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♪ Spider-Man, Spider-Man ♪
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♪ Radioactive Spider-Man ♪
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♪ Spider-Man ♪
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♪ Spider-Man ♪
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00:00:20,224 --> 00:00:24,671
♪ Radioactive Spider-Man ♪
6
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♪ Spider-Man, Spider-Man ♪
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♪ Radioactive Spider-Man ♪
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♪ Spider blood, spider blood ♪
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♪ Radioactive spider blood ♪
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♪ Spider blood, spider blood ♪
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♪ Radioactive spider power ♪
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( Guitar solo )
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00:00:53,542 --> 00:00:55,558
♪ Spider-Man, Spider-Man. ♪
14
00:01:01,188 --> 00:01:06,911
Beyonder: we have traveled a
long way through time and space.
15
00:01:06,912 --> 00:01:09,311
Look at what has happened.
16
00:01:09,312 --> 00:01:11,232
( Distant dog barking )
17
00:01:13,946 --> 00:01:15,992
Now where'd the beyonder go?
18
00:01:15,993 --> 00:01:18,745
And where am I?
19
00:01:18,746 --> 00:01:19,886
Fifth Avenue?!
20
00:01:19,887 --> 00:01:21,198
It can't be.
21
00:01:21,199 --> 00:01:23,086
How long have I been gone?
22
00:01:23,087 --> 00:01:24,718
What's happened here?
23
00:01:24,719 --> 00:01:26,895
Aunt May!
24
00:01:28,495 --> 00:01:29,774
No...
25
00:01:29,775 --> 00:01:31,150
All of queens?
26
00:01:31,151 --> 00:01:33,199
Astoria, forest hills...
27
00:01:33,200 --> 00:01:34,798
All just destroyed.
28
00:01:34,799 --> 00:01:36,080
Aunt May...
29
00:01:37,551 --> 00:01:39,374
Your aunt May
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00:01:39,375 --> 00:01:40,622
exists no longer
31
00:01:40,623 --> 00:01:42,446
in this world.
32
00:01:42,447 --> 00:01:43,854
I've had it with you, beyonder.
33
00:01:43,855 --> 00:01:45,390
I want some real answers.
34
00:01:45,391 --> 00:01:48,366
Who's responsible for
this devastation? Who?!
35
00:01:48,367 --> 00:01:49,902
You are, Spider-Man.
36
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What?!
37
00:01:50,991 --> 00:01:52,111
You are.
38
00:01:54,412 --> 00:01:56,747
What kind of sick joke
are you playing now?
39
00:01:56,748 --> 00:01:58,475
Whoa! Spider-sense.
40
00:01:58,476 --> 00:01:59,476
Danger!
41
00:02:03,528 --> 00:02:05,416
( Chuckles )
42
00:02:05,417 --> 00:02:07,239
Nice shot, brother goblin.
43
00:02:07,240 --> 00:02:08,743
Stick with me, boy.
44
00:02:08,744 --> 00:02:10,951
By the time we've
leveled Manhattan
45
00:02:10,952 --> 00:02:14,151
I'll have made a real
goblin out of you!
46
00:02:14,152 --> 00:02:15,911
The Hobgoblin... ( Laughs )
47
00:02:15,912 --> 00:02:17,575
And the green goblin together
48
00:02:17,576 --> 00:02:19,239
destroying the city?
49
00:02:19,240 --> 00:02:21,505
Have they gone
completely insane?!
50
00:02:21,506 --> 00:02:23,490
Jameson: this is
j-3 emergency radio
51
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broadcasting from the
daily bugle building.
52
00:02:26,306 --> 00:02:28,450
We continue our
report on Spider-Man's
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00:02:28,451 --> 00:02:30,241
war against the city.
54
00:02:30,242 --> 00:02:32,417
I just hope the national guard
55
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will rescue us from
this criminal siege.
56
00:02:35,011 --> 00:02:36,290
Sorry.
57
00:02:36,291 --> 00:02:37,729
This program is canceled
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due to low ratings.
59
00:02:39,746 --> 00:02:40,067
Huh?!
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00:02:40,068 --> 00:02:41,538
There was no one
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00:02:41,539 --> 00:02:43,618
left in the city to listen.
62
00:02:43,619 --> 00:02:45,601
( Laughing ) ( Groaning )
63
00:02:45,602 --> 00:02:46,977
Let go of him, you...
64
00:02:46,978 --> 00:02:50,370
Our boss wants the
microwave broadcaster
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00:02:50,371 --> 00:02:53,122
on the roof of j-3
communications.
66
00:02:53,123 --> 00:02:55,877
But it seems to have a
substantial security system.
67
00:02:55,878 --> 00:02:56,837
Don't, Jonah!
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00:02:56,838 --> 00:02:57,638
Don't help them!
69
00:02:57,638 --> 00:02:58,022
No!
70
00:02:58,022 --> 00:02:58,919
Talk... or I'll
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00:02:58,919 --> 00:03:00,517
give your right-hand man
72
00:03:00,518 --> 00:03:02,021
his severance pay.
73
00:03:02,022 --> 00:03:04,261
I can deactivate
the security system
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00:03:04,262 --> 00:03:05,317
with my palm print.
75
00:03:05,318 --> 00:03:06,469
Excellent.
76
00:03:06,470 --> 00:03:08,581
We don't need you anymore.
77
00:03:08,582 --> 00:03:10,373
( Screaming )
78
00:03:10,374 --> 00:03:11,374
Got you!
79
00:03:13,606 --> 00:03:15,877
Hey, what's the big
idea, robertson?
80
00:03:15,878 --> 00:03:17,381
I'd do more if I could.
81
00:03:17,382 --> 00:03:18,757
Jonah was right.
82
00:03:18,758 --> 00:03:19,877
What are you talking about?
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00:03:19,878 --> 00:03:21,701
The destruction of this city
84
00:03:21,702 --> 00:03:23,621
and those goblins you sent
85
00:03:23,622 --> 00:03:24,709
to attack us.
86
00:03:24,710 --> 00:03:26,694
The goblins? In the bugle?
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00:03:32,358 --> 00:03:33,222
( Yelling )
88
00:03:33,223 --> 00:03:34,277
Now, you'll pay
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00:03:34,278 --> 00:03:36,006
for what you've done.
90
00:03:36,006 --> 00:03:37,157
Why did you do that?
91
00:03:37,158 --> 00:03:38,278
Let's see...
92
00:03:38,278 --> 00:03:40,293
You level Manhattan,
destroy queens...
93
00:03:40,294 --> 00:03:41,893
Why would I be mad at you?
94
00:03:41,894 --> 00:03:42,981
( Grunts )
95
00:03:42,982 --> 00:03:45,509
But we did what you told us to.
96
00:03:45,510 --> 00:03:47,781
What?!
I never told you to do anything.
97
00:03:47,782 --> 00:03:50,373
This spider-creep
must be the other one
98
00:03:50,374 --> 00:03:51,781
the boss warned us about.
99
00:03:51,782 --> 00:03:52,901
The "other one"?
100
00:03:52,902 --> 00:03:54,373
Yes...!
101
00:03:54,374 --> 00:03:56,453
I think you're right.
102
00:03:56,454 --> 00:03:57,989
( Grunts )
103
00:03:57,990 --> 00:04:01,829
But a good goblin never falls
for the same trick twice.
104
00:04:01,830 --> 00:04:03,046
( Coughing )
105
00:04:07,206 --> 00:04:08,965
We have what we need here.
106
00:04:08,966 --> 00:04:10,726
Finish the job, Hobgoblin.
107
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With pleasure.
108
00:04:12,515 --> 00:04:14,371
( Laughing )
109
00:04:16,291 --> 00:04:17,291
Uh-oh.
110
00:04:35,455 --> 00:04:37,662
I can't believe it.
111
00:04:37,663 --> 00:04:39,295
The bugle...
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Destroyed.
113
00:04:40,735 --> 00:04:43,070
My life's work...
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Ruined!
115
00:04:44,160 --> 00:04:45,983
Oh, quit whining.
116
00:04:49,709 --> 00:04:51,500
Thanks so much.
117
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You!
118
00:04:58,445 --> 00:05:00,465
I was right about you all along
119
00:05:00,466 --> 00:05:02,866
but I never dreamed
you'd go this far.
120
00:05:02,867 --> 00:05:04,978
I'd love to hear
your whole tirade
121
00:05:04,979 --> 00:05:06,419
but not right now.
122
00:05:14,418 --> 00:05:15,377
Hey!
123
00:05:15,378 --> 00:05:17,074
Now I see what's been taking
124
00:05:17,075 --> 00:05:18,770
those idiot goblins so long.
125
00:05:18,771 --> 00:05:22,545
I wondered when you'd turn up
again, dear clone.
126
00:05:22,546 --> 00:05:25,554
And in my costume, no less.
127
00:05:25,555 --> 00:05:27,474
That voice...
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He sounds like... me!
129
00:05:29,555 --> 00:05:31,314
Oh, how I despise you.
130
00:05:31,315 --> 00:05:32,753
And for that reason
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you must be obliterated.
132
00:05:35,986 --> 00:05:38,961
You see, I really...
133
00:05:38,962 --> 00:05:41,042
Really hate clones!
134
00:05:42,962 --> 00:05:45,681
He looks like Carnage, but...
135
00:05:45,682 --> 00:05:47,601
He has my costume...
136
00:05:47,602 --> 00:05:48,691
My voice!
137
00:05:57,651 --> 00:05:59,922
( Grunting )
138
00:05:59,923 --> 00:06:01,041
( Laughing )
139
00:06:01,042 --> 00:06:02,995
He's squeezing me so hard...
140
00:06:04,434 --> 00:06:05,810
I can't breathe!
141
00:06:07,891 --> 00:06:09,522
What? No!
142
00:06:09,523 --> 00:06:11,123
Where...?
143
00:06:16,562 --> 00:06:18,162
( Moaning )
144
00:06:18,163 --> 00:06:19,122
Aah...
145
00:06:19,123 --> 00:06:20,209
Beyonder!
146
00:06:20,210 --> 00:06:21,298
What's wrong?
147
00:06:21,299 --> 00:06:22,513
Are you...
148
00:06:22,514 --> 00:06:23,985
Are you all right?
149
00:06:23,986 --> 00:06:25,041
No. He is
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00:06:25,042 --> 00:06:26,226
very, very weak.
151
00:06:26,227 --> 00:06:29,714
How could he be,
with all his power?
152
00:06:29,715 --> 00:06:32,113
Because he's not in
our home dimension.
153
00:06:32,114 --> 00:06:35,409
His power is diminished
the longer he stays here
154
00:06:35,410 --> 00:06:37,970
in this unfamiliar reality.
155
00:06:37,971 --> 00:06:39,249
You must rest
156
00:06:39,250 --> 00:06:42,129
and let my life-support
system rejuvenate you
157
00:06:42,130 --> 00:06:44,082
as much as it can.
158
00:06:44,083 --> 00:06:46,417
Madame web,
tell me what's going on.
159
00:06:46,418 --> 00:06:47,666
I need your help.
160
00:06:47,667 --> 00:06:49,586
You must help yourself.
161
00:06:49,587 --> 00:06:52,433
But that does not mean
you will be alone.
162
00:06:52,434 --> 00:06:53,746
Look.
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00:06:54,497 --> 00:06:55,712
Am I going mad?
164
00:06:55,713 --> 00:06:59,552
This is the one that's
supposed to be our leader?
165
00:06:59,553 --> 00:07:00,832
Give me a break.
166
00:07:00,833 --> 00:07:03,072
I should be in
charge of this group.
167
00:07:03,073 --> 00:07:04,672
I'm the real Spider-Man.
168
00:07:04,673 --> 00:07:06,848
I don't know what kind
of mind game this is
169
00:07:06,849 --> 00:07:08,896
but I'm the real Spider-Man...
170
00:07:08,897 --> 00:07:10,721
The real Peter Parker.
171
00:07:12,516 --> 00:07:13,731
Guess again.
172
00:07:13,732 --> 00:07:15,747
See, Pete, old buddy?
173
00:07:15,747 --> 00:07:17,731
We're just as
genuine as you are.
174
00:07:17,732 --> 00:07:18,883
But...
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00:07:18,884 --> 00:07:20,834
How can that be?
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00:07:20,835 --> 00:07:22,275
Madame web says we're each
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00:07:22,276 --> 00:07:23,970
from different dimensions.
178
00:07:23,971 --> 00:07:25,890
Reality is like a river
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00:07:25,891 --> 00:07:29,474
that splits off into many
parallel tributaries.
180
00:07:29,475 --> 00:07:32,739
These spider-men are
from parallel realities
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00:07:32,740 --> 00:07:34,851
each as legitimate as yours.
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They are all you
183
00:07:36,164 --> 00:07:38,466
with some slight differences.
184
00:07:38,467 --> 00:07:39,971
Don't let these worry you, Pete.
185
00:07:39,972 --> 00:07:41,539
They're just a little souvenir
186
00:07:41,540 --> 00:07:43,362
from my last fight with doc oc.
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00:07:43,363 --> 00:07:44,771
You mean to tell me
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that you all share my life
189
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and my spider-powers?
190
00:07:48,452 --> 00:07:49,538
( Clears throat )
191
00:07:49,539 --> 00:07:51,875
Well, uh, not quite all of us.
192
00:07:51,875 --> 00:07:54,627
I don't have your
life or your powers.
193
00:07:54,628 --> 00:07:55,619
So, who are you, then?
194
00:07:55,620 --> 00:07:57,635
You wouldn't believe
me if I told you.
195
00:07:57,635 --> 00:07:59,427
Let's just say I'm here to help.
196
00:07:59,428 --> 00:08:01,891
Although I'm not prepared
for anything like this.
197
00:08:01,892 --> 00:08:04,515
We were all kind of caught
in the middle of things.
198
00:08:04,516 --> 00:08:06,754
I'm having a little
mutation problem
199
00:08:06,755 --> 00:08:07,714
right now.
200
00:08:07,715 --> 00:08:08,994
Whoa!
201
00:08:08,995 --> 00:08:11,299
I don't think I even
want to hear your story.
202
00:08:11,300 --> 00:08:13,507
All of you must hear the
Scarlet spider's story
203
00:08:13,508 --> 00:08:16,258
for this is his reality we're in
204
00:08:16,259 --> 00:08:19,779
and that monster you
encountered was his twin.
205
00:08:19,780 --> 00:08:20,780
Behold...
206
00:08:21,779 --> 00:08:23,314
My name is Ben Reilly.
207
00:08:23,315 --> 00:08:25,842
I'm related to this
reality's Peter Parker.
208
00:08:25,843 --> 00:08:26,771
How?
209
00:08:26,772 --> 00:08:27,858
I'm his clone.
210
00:08:27,859 --> 00:08:29,713
Or... maybe he's my clone.
211
00:08:29,714 --> 00:08:30,673
We're not sure.
212
00:08:30,674 --> 00:08:32,434
This dimension's Peter Parker
213
00:08:32,435 --> 00:08:33,458
had it pretty rough.
214
00:08:33,459 --> 00:08:35,026
He had already lost uncle Ben.
215
00:08:35,027 --> 00:08:36,402
Then aunt May passed away.
216
00:08:36,403 --> 00:08:38,226
That nearly unbalanced his mind.
217
00:08:38,227 --> 00:08:41,233
But then Parker's path crossed
with a brilliant scientist...
218
00:08:41,234 --> 00:08:43,698
An expert in genetic
cloning named...
219
00:08:43,699 --> 00:08:45,138
Miles Warren!
220
00:08:45,139 --> 00:08:46,482
Ah, I see you've met him.
221
00:08:46,483 --> 00:08:47,698
He cloned Spider-Man.
222
00:08:47,699 --> 00:08:49,842
To make matters worse...
223
00:08:49,843 --> 00:08:51,506
The clone escaped.
224
00:08:51,507 --> 00:08:53,042
I thought I was that clone.
225
00:08:53,043 --> 00:08:55,090
I tried to stay
out of Peter's life
226
00:08:55,091 --> 00:08:56,914
by taking on a new identity.
227
00:08:56,915 --> 00:08:59,282
I dyed my hair,
changed my name to Ben Reilly
228
00:08:59,283 --> 00:09:02,386
but I had no memory of
where I really came from.
229
00:09:02,387 --> 00:09:04,306
Warren had robbed me of my past.
230
00:09:04,307 --> 00:09:07,186
I understand what
you've been through.
231
00:09:07,187 --> 00:09:09,618
Warren created a
clone in my reality
232
00:09:09,619 --> 00:09:11,699
who had the same problem.
233
00:09:14,222 --> 00:09:16,205
Peter, I've come back to you.
234
00:09:16,206 --> 00:09:17,454
Mary Jane!
235
00:09:18,861 --> 00:09:21,070
( All cheering )
236
00:09:21,870 --> 00:09:22,829
Oh, but I... oh!
237
00:09:22,830 --> 00:09:24,141
Mary Jane, what's the matter?
238
00:09:24,142 --> 00:09:26,573
I'm not the real Mary Jane?
239
00:09:26,574 --> 00:09:28,013
That is so, my dear.
240
00:09:28,013 --> 00:09:30,253
Mary Jane: Why not just
tell me i was a clone?!
241
00:09:30,254 --> 00:09:33,452
The cloning process
has proven unstable.
242
00:09:33,453 --> 00:09:34,668
You're coming apart.
243
00:09:34,669 --> 00:09:35,437
Mary Jane...
244
00:09:35,438 --> 00:09:36,397
No!
245
00:09:36,398 --> 00:09:37,357
It's too late.
246
00:09:37,358 --> 00:09:39,501
Warren,
where the blazes are you?!
247
00:09:39,502 --> 00:09:41,101
Forget it, tiger.
248
00:09:41,102 --> 00:09:43,277
I want you to know
just one thing:
249
00:09:43,278 --> 00:09:47,148
If any part of me is anything
like the real Mary Jane Watson
250
00:09:47,149 --> 00:09:51,021
she loves Peter Parker more
than anything in the world.
251
00:09:51,022 --> 00:09:52,908
More... than... anything!
252
00:09:52,909 --> 00:09:55,629
( Screaming ): No!
253
00:09:55,630 --> 00:09:57,325
Mary Jane!
254
00:09:57,326 --> 00:09:58,477
Mary Jane!
255
00:10:01,453 --> 00:10:04,236
I might make some
startling advances.
256
00:10:04,237 --> 00:10:06,029
I hate him for what he did.
257
00:10:06,030 --> 00:10:08,237
So did my world's Peter Parker.
258
00:10:08,238 --> 00:10:10,125
But he hated me...
The clone... even more.
259
00:10:10,126 --> 00:10:12,909
When I became a costumed hero...
The Scarlet spider...
260
00:10:12,910 --> 00:10:14,349
That really made him angry.
261
00:10:14,350 --> 00:10:17,389
But the next big blow came
from Dr. curt Connors.
262
00:10:17,390 --> 00:10:20,685
He discovered that according
to our genetic structures
263
00:10:20,686 --> 00:10:23,309
it might be Peter who was the
clone, not me.
264
00:10:23,310 --> 00:10:26,252
That news pushed Peter
Parker over the edge.
265
00:10:26,253 --> 00:10:27,820
Now he hated me with a passion.
266
00:10:27,821 --> 00:10:30,381
This is starting to sound
like a bad comic book plot.
267
00:10:30,382 --> 00:10:31,597
It gets worse.
268
00:10:31,598 --> 00:10:32,845
I was trying to stop
269
00:10:32,846 --> 00:10:34,637
one of the Kingpin's crimes.
270
00:10:34,638 --> 00:10:37,517
He had created an
interdimensional transporter
271
00:10:37,518 --> 00:10:39,373
making him invincible
as a criminal.
272
00:10:39,374 --> 00:10:41,229
No sooner had I arrived
273
00:10:41,229 --> 00:10:42,861
when my... other showed up.
274
00:10:42,862 --> 00:10:45,677
I thought he was there to help
me, but he wasn't.
275
00:10:45,678 --> 00:10:48,589
He wanted me out of the picture...
permanently.
276
00:10:50,049 --> 00:10:53,792
Then, from some other
dimension, it appeared.
277
00:10:53,793 --> 00:10:55,231
That's the Carnage symbiote!
278
00:10:55,232 --> 00:10:58,336
Drawn by Peter's hatred,
it bonded with him somehow
279
00:10:58,337 --> 00:11:00,415
and drove him completely insane.
280
00:11:00,416 --> 00:11:02,976
So this reality we're
in is your reality.
281
00:11:02,977 --> 00:11:04,415
But what does it have
282
00:11:04,416 --> 00:11:05,887
to do with the rest of us?
283
00:11:05,888 --> 00:11:07,232
What's our stake in this?
284
00:11:07,233 --> 00:11:09,023
Or yours, for that matter?
285
00:11:09,024 --> 00:11:09,983
Behold...
286
00:11:09,984 --> 00:11:11,487
Look into the future.
287
00:11:11,488 --> 00:11:13,025
Tell me what you see.
288
00:11:18,816 --> 00:11:20,526
Spider-Man: a portal
has been opened.
289
00:11:20,527 --> 00:11:22,958
The dish stolen from
j-3 communications
290
00:11:22,959 --> 00:11:24,718
is magnifying the
incendiary device
291
00:11:24,719 --> 00:11:27,694
attached to the transporter,
and it's about to go off.
292
00:11:27,695 --> 00:11:28,847
No!
293
00:11:50,339 --> 00:11:51,554
Spider-Carnage
294
00:11:51,555 --> 00:11:54,882
will link a matter
disintegrator bomb
295
00:11:54,883 --> 00:11:57,602
to Dr. ohn's time portal device.
296
00:11:57,603 --> 00:11:59,490
The blast will be magnified
297
00:11:59,491 --> 00:12:01,954
and will enter other dimensions.
298
00:12:01,955 --> 00:12:04,354
It will not only
destroy this reality
299
00:12:04,355 --> 00:12:07,682
but every reality
across space and time.
300
00:12:07,683 --> 00:12:08,866
I have already
301
00:12:08,867 --> 00:12:10,210
seen it happen.
302
00:12:10,211 --> 00:12:12,802
If this has already
happened, how are we here?
303
00:12:12,802 --> 00:12:16,002
When the destruction
reached my home dimension
304
00:12:16,003 --> 00:12:18,690
I used all my powers
to roll back time.
305
00:12:18,691 --> 00:12:20,642
It taxed me to the extreme.
306
00:12:20,643 --> 00:12:23,138
We are now in this
reality's past.
307
00:12:23,139 --> 00:12:24,226
Spider-Carnage
308
00:12:24,227 --> 00:12:26,786
has not detonated
the device yet.
309
00:12:26,787 --> 00:12:27,938
You must stop him.
310
00:12:27,939 --> 00:12:29,346
You can transcend time.
311
00:12:29,347 --> 00:12:31,330
Why don't you just
go back to the past
312
00:12:31,331 --> 00:12:33,538
and prevent this from happening?
313
00:12:33,539 --> 00:12:36,354
Although madame web and
i are beings who can pass
314
00:12:36,355 --> 00:12:39,874
through different realities,
we are powerless...
315
00:12:39,875 --> 00:12:41,442
( Groans )
316
00:12:41,443 --> 00:12:42,754
We cannot stay
317
00:12:42,755 --> 00:12:46,114
in this one reality to keep
anything we change stable.
318
00:12:46,115 --> 00:12:47,938
It takes all this machinery
319
00:12:47,939 --> 00:12:50,241
for us to remain
in your dimension
320
00:12:50,242 --> 00:12:51,778
for as long as we have
321
00:12:51,779 --> 00:12:53,794
and once we leave, it will be
322
00:12:53,795 --> 00:12:56,258
as if we had never
been here at all.
323
00:12:56,258 --> 00:12:57,858
The beyonder decided
324
00:12:57,859 --> 00:13:00,674
that spider-men
from other realities
325
00:13:00,675 --> 00:13:03,746
would have to find a
way to stop this one.
326
00:13:03,747 --> 00:13:07,138
In other words,
only he could stop himself.
327
00:13:07,139 --> 00:13:08,642
My companion, madame web
328
00:13:08,643 --> 00:13:12,450
traveled to your dimensions
to prepare you for this task.
329
00:13:12,451 --> 00:13:14,210
You were all tested
330
00:13:14,211 --> 00:13:17,282
but only one of
you proved worthy
331
00:13:17,283 --> 00:13:19,522
to be the leader of this team.
332
00:13:19,523 --> 00:13:20,578
You.
333
00:13:20,579 --> 00:13:21,410
Me?
334
00:13:21,411 --> 00:13:22,946
Yes, you.
335
00:13:22,947 --> 00:13:25,026
I object.
I think I should be the...
336
00:13:25,027 --> 00:13:25,891
Silence!
337
00:13:25,892 --> 00:13:27,681
We took you to our dimension
338
00:13:27,682 --> 00:13:30,209
and created the
secret war to test you
339
00:13:30,210 --> 00:13:31,682
and see if we were right.
340
00:13:31,683 --> 00:13:33,379
Behold!
341
00:13:41,758 --> 00:13:43,620
Spider-Man, get out of here!
342
00:13:43,621 --> 00:13:45,668
No, we have to get
the lizard back.
343
00:13:45,669 --> 00:13:46,884
He's my friend.
344
00:13:46,885 --> 00:13:47,814
Help the rebels.
345
00:13:47,815 --> 00:13:49,733
The robots are pounding them.
346
00:13:49,734 --> 00:13:50,948
Hold on, doom.
347
00:13:50,949 --> 00:13:53,220
You can't possibly control
348
00:13:53,221 --> 00:13:55,140
the godlike abilities
you've stolen.
349
00:13:55,141 --> 00:13:57,092
You'll place us in grave danger
350
00:13:57,093 --> 00:13:58,500
if you don't give them up.
351
00:13:58,501 --> 00:14:02,084
Who amongst you ever wanted
to give up their superpowers?
352
00:14:02,085 --> 00:14:05,316
I have, 'cause I've
learned time and time again
353
00:14:05,317 --> 00:14:06,372
that with great power
354
00:14:06,373 --> 00:14:09,029
there must also come
great responsibility.
355
00:14:09,029 --> 00:14:11,044
We were right.
356
00:14:11,045 --> 00:14:13,125
It's up to all of you now.
357
00:14:13,126 --> 00:14:16,357
Even my survival
depends on your victory.
358
00:14:16,358 --> 00:14:19,172
So we're here to
fight for all reality.
359
00:14:19,173 --> 00:14:22,148
Okay. Spider-men,
we don't have much time.
360
00:14:22,149 --> 00:14:23,940
We'd better get going.
361
00:14:23,941 --> 00:14:24,869
What about him?
362
00:14:24,870 --> 00:14:25,988
He doesn't have powers.
363
00:14:25,989 --> 00:14:28,100
Hey, guys,
don't cut me out of this.
364
00:14:28,101 --> 00:14:30,244
This is the adventure
of a lifetime.
365
00:14:30,245 --> 00:14:31,268
No way.
366
00:14:31,269 --> 00:14:32,996
I'm sorry, but he's right.
367
00:14:32,997 --> 00:14:34,468
We can't endanger you.
368
00:14:34,469 --> 00:14:36,644
And I'm sorry i
was angry with you.
369
00:14:36,645 --> 00:14:38,852
Rest assured,
i won't let you down.
370
00:14:38,853 --> 00:14:41,701
All right, boys, let's do it.
371
00:14:47,173 --> 00:14:50,500
Kingpin: Smythe,
what is keeping spider-Carnage
372
00:14:50,501 --> 00:14:51,877
and those goblins?
373
00:14:51,877 --> 00:14:54,244
They were due back hours ago.
374
00:14:54,245 --> 00:14:55,300
I warned you
375
00:14:55,301 --> 00:14:57,252
not to trust any of them.
376
00:14:57,253 --> 00:14:58,660
We got delayed.
377
00:14:58,661 --> 00:15:01,508
We ran into another Spider-Man.
378
00:15:01,509 --> 00:15:04,196
What is this all
about, spider-Carnage?
379
00:15:04,197 --> 00:15:06,692
It's that clone
i told you about.
380
00:15:06,693 --> 00:15:10,116
All that matters is the
few more hours I need
381
00:15:10,117 --> 00:15:12,484
to assemble my ultimate weapon.
382
00:15:12,485 --> 00:15:14,820
Think of it, we'll use it
383
00:15:14,821 --> 00:15:17,892
to take control
of people's minds.
384
00:15:17,893 --> 00:15:20,900
Then we'll rule
the entire world.
385
00:15:20,901 --> 00:15:24,420
You have secured the final
part that you required?
386
00:15:24,421 --> 00:15:28,324
Of course.
My device will be ready soon
387
00:15:28,325 --> 00:15:31,588
and then,
we'll really get what we deserve.
388
00:15:31,589 --> 00:15:32,612
All of us.
389
00:15:32,613 --> 00:15:35,300
( Laughing )
390
00:15:35,301 --> 00:15:39,300
This device he is building...
Is it what he says it is?
391
00:15:39,301 --> 00:15:41,956
I need time to analyze it fully.
392
00:15:41,957 --> 00:15:43,588
Keep an eye on him.
393
00:15:43,589 --> 00:15:46,948
He is a powerful ally,
but he is more evil
394
00:15:46,949 --> 00:15:49,989
than anyone i have
ever encountered.
395
00:16:00,694 --> 00:16:03,050
I don't get it,
we can swing through the air
396
00:16:03,051 --> 00:16:04,863
why are we sneaking
in the front door?
397
00:16:04,864 --> 00:16:07,446
Because,
spider-Carnage won't expect it
398
00:16:07,447 --> 00:16:08,988
and that makes him vulnerable.
399
00:16:08,989 --> 00:16:10,012
Trust me.
400
00:16:10,013 --> 00:16:11,356
We need to disable the alarm
401
00:16:11,357 --> 00:16:14,108
and observation systems.
402
00:16:14,109 --> 00:16:16,060
No problem. One of my companies
403
00:16:16,061 --> 00:16:18,012
designs security
systems like this.
404
00:16:18,013 --> 00:16:19,836
You own your own companies?
405
00:16:19,837 --> 00:16:22,492
Who do you think built
this armored suit?
406
00:16:22,493 --> 00:16:24,151
In my world,
I'm a multi-billionaire.
407
00:16:24,152 --> 00:16:24,956
Aren't you?
408
00:16:24,957 --> 00:16:27,611
Uh... let's keep moving, okay?
409
00:16:28,998 --> 00:16:31,109
Kingpin, it's Spider-Man.
Five of him!
410
00:16:31,110 --> 00:16:33,894
Five? But I thought
there was only one clone.
411
00:16:35,558 --> 00:16:39,398
It appears our visitors have
disabled the security systems.
412
00:16:40,646 --> 00:16:42,629
Green goblin, Hobgoblin
413
00:16:42,630 --> 00:16:45,477
we are under attack from inside.
414
00:16:45,478 --> 00:16:47,109
A laser built into your armor?
415
00:16:47,110 --> 00:16:48,069
My own design.
416
00:16:48,070 --> 00:16:49,381
I wish I was able to bring
417
00:16:49,382 --> 00:16:50,757
my giant spider-robot
418
00:16:50,758 --> 00:16:52,165
on this mission with us.
419
00:16:52,166 --> 00:16:54,246
Did he say,
"his giant spider-robot?"
420
00:17:13,222 --> 00:17:15,173
Nice.
What do you call that stuff?
421
00:17:15,174 --> 00:17:16,197
Impact webbing.
422
00:17:16,198 --> 00:17:17,990
Why didn't I think of that?
423
00:17:21,606 --> 00:17:22,438
Got you.
424
00:17:22,439 --> 00:17:26,182
Maybe, but can you keep me?
425
00:17:27,718 --> 00:17:29,892
A gas missile will
take care of him.
426
00:17:29,893 --> 00:17:30,893
No, wait!
427
00:17:33,311 --> 00:17:34,622
Why did you do that?
428
00:17:34,623 --> 00:17:35,660
What were you thinking?
429
00:17:35,661 --> 00:17:36,620
Hey, relax.
430
00:17:36,621 --> 00:17:38,252
This will all work out.
431
00:17:38,253 --> 00:17:39,340
Things always do.
432
00:17:39,341 --> 00:17:41,964
What a foolhardy nut.
433
00:17:41,965 --> 00:17:44,653
It's as if he doesn't
even consider failure.
434
00:17:46,604 --> 00:17:48,651
You have to be
careful, beyonder.
435
00:17:48,652 --> 00:17:49,931
I must help them.
436
00:17:49,932 --> 00:17:52,235
Even if it means the end of me.
437
00:17:52,235 --> 00:17:55,627
Hurry! Thanks to Hobgoblin,
we don't have much time!
438
00:17:55,628 --> 00:17:58,475
If we're cautious
we can by-pass them.
439
00:17:58,476 --> 00:18:01,003
Sorry,
I never shy away from a fight.
440
00:18:01,004 --> 00:18:02,987
Maybe 'cause I never lose.
441
00:18:02,988 --> 00:18:04,076
Hey, wait!
442
00:18:07,052 --> 00:18:08,491
Impetuous, isn't he?
443
00:18:08,492 --> 00:18:09,611
Try obnoxious.
444
00:18:23,276 --> 00:18:25,195
These look like Sonic grenades.
445
00:18:25,196 --> 00:18:26,795
They'll come in handy.
446
00:18:29,740 --> 00:18:30,924
This is too easy.
447
00:18:32,748 --> 00:18:33,899
A paralyzer ray.
448
00:18:33,900 --> 00:18:35,692
I can't move.
449
00:18:52,609 --> 00:18:56,321
Hey, stop. No!
450
00:19:01,024 --> 00:19:01,983
Gentlemen
451
00:19:01,984 --> 00:19:02,943
stop right there.
452
00:19:02,944 --> 00:19:03,967
You were right.
453
00:19:03,968 --> 00:19:06,463
The clones do seem
to be multiplying.
454
00:19:06,464 --> 00:19:07,464
Stop them!
455
00:19:26,494 --> 00:19:30,397
Three more Sonic grenades
should do the trick.
456
00:19:30,398 --> 00:19:33,117
No, my mutation disease...
457
00:19:33,118 --> 00:19:34,204
It's flaring up.
458
00:19:34,205 --> 00:19:35,997
Not now!
459
00:19:35,998 --> 00:19:39,229
Spider-Carnage: let's use this
distraction to get out of here!
460
00:19:39,230 --> 00:19:40,605
What's happened?
461
00:19:40,606 --> 00:19:42,525
He's mutated into a man-spider.
462
00:19:42,526 --> 00:19:44,252
I've been through this.
463
00:19:44,253 --> 00:19:45,372
We're in trouble.
464
00:19:45,373 --> 00:19:46,654
( Roaring )
31593
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