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1
00:00:01,087 --> 00:00:02,810
(YELLS)
2
00:00:03,352 --> 00:00:04,168
Oh!
3
00:00:04,196 --> 00:00:05,751
SPIDER-MAN: Touchdown! (GRUNTS)
4
00:00:05,776 --> 00:00:08,265
- You mean "home run," Spidey.
- I knew that.
5
00:00:10,177 --> 00:00:12,310
(SCREAMING)
6
00:00:14,302 --> 00:00:15,898
SPIDER-MAN: Water and electricity?
7
00:00:15,923 --> 00:00:18,239
I'd say you're coming up
short, Shocker.
8
00:00:18,285 --> 00:00:20,887
Get it? That's electricity
comedy, kids.
9
00:00:20,922 --> 00:00:23,381
Web-Warriors rule! (CHUCKLES)
10
00:00:23,406 --> 00:00:27,977
Me and Spidey, like, the best
buds of all time, ever!
11
00:00:28,012 --> 00:00:31,151
Awesome bros before evil foes.
12
00:00:31,282 --> 00:00:34,134
Nothing says BFFs like
Spidey and Agent Venom
13
00:00:34,159 --> 00:00:36,283
taking down a series
of super-villains together.
14
00:00:36,308 --> 00:00:39,312
Since we learned Doc Ock is
staffing up a new Sinister Six,
15
00:00:39,337 --> 00:00:42,054
the Web-Warriors have been on
a baddie-busting spree,
16
00:00:42,079 --> 00:00:45,715
trying to catch all of his possible
recruits before Ock can get to them first.
17
00:00:45,873 --> 00:00:48,693
SPIDER-MAN: There are more subtle
ways to steal a truck, Beetle!
18
00:00:50,005 --> 00:00:50,848
(SPIDER-MAN GRUNTS)
19
00:00:57,550 --> 00:00:59,948
AGENT VENOM: I call
that a "Flash landing."
20
00:00:59,973 --> 00:01:01,437
(CHUCKLES)
That's what I call it.
21
00:01:01,449 --> 00:01:03,650
Beetle. Beat-en.
22
00:01:15,315 --> 00:01:16,215
Whoa!
23
00:01:18,113 --> 00:01:19,536
SPIDER-MAN: Someone's
updated his wardrobe.
24
00:01:19,572 --> 00:01:21,587
Ock must have gotten to Beetle first.
25
00:01:23,580 --> 00:01:24,836
(BOTH SCREAMING)
26
00:01:24,914 --> 00:01:26,197
(BOTH GROAN)
27
00:01:27,831 --> 00:01:28,883
Huh?
28
00:01:30,744 --> 00:01:32,593
Wait! What's the rush?
29
00:01:32,618 --> 00:01:36,086
Don't you have anything to say first?
Maybe some puns, victorious gloating?
30
00:01:36,570 --> 00:01:38,504
So I'll take that as a no?
31
00:01:39,285 --> 00:01:42,485
Sync and corrections by masaca
- addic7ed.com -
32
00:01:50,906 --> 00:01:51,867
(GROANS)
33
00:01:52,169 --> 00:01:55,200
Spidey sense says,
"This is gonna hurt!"
34
00:01:55,440 --> 00:01:56,506
(CLANG)
35
00:01:58,456 --> 00:02:00,330
I got your back, Spider-Man.
36
00:02:00,355 --> 00:02:03,363
The Patrioteer? AKA Harry Osborn.
37
00:02:03,388 --> 00:02:05,279
When I'm Peter Parker,
he's my best friend.
38
00:02:05,304 --> 00:02:07,362
But he doesn't know that I'm Spider-Man.
39
00:02:23,309 --> 00:02:27,154
Nice armor. Prepare to be hacked.
40
00:02:31,991 --> 00:02:33,569
O...kay.
41
00:02:35,474 --> 00:02:37,355
The back of his helmet!
It's unprotected!
42
00:02:37,378 --> 00:02:39,371
Read you loud and clear, Spidey.
43
00:02:43,209 --> 00:02:45,662
Okay, I... I've got
control of his armor.
44
00:02:45,687 --> 00:02:48,798
Let's see how those little
wings hold up at 10,000 feet.
45
00:02:55,612 --> 00:02:57,384
Only your second time in that armor?
46
00:02:57,409 --> 00:02:59,008
Have you been practicing
in front of the mirror?
47
00:02:59,033 --> 00:03:02,565
Uh, hello! Beetle totally got away!
48
00:03:02,590 --> 00:03:03,733
Wait for it.
49
00:03:07,184 --> 00:03:09,113
You're like a superhero prodigy!
50
00:03:09,138 --> 00:03:13,259
(SCOFFS) I hope "prodigy" is an insult,
because he stole our win.
51
00:03:13,982 --> 00:03:16,322
PATRIOTEER: Uh-oh. Beetle's
trying to get control back.
52
00:03:16,347 --> 00:03:17,718
He's deleting a file.
53
00:03:20,359 --> 00:03:21,425
SPIDER-MAN: Nice try, Beets.
54
00:03:21,461 --> 00:03:24,123
What information was so important
that he had to dump it?
55
00:03:24,462 --> 00:03:26,010
I'm guessing once we decrypt it,
56
00:03:26,035 --> 00:03:28,320
it'll finally give us
Doc Ock's secret location.
57
00:03:28,345 --> 00:03:30,022
Code-breaking's
not my strong suit.
58
00:03:30,047 --> 00:03:32,176
But it is S.H.I.E.L.D.'s.
Come back with us.
59
00:03:32,630 --> 00:03:35,636
Really? I've always
wanted to see the Triskelion.
60
00:03:35,661 --> 00:03:36,807
Meet you there!
61
00:03:38,129 --> 00:03:41,224
Are you sure we should
give that amateur access?
62
00:03:41,249 --> 00:03:42,495
He'll see everything.
63
00:03:42,520 --> 00:03:45,059
All of our secret agent stuff.
64
00:03:45,084 --> 00:03:46,622
He showed some serious skill.
65
00:03:46,647 --> 00:03:48,777
Maybe we could recruit him
into S.H.I.E.L.D. Academy.
66
00:03:48,802 --> 00:03:50,154
Wouldn't that be awesome?
67
00:03:51,182 --> 00:03:52,172
(GROANS)
68
00:03:52,197 --> 00:03:54,966
I'm supposed to be Spidey's best bud,
69
00:03:54,991 --> 00:03:56,975
not Newbie McNewsome.
70
00:03:57,659 --> 00:04:01,244
DR. OCTOPUS: Steal my symbiote
back, will you, Spider-Man?
71
00:04:01,269 --> 00:04:04,243
But you left behind the tiniest sample.
72
00:04:04,268 --> 00:04:06,055
All I need...
73
00:04:06,086 --> 00:04:10,048
Dr. Octavius, Shocker and Boomerang were
captured before Hydra could make contact.
74
00:04:10,073 --> 00:04:11,982
And we've lost communication
with Beetle.
75
00:04:12,007 --> 00:04:14,234
I knew Beetle was useless.
76
00:04:14,259 --> 00:04:18,535
I'm losing all viable recruits
for the Six, thanks to my most hated foe!
77
00:04:18,824 --> 00:04:23,704
But this, the web-crawler
will be unable to stop.
78
00:04:23,740 --> 00:04:27,117
It's "wall-crawler," is it not?
79
00:04:27,915 --> 00:04:30,259
Here to berate me again, Zola?
80
00:04:30,352 --> 00:04:32,343
Not at all.
81
00:04:32,368 --> 00:04:36,081
Hydra greatly values our partnership.
82
00:04:36,510 --> 00:04:38,747
Forgive me if I'm skeptical.
83
00:04:38,772 --> 00:04:44,455
Last I recall, I was wasting your time
and resources by chasing Spider-Man.
84
00:04:44,480 --> 00:04:47,836
We disagree only about priorities.
85
00:04:47,930 --> 00:04:51,945
But to show our support, I'm
assigning you a new lab assistant.
86
00:04:51,970 --> 00:04:54,001
Dr. Michael Morbius.
87
00:04:54,026 --> 00:04:57,346
It's such an honor to be working
with the great Otto Octavius.
88
00:04:57,371 --> 00:05:00,894
- I've studied all your work.
- Hmph! Yes, as well you should.
89
00:05:00,919 --> 00:05:03,759
Tell me, Doctor, how do you
keep neural pathways stable
90
00:05:03,784 --> 00:05:06,811
while a symbiote's genetic
code is being rewritten?
91
00:05:06,991 --> 00:05:12,061
Well! That question is not nearly as
ignorant as I would have expected.
92
00:05:12,158 --> 00:05:13,784
Temperature serves as...
93
00:05:14,214 --> 00:05:16,408
But why tell you my secrets?
94
00:05:16,433 --> 00:05:19,031
I work alone. Remove
yourself from my lab.
95
00:05:19,056 --> 00:05:20,823
Hydra's lab.
96
00:05:20,848 --> 00:05:27,534
(CHUCKLES) My eight-armed friend, you
must accept our complete support.
97
00:05:27,559 --> 00:05:28,564
(SIGHS)
98
00:05:28,589 --> 00:05:31,654
Put on some gloves, Dr. Morbius.
99
00:05:31,679 --> 00:05:34,485
If you are going to remain
here, spying for Zola,
100
00:05:34,510 --> 00:05:36,380
you may as well make yourself useful.
101
00:05:37,057 --> 00:05:40,090
SPIDER-MAN: I was right. Ock was
tracking Beetle's location.
102
00:05:40,342 --> 00:05:42,516
Now let's see if we can
turn that right back on him.
103
00:05:42,628 --> 00:05:45,183
Huh. This mainframe's impressive.
104
00:05:45,208 --> 00:05:47,088
Nothing but the best
at S.H.I.E.L.D. Academy.
105
00:05:47,113 --> 00:05:49,225
While this routine's
breaking Ock's encryption,
106
00:05:49,250 --> 00:05:50,850
let me be your campus tour guide.
107
00:05:52,406 --> 00:05:54,113
I never got a tour.
108
00:05:54,382 --> 00:05:57,901
SPIDER-MAN: Holographic AV and group
interfaces in every classroom.
109
00:05:57,926 --> 00:05:58,942
Just sayin'.
110
00:05:58,967 --> 00:06:00,501
Not bad!
111
00:06:00,526 --> 00:06:04,618
Cool classrooms do not make the teachers
here any less boring. Trust me.
112
00:06:05,950 --> 00:06:06,696
(GRUNTS)
113
00:06:06,721 --> 00:06:09,840
Our training courses challenge
the mind and the body!
114
00:06:11,180 --> 00:06:12,622
(KLAXON SOUNDS)
115
00:06:13,515 --> 00:06:16,955
Yes! Beat my best time
by two-tenths. Nailed it!
116
00:06:16,980 --> 00:06:19,101
- That's so cool!
- It's okay,
117
00:06:19,126 --> 00:06:22,052
assuming the robots don't
malfunction and try to kill you.
118
00:06:22,077 --> 00:06:26,393
That only happened, like, one time.
Or a dozen. Let's check out the labs.
119
00:06:28,418 --> 00:06:32,529
Told ya. These science labs are
dinky compared to Oscorp, I bet.
120
00:06:32,554 --> 00:06:35,201
Venom. Why are you showing
Harry the storage closet?
121
00:06:35,254 --> 00:06:36,378
Come into the main lab.
122
00:06:36,414 --> 00:06:38,469
HARRY: Whoa! Awesome!
123
00:06:38,494 --> 00:06:41,214
Good joke, Venom.
I thought you were serious.
124
00:06:41,239 --> 00:06:42,414
(GRUNTS)
125
00:06:42,439 --> 00:06:44,949
An exo-planetary
atmospheric analyzer?
126
00:06:44,974 --> 00:06:47,416
I thought these were years
away from being ready.
127
00:06:47,441 --> 00:06:49,761
It's a prototype. Seen enough?
128
00:06:49,786 --> 00:06:52,952
Yeah. Who do I have to talk
to about joining? Nick Fury?
129
00:06:52,977 --> 00:06:57,217
Fury's not around right now. He's
on an undercover mission, we hope.
130
00:06:57,242 --> 00:06:59,059
Then who's in charge of the Academy?
131
00:06:59,084 --> 00:07:03,208
- Well, I guess me, so, you're in!
- (SARCASTICALLY) Hooray.
132
00:07:03,233 --> 00:07:04,376
(ALARM BLARING)
133
00:07:04,407 --> 00:07:07,092
Does that alarm go off every
time you get a new recruit?
134
00:07:07,128 --> 00:07:09,433
No! It must be an intruder!
135
00:07:13,108 --> 00:07:15,159
Okay. Be prepared for anything.
136
00:07:15,184 --> 00:07:17,624
This could be Doc Ock,
or Arnim Zola, or...
137
00:07:18,735 --> 00:07:19,688
Ahhh!
138
00:07:22,768 --> 00:07:24,919
Norman Osborn, the Iron Patriot?
139
00:07:24,944 --> 00:07:26,784
Dad, what are you doing here?
140
00:07:26,809 --> 00:07:29,532
I checked the GPS tag
on the Patrioteer armor.
141
00:07:29,551 --> 00:07:33,124
Imagine my surprise to find you
at S.H.I.E.L.D. headquarters.
142
00:07:33,149 --> 00:07:36,213
You're tracking me? So much for
treating me like an adult.
143
00:07:36,238 --> 00:07:38,685
Busted, dude. Guess you gotta go.
144
00:07:38,710 --> 00:07:42,017
Oh, well. It's been fun.
(CHUCKLES) Not.
145
00:07:42,042 --> 00:07:44,295
Wait. Harry found a file
on Beetle's armor
146
00:07:44,320 --> 00:07:46,388
that could lead us to
Doc Ock's secret location.
147
00:07:46,413 --> 00:07:48,171
Beetle? The super-villain?
148
00:07:48,210 --> 00:07:50,434
I gave you that armor to protect you,
149
00:07:50,459 --> 00:07:53,247
not to fly into dangerous situations.
150
00:07:53,272 --> 00:07:55,776
Oh, your dad's got a really good point.
151
00:07:55,801 --> 00:07:58,353
Norman, if you could quit
stormin' for a second,
152
00:07:58,393 --> 00:08:01,695
weren't you the one who decided to
give Harry the limit to become a hero?
153
00:08:01,815 --> 00:08:02,999
I did.
154
00:08:03,244 --> 00:08:06,759
But remember, I lost Harry before.
To the Venom symbiote.
155
00:08:06,784 --> 00:08:08,990
You couldn't know what that's like.
156
00:08:09,015 --> 00:08:12,085
You can't give Harry heavy ordnance
and expect him to sit out a fight.
157
00:08:12,427 --> 00:08:13,921
Not the way he looks up to you.
158
00:08:13,998 --> 00:08:15,324
He's just a boy.
159
00:08:15,349 --> 00:08:17,837
And this is a school.
So let him train here.
160
00:08:17,862 --> 00:08:19,269
I'll personally look after him.
161
00:08:19,294 --> 00:08:21,166
If you really want to do this, Harry,
162
00:08:21,309 --> 00:08:23,525
promise me you'll be safe.
163
00:08:23,670 --> 00:08:25,884
Wait! What? You're lettin' him join?
164
00:08:26,948 --> 00:08:29,016
Dad, not in front of the guys.
165
00:08:29,202 --> 00:08:33,440
Spider-Man, you're accountable
if anything happens.
166
00:08:33,465 --> 00:08:36,610
Taking care of my son is
a great responsibility.
167
00:08:36,771 --> 00:08:38,029
I'm good at those.
168
00:08:42,768 --> 00:08:43,846
(BEEPING)
169
00:08:45,307 --> 00:08:47,373
Boom! A potential location.
170
00:08:47,398 --> 00:08:49,358
I'm thinking a small team
of, oh, I don't know
171
00:08:49,383 --> 00:08:51,248
three handsome young heroes
should go scout it out.
172
00:08:51,273 --> 00:08:54,826
Agreed. It's time for Doc
Ock to get a delivery of,
173
00:08:54,851 --> 00:08:58,510
(STAMMERS) uh, from
us, of, of justice...
174
00:08:59,342 --> 00:09:01,498
How was that for hero-talk?
Was it lame?
175
00:09:02,084 --> 00:09:03,802
- Yes.
- Don't worry.
176
00:09:03,827 --> 00:09:05,615
Captain America teaches
a unit about it.
177
00:09:05,640 --> 00:09:08,780
Now let's go and knock some Ock!
178
00:09:08,805 --> 00:09:10,868
Yeah, Venom skipped that class.
179
00:09:10,893 --> 00:09:11,702
(BEEPING)
180
00:09:11,727 --> 00:09:12,724
All right, guys.
181
00:09:13,479 --> 00:09:15,962
Ock prides himself on
being one step ahead of us.
182
00:09:15,987 --> 00:09:18,477
Let's show him what it feels
like to be outsmarted.
183
00:09:18,661 --> 00:09:20,562
Web-Warriors, assemble.
184
00:09:26,775 --> 00:09:29,592
Hello, fellow bad guys.
I, I mean, hail.
185
00:09:29,628 --> 00:09:30,901
Hail Hydra!
186
00:09:32,188 --> 00:09:34,816
You know, cut off one thing,
then you have two things?
187
00:09:35,158 --> 00:09:36,158
Hydra!
188
00:09:40,439 --> 00:09:42,613
Come on. Ock's
around here somewhere.
189
00:09:42,693 --> 00:09:44,899
Yeah, I'm not sure this
is a mission for a newbie.
190
00:09:44,924 --> 00:09:47,114
We could be uncovering
a whole Hydra base.
191
00:09:54,325 --> 00:09:56,517
SPIDER-MAN: Hello,
secret entrance to Hydra lair.
192
00:09:56,542 --> 00:09:57,110
(GASPS)
193
00:09:57,135 --> 00:09:57,896
See?
194
00:09:57,921 --> 00:10:01,928
If Doc Ock finds out we're comin',
it could get messy, real quick.
195
00:10:01,953 --> 00:10:04,094
You're right, Venom.
We just came to scout.
196
00:10:04,119 --> 00:10:05,827
Let's call reinforcements before...
197
00:10:06,159 --> 00:10:07,101
Harry?
198
00:10:07,635 --> 00:10:09,116
We're not done scouting yet.
199
00:10:09,148 --> 00:10:11,029
There goes your responsibility.
200
00:10:11,175 --> 00:10:12,702
You know, if I remember right,
201
00:10:12,738 --> 00:10:15,622
one of us said he was too
green to go on this mission.
202
00:10:15,657 --> 00:10:17,360
Hint, it was me.
203
00:10:17,385 --> 00:10:19,038
Harry can handle more than you realize.
204
00:10:19,063 --> 00:10:21,940
I used to think someone else
on this team was too green.
205
00:10:22,221 --> 00:10:25,199
Oh, really? Who was it? Cho?
206
00:10:27,158 --> 00:10:28,123
GUARD: Halt!
207
00:10:28,570 --> 00:10:29,713
(SPIDER-MAN GRUNTS)
208
00:10:31,184 --> 00:10:32,970
(BOTH GRUNT)
209
00:10:33,200 --> 00:10:34,675
(GROANS)
210
00:10:35,724 --> 00:10:37,803
You still think he can handle this?
(LAUGHING)
211
00:10:37,828 --> 00:10:39,462
- Stealthiness is an acquired skill.
- Yeah!
212
00:10:39,487 --> 00:10:41,329
You're always stickin' up for him.
213
00:10:41,354 --> 00:10:45,608
All of your mainframes and computers,
you guys are two peas in a pot.
214
00:10:46,116 --> 00:10:48,775
You mean "pod."
But how cool is this?
215
00:10:48,800 --> 00:10:50,371
I'm on a spy mission
with my best friend.
216
00:10:50,396 --> 00:10:53,231
Even though he doesn't know
it's me, still kinda counts.
217
00:10:53,256 --> 00:10:54,034
(SIGHS)
218
00:10:54,059 --> 00:10:57,732
Must be great to have your best
bud of all time around.
219
00:10:59,309 --> 00:11:00,707
Uh, Venom?
220
00:11:03,766 --> 00:11:08,092
DR. OCTOPUS: Oh, bah! This is infuriating!
I must succeed!
221
00:11:08,117 --> 00:11:11,958
Um, I'm sure you've considered
a ten-nanosecond intron pulse
222
00:11:11,983 --> 00:11:14,181
- rather than a steady stream?
- Of course.
223
00:11:14,206 --> 00:11:17,962
That would induce a refractory phase
in the cells and better absorb the energy.
224
00:11:18,412 --> 00:11:21,714
- DR. MORBIUS: It seems upset.
- Hmm. They always do.
225
00:11:21,739 --> 00:11:24,766
The change can be unsettling.
226
00:11:24,802 --> 00:11:26,684
Doctor, we did it!
227
00:11:26,720 --> 00:11:28,895
At last. Success!
228
00:11:28,920 --> 00:11:32,155
Morbius, your very minor
contribution has been noted.
229
00:11:32,180 --> 00:11:33,340
You're too kind.
230
00:11:33,365 --> 00:11:38,026
But we didn't do it.
The great Otto Octavius did.
231
00:11:38,051 --> 00:11:39,784
Oh, uh, of course, Doctor.
232
00:11:39,809 --> 00:11:41,613
You say jump, I'll ask how...
233
00:11:41,849 --> 00:11:43,676
Did you see that?
234
00:11:44,233 --> 00:11:46,298
DR. OCTOPUS: Jump. Go flat.
235
00:11:46,503 --> 00:11:48,815
It's responding to commands.
236
00:11:48,851 --> 00:11:51,467
Flip. Fight.
237
00:11:53,916 --> 00:11:59,230
This newly enhanced symbiote will finally
bring about Spider-Man's downfall.
238
00:11:59,255 --> 00:12:01,719
PATRIOTEER: Sounds like that thing's
designed to target you, Spidey.
239
00:12:01,744 --> 00:12:03,801
- Better let me take the lead.
- AGENT VENOM: Shh!
240
00:12:03,826 --> 00:12:07,105
If anybody's protecting
Spidey, it's me.
241
00:12:07,130 --> 00:12:10,550
You're both really good, guys,
but stop talking before...
242
00:12:10,575 --> 00:12:11,437
Ahhh!
243
00:12:12,035 --> 00:12:14,976
Remember the good old days, when
this was just a scouting trip?
244
00:12:15,001 --> 00:12:15,943
(WHIMPERS)
245
00:12:15,968 --> 00:12:17,682
Guards! Guards!
246
00:12:17,707 --> 00:12:22,114
Remain calm, Morbius. This is
not altogether unforeseen.
247
00:12:22,793 --> 00:12:24,322
Attack, my pet!
248
00:12:28,023 --> 00:12:29,914
Get back, Spidey.
I'll protect you.
249
00:12:29,949 --> 00:12:30,552
(GRUNTS)
250
00:12:30,577 --> 00:12:32,523
No chance, Osborn!
251
00:12:32,786 --> 00:12:34,712
What sweet irony.
252
00:12:34,737 --> 00:12:37,728
You feel you must
defend Spider-Man?
253
00:12:37,753 --> 00:12:39,672
(LAUGHING)
254
00:12:39,697 --> 00:12:42,884
The new symbiote isn't targeting him.
255
00:12:43,126 --> 00:12:44,599
Huh? It isn't?
256
00:12:44,927 --> 00:12:45,561
(GRUNTS)
257
00:12:45,586 --> 00:12:47,261
It attacks other symbiotes!
258
00:12:48,260 --> 00:12:49,367
(GROANS)
259
00:12:51,352 --> 00:12:52,350
(GRUNTS)
260
00:12:52,380 --> 00:12:53,808
(GROANING)
261
00:12:54,027 --> 00:12:55,011
(STRAINING)
262
00:12:55,036 --> 00:12:56,321
What's it doing to him?
263
00:12:56,346 --> 00:12:57,771
DR. OCTOPUS: It is purging him.
264
00:12:57,789 --> 00:13:00,883
How does it feel to watch
your dear friend suffer?
265
00:13:00,908 --> 00:13:01,777
(GROANING)
266
00:13:02,087 --> 00:13:03,367
You hear that?
267
00:13:03,786 --> 00:13:06,163
He called me "Spidey's dear friend."
268
00:13:08,087 --> 00:13:09,995
Patrioteer, a little help here?
269
00:13:10,591 --> 00:13:13,514
But... I can't. The symbiote...
270
00:13:13,539 --> 00:13:15,857
It once took me over.
271
00:13:15,882 --> 00:13:17,106
(STRAINING)
272
00:13:17,572 --> 00:13:19,413
(ROARING)
273
00:13:19,449 --> 00:13:20,997
Keep, keep it away from me!
274
00:13:22,729 --> 00:13:26,522
Oh, I see. Norman's brat son.
275
00:13:26,547 --> 00:13:30,262
Yes, you would be good
fodder for the symbiote.
276
00:13:30,287 --> 00:13:31,169
(GASPS)
277
00:13:31,745 --> 00:13:33,027
(YELLS)
278
00:13:33,052 --> 00:13:34,644
No! Enough, Ock!
279
00:13:36,456 --> 00:13:39,701
My father, my friends,
leave us all alone!
280
00:13:39,736 --> 00:13:40,736
(GRUNTS)
281
00:13:43,032 --> 00:13:44,523
(VENOM ROARING)
282
00:13:46,509 --> 00:13:48,573
This thing's as strong as the original!
283
00:13:48,598 --> 00:13:49,290
(GRUNTS)
284
00:13:49,315 --> 00:13:51,677
And toxic to the first symbiote.
285
00:13:51,702 --> 00:13:53,985
Behold, the Anti-Venom.
286
00:13:54,011 --> 00:13:57,463
Take a hint, Anti-Venom. Agent Venom
doesn't want to be your friend.
287
00:13:57,488 --> 00:13:59,210
It might have something
to do with your name.
288
00:13:59,235 --> 00:14:01,061
You won't let it have Venom?
(GRUNTS)
289
00:14:01,086 --> 00:14:03,273
Then I'll give it something else!
290
00:14:03,989 --> 00:14:07,127
Every symbiote needs
a perfect bonding partner.
291
00:14:07,152 --> 00:14:09,678
Who better than the original host?
292
00:14:10,509 --> 00:14:12,882
(GRUNTS) Not again!
293
00:14:12,907 --> 00:14:15,418
Fight back, Harry! You're a hero now!
294
00:14:15,438 --> 00:14:16,852
(GRUNTS)
295
00:14:16,877 --> 00:14:19,081
That's right! Not gonna happen!
296
00:14:19,106 --> 00:14:20,565
(WHIMPERS)
297
00:14:20,598 --> 00:14:21,401
No!
298
00:14:21,993 --> 00:14:24,663
Spider-Man! Help me!
299
00:14:29,570 --> 00:14:31,807
Harry! Harry, are you okay?
300
00:14:31,832 --> 00:14:33,658
(ROARING)
301
00:14:33,683 --> 00:14:35,791
Not the answer I was hoping for.
302
00:14:37,078 --> 00:14:38,878
(ROARING)
303
00:14:39,913 --> 00:14:41,297
Harry, stop!
304
00:14:43,119 --> 00:14:44,394
(ROARS)
305
00:14:45,033 --> 00:14:47,390
You've got to fight off
the Anti-Venom!
306
00:14:47,971 --> 00:14:49,754
(GRUNTS) (GROWLING)
307
00:14:50,056 --> 00:14:51,126
Ahhh!
308
00:14:51,650 --> 00:14:52,650
(GROANS)
309
00:14:54,127 --> 00:14:55,176
(VENOM SNARLS)
310
00:14:56,822 --> 00:14:58,813
(ROARS)
311
00:14:58,848 --> 00:15:00,987
(DR. OCTOPUS LAUGHING)
312
00:15:01,012 --> 00:15:02,982
It's going for the parent symbiote.
313
00:15:03,076 --> 00:15:04,528
(GROWLS)
314
00:15:07,124 --> 00:15:08,124
(GROANING)
315
00:15:11,010 --> 00:15:14,629
Venom, Harry! You're both my friends!
You've gotta get control!
316
00:15:15,138 --> 00:15:18,182
(GRUNTING) Don't tell me! Tell him!
317
00:15:18,384 --> 00:15:22,408
Anti-Venom's physical being
is violently opposed to that of Venom.
318
00:15:22,433 --> 00:15:26,182
A perfect tool, specifically
designed to annihilate him.
319
00:15:26,207 --> 00:15:27,850
So he probably can't hurt me.
320
00:15:27,996 --> 00:15:29,230
Thanks for the tip, Ock.
321
00:15:29,904 --> 00:15:30,810
(YELLS)
322
00:15:31,128 --> 00:15:32,304
(SCREAMING)
323
00:15:32,329 --> 00:15:33,155
(GROANS)
324
00:15:34,851 --> 00:15:36,217
(GROANS) (GROWLS)
325
00:15:36,994 --> 00:15:38,263
(GROANS)
326
00:15:38,637 --> 00:15:41,236
Okay. I guess he can
still hurt me a little.
327
00:15:44,136 --> 00:15:45,069
(GRUNTS)
328
00:15:45,094 --> 00:15:47,807
Get off my bro!
329
00:15:48,824 --> 00:15:51,576
Let my creations battle for supremacy.
330
00:15:51,601 --> 00:15:56,098
And when Anti-Venom wins,
he shall join my Sinister Six!
331
00:15:56,123 --> 00:15:57,551
Enough with the pestering, Ock.
332
00:15:57,576 --> 00:15:59,064
Can't you see I'm busy here?
333
00:16:02,132 --> 00:16:03,132
(GROANS)
334
00:16:08,641 --> 00:16:09,509
(YELLS)
335
00:16:16,312 --> 00:16:17,262
(GRUNTS)
336
00:16:18,066 --> 00:16:19,826
Venom, buddy! Talk to me!
337
00:16:20,217 --> 00:16:20,821
(GRUNTS)
338
00:16:20,846 --> 00:16:22,202
Behind you!
339
00:16:23,907 --> 00:16:24,943
(GRUNTS)
340
00:16:25,956 --> 00:16:28,155
Now am I pestering you, Spider?
341
00:16:28,363 --> 00:16:29,278
(SQUEALS)
342
00:16:29,698 --> 00:16:30,698
(SPIDER-MAN GRUNTS)
343
00:16:31,753 --> 00:16:33,209
What about now?
344
00:16:34,666 --> 00:16:35,758
(YELLS)
345
00:16:38,081 --> 00:16:39,928
(GROWLING) (GROANS)
346
00:16:41,809 --> 00:16:42,809
(GROANS)
347
00:16:48,691 --> 00:16:50,041
(ROARS)
348
00:16:51,919 --> 00:16:52,999
(DR. OCTOPUS CHUCKLING)
349
00:16:56,066 --> 00:16:56,769
(GRUNTS)
350
00:16:56,857 --> 00:16:57,851
Ahhh!
351
00:16:58,026 --> 00:16:59,733
(GRUNTING)
352
00:17:00,923 --> 00:17:03,190
Venom, we got to get you out of here.
353
00:17:03,865 --> 00:17:04,608
(GRUNTS)
354
00:17:04,991 --> 00:17:05,814
(GRUNTS)
355
00:17:07,026 --> 00:17:08,476
(GROWLING)
356
00:17:08,511 --> 00:17:09,511
Whoa!
357
00:17:13,317 --> 00:17:14,330
(GRUNTS)
358
00:17:16,372 --> 00:17:17,334
(GROANS)
359
00:17:19,435 --> 00:17:20,787
SPIDER-MAN: Oh, come on!
360
00:17:22,578 --> 00:17:23,749
(SPIDER-MAN SCREAMS)
361
00:17:26,340 --> 00:17:27,281
Harry!
362
00:17:28,890 --> 00:17:30,177
Hold him, my pet.
363
00:17:30,223 --> 00:17:34,035
Spider-Man, your precious
Agent Venom is done for.
364
00:17:34,070 --> 00:17:36,563
Now I can dispose of you.
365
00:17:40,003 --> 00:17:42,653
You let me go. I knew
there was still good in...
366
00:17:43,781 --> 00:17:45,779
Never mind. Huh?
367
00:17:50,582 --> 00:17:53,288
Thanks for joining us, Norman.
And not a minute too soon.
368
00:17:53,313 --> 00:17:57,631
The auto-distress alarm in Patrioteer's
armor signaled a catastrophic failure.
369
00:17:57,656 --> 00:17:59,234
Where's my son?
370
00:17:59,259 --> 00:18:02,370
Uh, he's kind of inside
one of Ock's symbiotes.
371
00:18:02,386 --> 00:18:03,271
I'm sorry?
372
00:18:03,296 --> 00:18:04,290
(GROWLING)
373
00:18:05,140 --> 00:18:07,785
We'll discuss this
when the situation is stable.
374
00:18:07,820 --> 00:18:10,596
Maybe one of Anti-Venom's
creators can pull Harry out.
375
00:18:10,621 --> 00:18:13,394
You keep him from hurting anyone else.
I'll get Morbius.
376
00:18:13,419 --> 00:18:15,627
(ANTI-VENOM GROWLING) (GRUNTS)
377
00:18:20,100 --> 00:18:24,427
Listen to me, son. You must try
to control it. Do you hear me?
378
00:18:27,273 --> 00:18:28,812
(LAUGHING)
379
00:18:28,837 --> 00:18:31,344
Oh, Norman. Do you see?
380
00:18:31,369 --> 00:18:34,489
In the end, I got your son after all.
381
00:18:35,574 --> 00:18:38,572
Octavius, it's always you!
382
00:18:41,840 --> 00:18:43,696
Hey, I just remembered
something I gotta do.
383
00:18:43,720 --> 00:18:44,999
Stay alive!
384
00:18:46,133 --> 00:18:47,424
(YELLS)
385
00:18:49,329 --> 00:18:50,703
(SCREAMING)
386
00:18:55,238 --> 00:18:56,178
(YELLS)
387
00:18:58,327 --> 00:18:59,619
Morbius! I'm gonna...
388
00:18:59,644 --> 00:19:01,111
Wait, wait, wait.
I'll tell you everything!
389
00:19:01,136 --> 00:19:02,720
Jeez. Let me finish the threat.
390
00:19:02,745 --> 00:19:04,839
The Anti-Venom can't
be stopped or altered,
391
00:19:04,864 --> 00:19:06,947
only inhibited in
a level 4 or 5 cadmium device
392
00:19:06,972 --> 00:19:08,807
with positive ion flow.
Don't hurt me!
393
00:19:08,832 --> 00:19:10,625
Specialized inhibitor, huh?
394
00:19:10,991 --> 00:19:12,533
Time to make a trip to the lab.
395
00:19:18,171 --> 00:19:20,758
One Anti-Venom inhibitor unit
coming right up.
396
00:19:20,902 --> 00:19:21,902
(IRON PATRIOT GRUNTS)
397
00:19:24,568 --> 00:19:25,627
Ahhh!
398
00:19:26,692 --> 00:19:28,967
Tell me you have a way to fix this.
399
00:19:28,992 --> 00:19:30,990
Well, that depends on
how you define "fix."
400
00:19:31,015 --> 00:19:32,920
Charge this up with positive ions.
401
00:19:35,499 --> 00:19:36,705
(STRAINING)
402
00:19:36,730 --> 00:19:37,477
Harry,
403
00:19:37,502 --> 00:19:40,520
you are the worst friend.
404
00:19:41,932 --> 00:19:42,701
(YELLS)
405
00:19:42,940 --> 00:19:45,524
I'm sorry, Harry, but this
is for your own good.
406
00:19:46,436 --> 00:19:47,468
(SHRIEKING)
407
00:19:53,035 --> 00:19:55,170
- Venom?
- (GRUNTS) Spidey.
408
00:19:55,195 --> 00:19:59,088
Awesome bros before evil foes.
409
00:19:59,693 --> 00:20:01,705
Venom! Flash!
410
00:20:02,211 --> 00:20:03,075
Come on.
411
00:20:03,100 --> 00:20:05,260
We'll get you out of here.
Follow me, Norman.
412
00:20:06,886 --> 00:20:07,892
Harry.
413
00:20:13,379 --> 00:20:14,338
(DR. OCTOPUS GRUNTS)
414
00:20:16,899 --> 00:20:20,643
It wasn't my fault, sir. Spider-Man
threatened me. He's vicious.
415
00:20:20,899 --> 00:20:23,853
No need to apologize,
Dr. Morbius.
416
00:20:23,878 --> 00:20:26,281
All has fallen into place.
417
00:20:26,337 --> 00:20:31,274
Otto Octavius will
always be one step ahead.
418
00:20:33,892 --> 00:20:37,079
Agent Venom is stable, but
that's all I can do for now.
419
00:20:37,329 --> 00:20:39,280
It might be weeks before he'll recover.
420
00:20:39,305 --> 00:20:40,736
I know you'll wake up soon.
421
00:20:40,761 --> 00:20:44,507
My best bud wouldn't leave me hanging,
not with Doc Ock still out there.
422
00:20:48,261 --> 00:20:50,264
What are the odds of his recovery?
423
00:20:50,289 --> 00:20:53,178
We don't know.
But he has strong life signs.
424
00:20:53,278 --> 00:20:54,715
There's reason to hope.
425
00:20:54,916 --> 00:20:55,967
(SIGHS)
426
00:20:55,992 --> 00:20:58,055
I'm the one that let
Harry go on the mission,
427
00:20:58,313 --> 00:21:00,521
after I promised to keep him safe.
428
00:21:00,853 --> 00:21:02,810
My two best friends are paying for it.
429
00:21:03,329 --> 00:21:04,364
I'll fix this.
430
00:21:04,956 --> 00:21:07,106
You'd better.
431
00:21:14,416 --> 00:21:17,414
Ugh. I've never seen
Norman that intense.
432
00:21:17,439 --> 00:21:19,495
And remember, he was once the Goblin.
433
00:21:19,987 --> 00:21:21,908
But I don't blame him for being upset.
434
00:21:22,749 --> 00:21:24,489
Attacking me through my friends?
435
00:21:25,313 --> 00:21:27,130
Not the greatest idea, Ock.
436
00:21:27,448 --> 00:21:29,495
The Web-Warriors
have to take you down,
437
00:21:29,956 --> 00:21:31,911
before it's too late.
438
00:21:33,169 --> 00:21:36,369
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00:21:36,419 --> 00:21:40,969
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