be quick.
116
00:04:49,790 --> 00:04:52,120
And a security bot
will keep an eye on you.
117
00:04:52,120 --> 00:04:53,960
That is only fair.
118
00:04:55,080 --> 00:04:57,040
[chattering]
119
00:04:57,040 --> 00:04:58,920
Max might be too harsh.
120
00:04:58,920 --> 00:05:01,460
Dr. Octavius
has clearly changed
121
00:05:01,460 --> 00:05:02,960
and wants to make amends.
122
00:05:02,960 --> 00:05:05,080
What ever happened
to second chances?
123
00:05:05,080 --> 00:05:07,960
Hello! Ock created
the Sinister Six.
124
00:05:07,960 --> 00:05:09,790
He mind-controlled
Spider-Man.
125
00:05:09,790 --> 00:05:11,920
And he just saved our lives.
126
00:05:11,920 --> 00:05:13,880
After putting them
at risk.
127
00:05:13,880 --> 00:05:15,880
When your robots attacked him.
128
00:05:15,880 --> 00:05:18,580
Welcome to Horizon High's
Back to School Night.
129
00:05:18,580 --> 00:05:21,170
I know this is going to be
one of our best years ever.
130
00:05:21,170 --> 00:05:23,880
Now let's start
this program off right
131
00:05:23,880 --> 00:05:27,210
with the announcement
of Horizon's annual project.
132
00:05:27,210 --> 00:05:29,000
This year it's a doozy.
133
00:05:29,000 --> 00:05:32,040
I give you a quantum leap
in computer science--
134
00:05:32,040 --> 00:05:33,880
the Neuro Cortex.
135
00:05:33,880 --> 00:05:36,080
[gasping, murmuring]
136
00:05:36,080 --> 00:05:38,250
A self-sustaining database
137
00:05:38,250 --> 00:05:40,380
modeled after
the human brain itself,
138
00:05:40,380 --> 00:05:44,170
utilizing a unique mix
of chemistry and electronics.
139
00:05:44,170 --> 00:05:47,120
When finished, it could
revolutionize medicine,
140
00:05:47,120 --> 00:05:51,500
energy, travel, and even
how the Internet itself runs.
141
00:05:51,500 --> 00:05:54,880
We're talking
about the potential to change the world.
142
00:05:54,880 --> 00:05:57,500
[students chattering]
Ohh. Where's Anya?
143
00:05:57,500 --> 00:05:58,880
She'd love this.
144
00:06:04,500 --> 00:06:05,750
[buttons beep]
145
00:06:08,920 --> 00:06:11,170
Hey. You missed
Max's presentation.
146
00:06:11,170 --> 00:06:14,120
Aleksei's doctors
give me limited access to him each day.
147
00:06:14,120 --> 00:06:17,290
If I'm gonna find a way
to permanently cure him of his rhino transformation,
148
00:06:17,290 --> 00:06:18,960
I need every second.
149
00:06:21,080 --> 00:06:24,080
So, is it true?
Doc Ock is back?
150
00:06:24,080 --> 00:06:26,420
Only to get his stuff
and leave.
151
00:06:26,420 --> 00:06:28,120
Max knows better
than to trust him.
152
00:06:28,120 --> 00:06:29,500
But it's a shame.
153
00:06:29,500 --> 00:06:32,380
Ock has been working hard
to rehabilitate himself,
154
00:06:32,380 --> 00:06:34,290
and it's not fair we aren't
giving him a chance.
155
00:06:34,290 --> 00:06:36,210
Not fair?
156
00:06:36,210 --> 00:06:38,170
Look at what Ock
did to Aleksei.
157
00:06:38,170 --> 00:06:40,210
He's not a man
who can ever be trusted.
158
00:06:41,210 --> 00:06:43,000
[phone buzzing]
159
00:06:43,000 --> 00:06:44,790
Max wants to talk to me?
160
00:06:44,790 --> 00:06:45,790
Uh-oh.
161
00:06:46,960 --> 00:06:49,120
[Max sighs]
This is uncomfortable,
162
00:06:49,120 --> 00:06:51,460
but I'm sure you know
why I called you here.
163
00:06:51,460 --> 00:06:53,040
I know, Max.
164
00:06:53,040 --> 00:06:55,420
I'll have my tuition money
in soon, I promise.
165
00:06:55,420 --> 00:06:57,250
I just need
a couple more days.
166
00:06:59,080 --> 00:07:00,670
Unfortunately,
I don't know how long
167
00:07:00,670 --> 00:07:02,170
I can keep your spot
open here
168
00:07:02,170 --> 00:07:03,620
if we don't get a payment.
169
00:07:03,620 --> 00:07:06,170
And trust me.
I don't want to lose you.
170
00:07:06,170 --> 00:07:08,540
You're one of my most
promising students at Horizon,
171
00:07:08,540 --> 00:07:11,960
and I need your help
on the Neuro Cortex.
172
00:07:11,960 --> 00:07:14,080
It sounds like
an amazing project.
173
00:07:15,880 --> 00:07:18,290
It is. But like anything
this complex,
174
00:07:18,290 --> 00:07:20,120
it's also frustrating.
175
00:07:20,120 --> 00:07:23,380
For instance,
like a human brain, it has two lobes,
176
00:07:23,380 --> 00:07:26,960
but I'm having trouble
getting them to communicate with one another.
177
00:07:26,960 --> 00:07:28,960
Have you considered
embedding connections
178
00:07:28,960 --> 00:07:31,670
to simulate
neuronal cell bodies in human gray matter?
179
00:07:33,120 --> 00:07:35,540
[sighs]
I came to tell you
180
00:07:35,540 --> 00:07:37,580
that I retrieved
all my equipment
181
00:07:37,580 --> 00:07:41,880
and am exiting Horizon
for the final time.
182
00:07:41,880 --> 00:07:43,790
Good-bye, Doctor.
183
00:07:47,330 --> 00:07:48,540
Hmm.
184
00:07:49,880 --> 00:07:52,170
Otto. That idea--
185
00:07:52,170 --> 00:07:53,460
simulated gray matter.
186
00:07:53,460 --> 00:07:55,080
What made you think of it?
187
00:07:55,080 --> 00:07:56,540
Like I mentioned,
188
00:07:56,540 --> 00:07:58,540
I recently obtained
a few more doctorates,
189
00:07:58,540 --> 00:08:00,710
including one
in neurochemistry.
190
00:08:00,710 --> 00:08:02,290
Not to sound overconfident,
191
00:08:02,290 --> 00:08:04,380
but I am certain
it would work.
192
00:08:04,380 --> 00:08:06,880
I'll put it
under consideration.
193
00:08:08,210 --> 00:08:10,830
[Silver Sable]
Everything is in alignment.
194
00:08:18,120 --> 00:08:20,250
Boom! If a camera
webbed to my wrist
195
00:08:20,250 --> 00:08:22,290
can't get decent footage
to sell to the Bugle,
196
00:08:22,290 --> 00:08:24,420
maybe this drone
can do the job.
197
00:08:24,420 --> 00:08:25,830
Let's test you out.
198
00:08:25,830 --> 00:08:27,500
Ohh, nice!
199
00:08:27,500 --> 00:08:29,670
Big bucks, here I come.
200
00:08:31,670 --> 00:08:32,670
[beeping]
201
00:08:34,290 --> 00:08:35,210
Hmm.
202
00:08:38,790 --> 00:08:41,000
Something's not right.
203
00:08:41,000 --> 00:08:42,250
Show your hall pass.
204
00:08:48,210 --> 00:08:49,210
[grunts]
205
00:08:52,380 --> 00:08:53,380
Boo!
206
00:08:54,710 --> 00:08:57,250
Man, this is a bad day
to be a security bot.
207
00:08:57,250 --> 00:09:01,250
Ah. Horizon's spider mascot.
208
00:09:01,250 --> 00:09:03,080
Our client said
we might run into you.
209
00:09:03,080 --> 00:09:05,380
Whoa. "We"?
210
00:09:05,380 --> 00:09:07,380
Wild Pack.
211
00:09:07,380 --> 00:09:09,380
You thought the police
could hold me?
212
00:09:09,380 --> 00:09:11,170
Round two, kid.
213
00:09:11,170 --> 00:09:14,830
And this time I've brought
some friends to the party.
214
00:09:14,830 --> 00:09:17,380
Something about the name
"Wild Pack" tells me
215
00:09:17,380 --> 00:09:19,420
this isn't going to be
a slumber party, is it?
216
00:09:21,620 --> 00:09:24,250
Paladin, Puma,
Battlestar.
217
00:09:24,250 --> 00:09:26,830
We've studied his moves.
Take him down.
218
00:09:26,830 --> 00:09:28,670
Uhh!
219
00:09:30,960 --> 00:09:33,540
You've studied me?
I'm flattered.
220
00:09:33,540 --> 00:09:36,250
Of course.
We're professionals.
221
00:09:36,250 --> 00:09:39,250
You didn't really
think I was stealing from Oscorp, did you?
222
00:09:41,830 --> 00:09:43,040
Uhh!
223
00:09:43,040 --> 00:09:44,540
Wild Pack, target acquired!
224
00:09:44,540 --> 00:09:45,670
Move out!
225
00:09:51,290 --> 00:09:53,420
[groaning]
226
00:09:53,420 --> 00:09:56,080
Oh, good.
Glad you got all that.
227
00:09:58,290 --> 00:10:00,380
Okay. Four weirdoes
in bizarre costumes
228
00:10:00,380 --> 00:10:02,380
can't just disappear
without a trace, can they?
229
00:10:02,380 --> 00:10:04,380
Of course, this is New York
I'm talking about.
230
00:10:04,380 --> 00:10:06,250
[Doc Ock]
Help me! Anyone!
231
00:10:06,250 --> 00:10:08,420
[muffled grunting]
232
00:10:08,420 --> 00:10:12,290
Doc Ock, do I even want
to know how you got into this situation?
233
00:10:12,290 --> 00:10:13,460
Aah!
234
00:10:14,670 --> 00:10:16,080
Did they get away?
235
00:10:16,080 --> 00:10:17,460
I heard commotion
at Horizon
236
00:10:17,460 --> 00:10:19,080
and saw that group
237
00:10:19,080 --> 00:10:20,670
of oddly-dressed
individuals
238
00:10:20,670 --> 00:10:22,830
running off
with the Neuro Cortex.
239
00:10:22,830 --> 00:10:24,210
I tried to stop them,
240
00:10:24,210 --> 00:10:25,710
but they clearly have
technology
241
00:10:25,710 --> 00:10:27,330
I was not prepared for.
242
00:10:27,330 --> 00:10:29,040
Yeah, well, now they have
some more tech,
243
00:10:29,040 --> 00:10:30,290
and that's a big problem.
244
00:10:30,290 --> 00:10:31,580
I'll help you track them.
245
00:10:31,580 --> 00:10:34,210
The Neuro Cortex
in the wrong hands
246
00:10:34,210 --> 00:10:36,420
could spell
unmitigated disaster.
247
00:10:36,420 --> 00:10:38,420
I am aware of its
dangerous potential
248
00:10:38,420 --> 00:10:40,460
because I recently obtained
a few doctorates--
249
00:10:40,460 --> 00:10:42,500
In neurochemistry.
250
00:10:42,500 --> 00:10:44,040
Yeah, you mentioned that.
251
00:10:44,040 --> 00:10:45,250
How do you know that?
252
00:10:45,250 --> 00:10:48,250
I haven't seen you
in months, Spider-Man.
253
00:10:48,250 --> 00:10:50,290
[chuckling]
Uh, oh, oh, yeah, right.
254
00:10:50,290 --> 00:10:52,290
I mean, that's--
th-that's what I heard.
255
00:10:52,290 --> 00:10:54,460
Eh, c-congrats.
Doctorates are great.
256
00:10:54,460 --> 00:10:55,290
Love 'em.
257
00:10:55,290 --> 00:10:57,040
Since they're now
long gone,
258
00:10:57,040 --> 00:10:58,460
the first thing
we need to do is--
259
00:10:58,460 --> 00:10:59,830
[chuckling]
Whoa. Whoa.
260
00:10:59,830 --> 00:11:01,620
There is no "we" here.
261
00:11:01,620 --> 00:11:03,620
I'm on this. This is me.
262
00:11:03,620 --> 00:11:08,210
But I'm offering my brilliance
to assist you, for free.
263
00:11:08,210 --> 00:11:11,830
Ock, call me crazy, but I
don't exactly trust you.
264
00:11:11,830 --> 00:11:14,290
Look, we don't have the best
history, you and me.
265
00:11:14,290 --> 00:11:15,960
[sighs]
266
00:11:15,960 --> 00:11:17,420
Did you know Edison said
267
00:11:17,420 --> 00:11:19,790
he failed almost
a thousand times
268
00:11:19,790 --> 00:11:22,500
before he streamlined
the design of the light bulb?
269
00:11:22,500 --> 00:11:26,120
That he was completely
dismissed by his peers?
270
00:11:26,120 --> 00:11:30,290
If he had not been given
more opportunities to prove his worth,
271
00:11:30,290 --> 00:11:32,210
we would never
have benefited
272
00:11:32,210 --> 00:11:34,380
from his world-changing
discoveries.
273
00:11:34,380 --> 00:11:36,790
I know second chances
don't come easily,
274
00:11:36,790 --> 00:11:40,330
but, like Edison,
I am not going to give up.
275
00:11:40,330 --> 00:11:44,170
I don't expect you
to understand, Spider-Man.
276
00:11:48,420 --> 00:11:50,380
No shock that mercenaries
like the Wild Pack
277
00:11:50,380 --> 00:11:52,380
don't exactly have
home addresses.
278
00:11:52,380 --> 00:11:54,460
Huh. But who hired them?
279
00:11:54,460 --> 00:11:57,000
I wonder if anybody
at the Daily Bugle could--
280
00:11:57,000 --> 00:11:59,330
Oh, no. I have to get
my footage in within the hour
281
00:11:59,330 --> 00:12:01,080
to make the deadline!
282
00:12:02,420 --> 00:12:03,750
[J. Jonah Jameson]
Ha ha ha!
283
00:12:03,750 --> 00:12:06,330
Now, this is
what I'm talking about!
284
00:12:06,330 --> 00:12:08,670
Brock, get in here!
285
00:12:11,380 --> 00:12:14,170
Look at this fantastic
footage of Spider-Man this kid took.
286
00:12:14,170 --> 00:12:16,170
And he's still
in middle school.
287
00:12:16,170 --> 00:12:17,330
Hmph.
288
00:12:17,330 --> 00:12:19,000
High school.
Same difference.
289
00:12:19,000 --> 00:12:20,580
What grade are you in, Brock?
290
00:12:20,580 --> 00:12:23,290
Parker, you keep bringing me
this kind of footage,
291
00:12:23,290 --> 00:12:25,380
I'll keep writing you
these kinds of checks. Betty!
292
00:12:26,790 --> 00:12:28,000
[angry groan]
293
00:12:31,790 --> 00:12:34,460
One more of these,
and this month's tuition will be no problem.
294
00:12:36,290 --> 00:12:37,790
The first day of school's
tomorrow.
295
00:12:37,790 --> 00:12:39,420
We have no other projects
296
00:12:39,420 --> 00:12:41,120
that could take its place
for the year?
297
00:12:41,120 --> 00:12:43,330
A cyber-chemical interface
298
00:12:43,330 --> 00:12:45,540
of the Neuro Cortex's
complexity?
299
00:12:45,540 --> 00:12:47,500
None of our other projects
is even close
300
00:12:47,500 --> 00:12:48,790
to that level of ingenuity.
301
00:12:48,790 --> 00:12:51,500
The year's funding
is based on it.
302
00:12:53,500 --> 00:12:55,250
Cyber-chemical interface.
303
00:12:55,250 --> 00:12:57,380
I've been trying
to track the Wild Pack
304
00:12:57,380 --> 00:13:00,040
when I should
have been tracking the Neuro Cortex itself.
305
00:13:00,040 --> 00:13:02,580
The Cortex uses a chemical
with a rare heat signature,
306
00:13:02,580 --> 00:13:05,420
which is a lot easier to find
than dangerous mercenaries.
307
00:13:05,420 --> 00:13:06,880
[Silver Sable]
Two things. One,
308
00:13:06,880 --> 00:13:08,460
I'm impressed you found us.
309
00:13:08,460 --> 00:13:10,540
Our client picked
this transfer location
310
00:13:10,540 --> 00:13:11,460
for its isolation.
311
00:13:11,460 --> 00:13:13,790
And two, I can't believe
312
00:13:13,790 --> 00:13:16,500
you just walked out
into the open like that.
313
00:13:16,500 --> 00:13:19,460
We literally saw you
a mile away.
314
00:13:19,460 --> 00:13:21,920
But on the bright side,
my tracker works.
315
00:13:21,920 --> 00:13:24,250
You should have left us alone.
316
00:13:24,250 --> 00:13:27,620
Unless, of course,
you want to pay us off
317
00:13:27,620 --> 00:13:29,460
and buy back the device.
318
00:13:29,460 --> 00:13:33,000
What? That's all it would take?
Just buy it from you?
319
00:13:33,000 --> 00:13:35,710
[chuckles]
Everyone has a price.
320
00:13:35,710 --> 00:13:38,170
Say, 1.2 million.
321
00:13:38,170 --> 00:13:40,670
I'm a little short
on the 1.2 million,
322
00:13:40,670 --> 00:13:43,580
but I might be able
to scrounge up ten bucks.
323
00:13:43,580 --> 00:13:44,710
Wild Pack...
324
00:13:46,040 --> 00:13:48,670
keep him away
from the Neuro Cortex.
325
00:13:49,920 --> 00:13:51,620
Delta-14 formation!
326
00:13:51,620 --> 00:13:54,960
Wait. You have actual
fight plans? Whoa!
327
00:13:54,960 --> 00:13:57,330
I'm used to villain teams
just yelling stuff out like,
328
00:13:57,330 --> 00:13:58,670
"Crush the spider!"
329
00:13:58,670 --> 00:13:59,460
[grunts]
330
00:14:01,670 --> 00:14:02,670
Ta-da!
331
00:14:02,670 --> 00:14:04,290
Oh! Aah!
332
00:14:04,290 --> 00:14:05,920
You're rather juvenile
333
00:14:05,920 --> 00:14:08,000
for a superhero, aren't you?
334
00:14:08,000 --> 00:14:09,710
[voice cracks]
I'm older than you think.
335
00:14:09,710 --> 00:14:12,540
Nope. Ha. My voice totally
did not just crack.
336
00:14:12,540 --> 00:14:16,080
It's been a pleasure,
but this ends now.
337
00:14:16,080 --> 00:14:18,710
[growling]
Puma, destroy him.
338
00:14:18,710 --> 00:14:19,880
[snarling]
339
00:14:19,880 --> 00:14:21,960
The offer to buy you
out still stand?
340
00:14:21,960 --> 00:14:24,580
'Cause that ten dollars
is burning a hole in my pocket.
341
00:14:26,460 --> 00:14:28,880
[grunt]
[Silver Sable] Puma, destroy him.
342
00:14:31,710 --> 00:14:35,460
[Doc Ock]
Behold! The return of the Octopus!
343
00:14:35,460 --> 00:14:39,290
Fighting valiantly on the side
of goodness and virtue.
344
00:14:39,290 --> 00:14:40,290
[grunts]
345
00:14:40,290 --> 00:14:41,830
Aah! [fretting]
346
00:14:41,830 --> 00:14:43,290
Never thought I'd say this,
347
00:14:43,290 --> 00:14:45,460
but I am so glad
to see you right now.
348
00:14:47,000 --> 00:14:48,540
How did you find me?
With this.
349
00:14:48,540 --> 00:14:51,380
I remembered the Neuro Cortex
uses a chemical
350
00:14:51,380 --> 00:14:53,290
with a rare
radiation signature.
351
00:14:53,290 --> 00:14:54,500
[Spider-Man]
So you developed a tracker
352
00:14:54,500 --> 00:14:55,880
that could zero in
on the signature.
353
00:14:55,880 --> 00:14:58,000
I did the exact same thing.
354
00:14:59,250 --> 00:15:00,290
[Doc Ock]
Really?
355
00:15:00,290 --> 00:15:02,120
The Spider-Man
knows science?
356
00:15:04,420 --> 00:15:05,750
I have my moments.
357
00:15:08,710 --> 00:15:11,420
Clearly we are more alike
than we both realized.
358
00:15:11,420 --> 00:15:12,750
Huhh!
359
00:15:12,750 --> 00:15:15,290
Also, we both represent
multi-limbed creatures
360
00:15:15,290 --> 00:15:17,080
for the purpose of justice.
361
00:15:17,080 --> 00:15:19,330
Epsilon-ten formation!
362
00:15:21,880 --> 00:15:25,330
They utilize tactics
denoted by the Greek alphabet?
363
00:15:25,330 --> 00:15:27,580
Uh-huh. They have
their own evil playbook.
364
00:15:27,580 --> 00:15:29,120
That's probably something
you could've used
365
00:15:29,120 --> 00:15:31,170
with your Sinister Six.
366
00:15:31,170 --> 00:15:33,210
I never claimed to be
a good supervillain leader.
367
00:15:34,580 --> 00:15:36,540
Continue the formation.
368
00:15:36,540 --> 00:15:37,670
I'm pulling a Sigma-12.
369
00:15:37,670 --> 00:15:39,620
Meet you
at Location Beta.
370
00:15:41,710 --> 00:15:43,120
Why can't you just say
371
00:15:43,120 --> 00:15:44,580
"Finish him off,
I'm running away"?
372
00:15:44,580 --> 00:15:46,040
[snarling]
373
00:15:49,210 --> 00:15:50,750
[growling]
374
00:15:50,750 --> 00:15:52,330
Spider-Man!
375
00:15:58,120 --> 00:16:01,460
Uhh! Impact trauma
to my parietal pleura.
376
00:16:01,460 --> 00:16:03,750
Stay down. I have an idea.
377
00:16:20,120 --> 00:16:22,880
I don't want to be the filling
in a mercenary sandwich.
378
00:16:22,880 --> 00:16:24,580
Huh?
379
00:16:24,580 --> 00:16:26,540
Uhh!
Oof! Uhh!
380
00:16:32,170 --> 00:16:33,920
Ock, I got to get you
to a doctor.
381
00:16:33,920 --> 00:16:37,960
But we can't let Silver Sable
escape with the Cortex.
382
00:16:39,750 --> 00:16:43,120
I developed a backup plan
for this very circumstance.
383
00:16:43,120 --> 00:16:45,750
From this short distance,
[grunts]
384
00:16:45,750 --> 00:16:48,750
my tracker
can radically stimulate the chemical containment.
385
00:16:48,750 --> 00:16:52,290
Blow it up? We can't
destroy the Neuro Cortex.
386
00:16:52,290 --> 00:16:54,170
Better destroyed
than letting her
387
00:16:54,170 --> 00:16:56,080
sell it to someone
with evil intentions.
388
00:16:56,080 --> 00:16:59,750
We can't stop her in time.
There's no chance.
389
00:17:01,580 --> 00:17:03,290
I bet that's
what they told Edison.
390
00:17:05,830 --> 00:17:07,830
[grunting]
391
00:17:13,290 --> 00:17:14,710
[thump]
Ohh.
392
00:17:14,710 --> 00:17:16,290
Don't you ever quit?
393
00:17:16,290 --> 00:17:18,580
It's really annoying,
isn't it?
394
00:17:23,210 --> 00:17:25,830
[grunting]
395
00:17:25,830 --> 00:17:28,000
You do know
no one's flying this thing?
396
00:17:28,000 --> 00:17:29,170
[both shouting]
397
00:17:32,620 --> 00:17:33,880
Shouldn't have quit
those fencing lessons.
398
00:17:33,880 --> 00:17:35,960
You think
this is a joke? [grunting]
399
00:17:35,960 --> 00:17:37,830
Of course not.
Under this mask,
400
00:17:37,830 --> 00:17:39,830
I'm making
a super serious face.
401
00:17:43,380 --> 00:17:45,710
Whoa! Aah!
402
00:17:47,290 --> 00:17:48,750
Aah!
403
00:17:52,290 --> 00:17:54,920
[chuckles]
Oh. Sorry.
404
00:17:54,920 --> 00:17:57,210
Should have taken that
ten-spot when I offered.
405
00:17:57,210 --> 00:17:58,420
Your loss.
406
00:17:59,920 --> 00:18:02,830
I was wrong, Spider-Man.
There was a chance.
407
00:18:02,830 --> 00:18:06,710
I am truly starting to learn
that there always is.
408
00:18:06,710 --> 00:18:08,420
Yeah.
409
00:18:08,420 --> 00:18:10,620
That's something I should
probably remember, too.
410
00:18:16,380 --> 00:18:19,580
Hey, Max. We picked up
a little back-to-school supply.
411
00:18:19,580 --> 00:18:20,920
[Max gasps]
412
00:18:21,920 --> 00:18:22,710
I don't--
413
00:18:22,710 --> 00:18:24,120
I don't have the words
414
00:18:24,120 --> 00:18:25,790
to express my gratitude,
Spider-Man.
415
00:18:25,790 --> 00:18:28,250
Don't thank me. If it
wasn't for Otto here,
416
00:18:28,250 --> 00:18:30,250
I would have been
Puma food.
417
00:18:30,250 --> 00:18:33,670
A device this advanced
belongs only with a mind
418
00:18:33,670 --> 00:18:35,960
capable of harnessing
its true potential--
419
00:18:35,960 --> 00:18:38,380
yours, Max.
420
00:18:38,380 --> 00:18:41,620
Now, I won't
overstay my welcome.
421
00:18:48,170 --> 00:18:49,750
You realize, Max,
422
00:18:49,750 --> 00:18:51,460
the processing power,
423
00:18:51,460 --> 00:18:53,790
even in the prototype
Neuro Cortex,
424
00:18:53,790 --> 00:18:55,420
could cure poor Aleksei.
425
00:18:55,420 --> 00:18:57,460
With the right parameters,
it could run
426
00:18:57,460 --> 00:18:59,540
through every conceivable
chemical formulation
427
00:18:59,540 --> 00:19:00,670
in minutes.
428
00:19:00,670 --> 00:19:02,620
You think you can save him?
429
00:19:03,830 --> 00:19:05,670
I know I can.
430
00:19:14,290 --> 00:19:16,960
I do not support this idea.
431
00:19:16,960 --> 00:19:19,000
I have some doubts
as well, Anya,
432
00:19:19,000 --> 00:19:20,920
but we've tried
everything else,
433
00:19:20,920 --> 00:19:22,830
and Spider-Man
has faith in Ock.
434
00:19:43,920 --> 00:19:45,670
Huh?
[gasps]
435
00:19:45,670 --> 00:19:46,790
[grunts]
436
00:19:46,790 --> 00:19:48,170
[gasps]
Huh.
437
00:19:48,170 --> 00:19:49,620
Oh.
438
00:19:51,000 --> 00:19:52,420
What?
439
00:19:52,420 --> 00:19:54,080
Where am I?
440
00:19:54,080 --> 00:19:56,620
Oh, I missed a lot,
didn't I?
441
00:19:56,620 --> 00:19:59,000
It's good to have you
back, Aleksei.
442
00:20:01,000 --> 00:20:03,920
And not only is
the Neuro Cortex prototype
443
00:20:03,920 --> 00:20:05,420
returned and operational,
444
00:20:05,420 --> 00:20:08,120
our year-long research project
will be spearheaded
445
00:20:08,120 --> 00:20:13,170
by our returning professor,
Dr. Otto Octavius.
446
00:20:13,170 --> 00:20:14,960
[students exclaiming]
[applause]
447
00:20:20,000 --> 00:20:21,420
[clears throat, coughs]
448
00:20:22,960 --> 00:20:26,790
I know second chances
do not come often.
449
00:20:26,790 --> 00:20:30,000
I swear I will not disappoint
all of you students.
450
00:20:37,250 --> 00:20:40,460
Getting thrown in prison
was never part of the deal.
451
00:20:40,460 --> 00:20:42,750
No, it wasn't.
452
00:20:42,750 --> 00:20:44,670
But have patience, Paladin.
453
00:20:44,670 --> 00:20:47,040
Our client's plans are
454
00:20:47,040 --> 00:20:48,420
long-term.
455
00:20:49,580 --> 00:20:51,670
[chattering]
456
00:20:54,750 --> 00:20:55,960
[Jameson]
Look at this menace.
457
00:20:55,960 --> 00:20:57,460
He causes more damage
458
00:20:57,460 --> 00:20:59,380
than the so-called bad guys
459
00:20:59,380 --> 00:21:00,620
and webs up
innocent students!
460
00:21:00,620 --> 00:21:02,750
But that's not what happened.
461
00:21:02,750 --> 00:21:04,210
Whoa, Pete.
462
00:21:04,210 --> 00:21:06,290
Someone looks like they
just failed a test.
463
00:21:06,290 --> 00:21:09,040
Not that I would know
what that looks like.
464
00:21:09,920 --> 00:21:11,040
It's just...
465
00:21:12,080 --> 00:21:13,380
something didn't turn out
466
00:21:13,380 --> 00:21:14,670
like I thought it would.
467
00:21:14,670 --> 00:21:16,080
So?
468
00:21:16,080 --> 00:21:17,250
What about all the things
469
00:21:17,250 --> 00:21:19,120
that turned out
better than you thought?
470
00:21:19,120 --> 00:21:21,120
Ock's reformed.
Aleksei's back.
471
00:21:21,120 --> 00:21:24,000
Never dwell on the bad, Pete.
472
00:21:24,000 --> 00:21:25,330
You know what happened
to Edison, right?
473
00:21:25,330 --> 00:21:26,460
And Newton?
474
00:21:26,460 --> 00:21:29,330
And Einstein. You're right.
475
00:21:29,330 --> 00:21:32,120
It doesn't matter if you've
failed a thousand times.
476
00:21:32,120 --> 00:21:34,790
There's always a chance
to achieve something great.
477
00:21:34,840 --> 00:21:39,390
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