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[theme music playing]

2
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♪ Spider-Man ♪

3
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♪ Spider-Man ♪

4
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♪ Radioactive Spider-Man ♪

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♪ Spider-Man ♪

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♪ 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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♪ 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 blood ♪

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♪ Spider-Man, Spider-Man ♪

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[John] Surface layer
appears to be igneous.

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I'm entering the crater now.

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If I'm not out in ten minutes,
start lunch without me, over.

19
00:01:11,333 --> 00:01:14,166
No way, John, you're
treating today, over.

20
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[John] Think anyone
delivers up here, over?

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00:01:18,583 --> 00:01:20,250
[pickax clanking]

22
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Well, this is a new
one for the textbooks.

23
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Looks like obsidian but,
[grunting]

24
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it's almost like
the rock's bleeding!

25
00:01:28,208 --> 00:01:29,500
[Paul] John, what is it?

26
00:01:31,375 --> 00:01:33,000
Did you say bleeding?

27
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John, what's going
on down there?

28
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Do you copy?

29
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A seismic disturbance!

30
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Get back up here, now!

31
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[John] I copy that!

32
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[rumbling]

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[dramatic music playing]

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[Paul] John, come in, John!

35
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[rocket roaring]

36
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[shuttle whirring]

37
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[eerie squishing]

38
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Astronauts John Jameson
and Paul Stevenson

39
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are scheduled to land
here at Kennedy Airport,

40
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the first time a space
shuttle touchdown

41
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has ever been attempted
at a commercial airport.

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-With touchdown imminent,
-[applauding]

43
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America prepares to
greet its newest heroes.

44
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Congratulations, Mr. Jameson.

45
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What are you
congratulating me for?

46
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I'm just his father.

47
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John's a great guy,

48
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you must've had
something to do with it.

49
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[Peter Voiceover] If you ask me,

50
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the apple fell pretty
far from the tree.

51
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The astronauts are
bringing with them

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a treasure trove
for scientists,

53
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but the most promising
discovery, Promethium X.

54
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This new isotope is among the
samples Colonel Jameson found

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on the newly
discovered asteroid.

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According to preliminary tests
conducted aboard the shuttle,

57
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Promethium X could be more
powerful than plutonium!

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You're following this
broadcast, I trust?

59
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Hanging on every word.

60
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[News Anchor] Will this new
isotope be a boon to mankind

61
00:03:03,583 --> 00:03:06,583
or will it turn out to
be a planetary time bomb?

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The world is waiting
for an answer.

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[car horns honking]

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The story of the year
and look where I am!

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-[thudding]
-[car horn honking]

66
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[John] O.M.S. engines are armed.

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Five, four, three, two, one!

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[rockets roaring]

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[suspenseful music playing]

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O.M.S. burn complete.

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[Anchor] The shuttle is now
coming out

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of its reentry blackout

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and we go live to
the astronauts!

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Control, this is Victory.

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TAEM interface.

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[dramatic music playing]

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[Paul screaming]

78
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Paul?

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What is that stuff?

80
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Get it off me!

81
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What is it, what's happening?

82
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-Help me!
-[static warbling]

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What's going on up there?

84
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[Paul screaming]

85
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[Paul screaming]

86
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Mayday, mayday!

87
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Mission Control, we're in
trouble! Do you copy?

88
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[Anchor] Mission Control has
lost contact with the shuttle.

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There's no explanation yet.

90
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John.

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[static warbling]

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Hang in there.

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[John] Mission Control,
we're veering off course,

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our landing coordinates
are not valid.

95
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John's the best
shuttle pilot there is,

96
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-if anyone can--
-This bulletin just in.

97
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The shuttle is headed toward
the greater metropolitan area.

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Remain calm and wait for
further instructions.

99
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Hello, Aunt May?

100
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Better get down to the basement.

101
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[suspenseful music playing]

102
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Smythe?

103
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I suggest we evacuate,
that shuttle could be

104
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dropping in on us any minute,
with explosive results.

105
00:04:49,166 --> 00:04:50,833
Most unlikely.

106
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The shuttle's trajectory
is taking it this way.

107
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Fort Lee at the Westernmost,

108
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Forest Hills at the Easternmost.

109
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My estimate is that it'll hit
the George Washington Bridge.

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Hmm...

111
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[phone beeping]

112
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[phone ringing]

113
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[Rhino] Yeah?

114
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[Kingpin] I have a job for you.

115
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There's something
aboard the shuttle

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I want you to get for me.

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What shuttle?

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[dramatic music playing]

119
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No!

120
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No! Get off of me!

121
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[groaning]

122
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NASA Control is now
estimating that the shuttle

123
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will reach impact in the
Hudson in the vicinity

124
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of the
George Washington Bridge.

125
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Let's go!

126
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We'll take the copter!

127
00:05:35,625 --> 00:05:36,958
Jonah, they're not gonna allow

128
00:05:36,958 --> 00:05:38,208
any air traffic in that area.

129
00:05:38,208 --> 00:05:40,583
Robbie, my son is
on that shuttle.

130
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[Peter Voiceover] I've got
a quicker way to get there.

131
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[helicopter whirring]

132
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[web whooshing]

133
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[News Anchor]
Any motorist in the area

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abandon their vehicles.
I repeat, motorists

135
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should abandon their
vehicles immediately!

136
00:05:59,708 --> 00:06:03,125
Yeah, not in this lifetime!

137
00:06:03,125 --> 00:06:05,291
That punk Parker can click
one of these, so can I!

138
00:06:05,291 --> 00:06:07,583
[motorists screaming]

139
00:06:10,875 --> 00:06:12,166
[shuttle whooshing]

140
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-Look out!
-[woman screaming]

141
00:06:14,000 --> 00:06:17,708
Please, show a little faith,
I know my trajectories.

142
00:06:20,416 --> 00:06:22,416
[shuttle whooshing]

143
00:06:22,416 --> 00:06:23,875
[crowd shouting]

144
00:06:25,208 --> 00:06:27,375
Just as I told you.

145
00:06:27,375 --> 00:06:29,833
-[slime squishing]
-[John and Paul grunting]

146
00:06:31,875 --> 00:06:33,750
[Paul screaming]

147
00:06:34,875 --> 00:06:36,708
Gotta make it to the river.

148
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[shuttle whooshing]

149
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[shuttle thudding]

150
00:06:44,583 --> 00:06:46,416
[Kingpin] Rhino,
are you at the bridge yet?

151
00:06:46,416 --> 00:06:48,166
Yeah, what a mess.

152
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[car crashing]

153
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[cars crashing]

154
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We're gonna hit it!

155
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Can't turn!

156
00:06:56,625 --> 00:06:57,875
[car crashing]

157
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[John grunting]

158
00:06:59,583 --> 00:07:00,833
[shuttle thudding]

159
00:07:00,833 --> 00:07:02,708
[shuttle crashing]

160
00:07:03,708 --> 00:07:05,583
[Eddie yelping]

161
00:07:06,625 --> 00:07:08,875
[wires snapping]

162
00:07:13,375 --> 00:07:16,000
[energetic music playing]

163
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[suspenseful music playing]

164
00:07:19,708 --> 00:07:21,625
[web whooshing]

165
00:07:24,083 --> 00:07:27,250
Hey, the shuttle door
has been pulled off!

166
00:07:27,250 --> 00:07:28,416
Colonel Jameson?

167
00:07:29,458 --> 00:07:31,875
-[shuttle rumbling]
-Uh-oh!

168
00:07:32,750 --> 00:07:35,500
[John groaning]

169
00:07:35,500 --> 00:07:36,500
Colonel Jameson!

170
00:07:36,500 --> 00:07:37,875
[alarm blaring]

171
00:07:37,875 --> 00:07:39,166
Good heavens!

172
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Huh?

173
00:07:42,375 --> 00:07:43,458
Where did you come from?

174
00:07:43,458 --> 00:07:44,625
Jersey.

175
00:07:44,625 --> 00:07:46,000
Got a claim check for that bag?

176
00:07:46,000 --> 00:07:48,291
Check this!

177
00:07:48,291 --> 00:07:50,708
-[Rhino crashing]
-[shuttle creaking]

178
00:07:50,708 --> 00:07:53,500
Hey, pal, watch it, or we'll
both be going for a swim!

179
00:07:53,500 --> 00:07:55,000
Just who are you anyway--

180
00:07:55,000 --> 00:07:56,875
-[Rhino thudding]
-[Spider-Man grunting]

181
00:07:57,833 --> 00:07:59,500
[shuttle creaking]

182
00:07:59,500 --> 00:08:02,083
[metal thudding]

183
00:08:02,083 --> 00:08:04,333
[Kingpin] Rhino, did you
get the Promethium X?

184
00:08:04,333 --> 00:08:06,000
Yeah, but--

185
00:08:06,000 --> 00:08:07,625
[Kingpin] Bring it
to me immediately!

186
00:08:07,625 --> 00:08:09,583
The authorities will
be there any minute!

187
00:08:09,583 --> 00:08:11,583
Comin', Boss, comin'.

188
00:08:11,583 --> 00:08:12,958
-[Rhino stomping]
-[Spider-Man grunting]

189
00:08:12,958 --> 00:08:14,750
We'll finish this
some other time.

190
00:08:16,125 --> 00:08:18,000
-[tracer beeping]
-You can count on it.

191
00:08:22,416 --> 00:08:24,458
[dramatic music playing]

192
00:08:26,583 --> 00:08:28,125
What in the world?

193
00:08:28,125 --> 00:08:30,375
-[camera clicking]
-[cars crashing]

194
00:08:31,708 --> 00:08:33,958
[adventurous music playing]

195
00:08:36,875 --> 00:08:38,583
[helicopters whirring]

196
00:08:38,583 --> 00:08:41,083
Spidey saves publisher's son.

197
00:08:41,083 --> 00:08:42,875
Can't wait to see
Jameson's face when--

198
00:08:42,875 --> 00:08:44,208
-[metal clanking]
-Huh?

199
00:08:44,958 --> 00:08:46,166
What was that noise?

200
00:08:50,291 --> 00:08:51,583
Anybody home?

201
00:08:51,583 --> 00:08:52,708
-[shuttle rumbling]
-Uh-oh!

202
00:08:53,458 --> 00:08:55,000
Move, Spidey, move!

203
00:08:56,458 --> 00:08:57,625
[helicopters whirring]

204
00:08:57,625 --> 00:08:59,333
[shuttle splashing]

205
00:09:00,166 --> 00:09:01,875
[sirens blaring]

206
00:09:03,250 --> 00:09:04,875
John, John!

207
00:09:04,875 --> 00:09:05,875
Talk to me!

208
00:09:05,875 --> 00:09:08,000
Black... like tar.

209
00:09:08,000 --> 00:09:09,458
The bridge!

210
00:09:09,458 --> 00:09:10,875
Spider-Man!

211
00:09:10,875 --> 00:09:12,166
Spider-Man?

212
00:09:12,166 --> 00:09:13,500
What's he got to do with this?

213
00:09:13,500 --> 00:09:15,458
[tense music playing]

214
00:09:17,458 --> 00:09:19,958
-[Eddie] J.J.!
-Brock!

215
00:09:19,958 --> 00:09:21,583
You're not gonna
believe this, J.J.!

216
00:09:21,583 --> 00:09:24,416
I saw Spider-Man stealing
something from the shuttle

217
00:09:24,416 --> 00:09:27,000
and I got the pictures
to prove it right here!

218
00:09:27,000 --> 00:09:28,500
So, he was here!

219
00:09:28,500 --> 00:09:30,500
Just give me my
old job back, J.J.,

220
00:09:30,500 --> 00:09:32,083
and these pictures are yours.

221
00:09:32,083 --> 00:09:33,875
I'll take 'em, Brock.

222
00:09:33,875 --> 00:09:36,875
I finally got that
wall-crawling sack of garbage!

223
00:09:36,875 --> 00:09:40,375
[Spider-Man] Well, web-head,
you saved the day

224
00:09:40,375 --> 00:09:43,500
but now what do you have to
show for all your troubles?

225
00:09:45,250 --> 00:09:46,875
Ugh!

226
00:09:46,875 --> 00:09:50,958
Hudson River pollution:
rich, thick, and creamy.

227
00:09:52,208 --> 00:09:54,083
I'll collect my
thank you's later,

228
00:09:54,083 --> 00:09:56,833
right now I wanna find
that big gray goon.

229
00:09:56,833 --> 00:09:58,083
[tracer beeping]

230
00:09:58,083 --> 00:09:59,416
Lost him!

231
00:09:59,416 --> 00:10:01,083
Either my tracer's
been destroyed

232
00:10:01,083 --> 00:10:03,583
or he's in a place that's
built like a fortress!

233
00:10:03,583 --> 00:10:05,875
[ominous music playing]

234
00:10:08,583 --> 00:10:10,500
So, here it is.

235
00:10:10,500 --> 00:10:11,583
What's the big deal?

236
00:10:11,583 --> 00:10:13,458
This is Promethium X,

237
00:10:13,458 --> 00:10:17,458
potentially the most powerful
nuclear fuel in the world!

238
00:10:17,458 --> 00:10:19,250
I can't wait to examine it.

239
00:10:19,250 --> 00:10:22,583
No time, Smythe,
I've got a buyer lined up

240
00:10:22,583 --> 00:10:24,125
and he wants it yesterday.

241
00:10:24,125 --> 00:10:25,958
Looks like a rock to me.

242
00:10:25,958 --> 00:10:30,708
Please do not confuse
this with that.

243
00:10:30,708 --> 00:10:32,625
[News Anchor] Police department
divers have confirmed

244
00:10:32,625 --> 00:10:35,458
that the Promethium X is
missing from the shuttle.

245
00:10:35,458 --> 00:10:37,875
Detectives have
evidence that Spider-Man

246
00:10:37,875 --> 00:10:39,250
was involved in the theft.

247
00:10:39,250 --> 00:10:40,583
-[door creaking]
-Aunt May, I'm home!

248
00:10:40,583 --> 00:10:42,625
Peter, have you heard?

249
00:10:42,625 --> 00:10:43,958
About Spider-Man?

250
00:10:43,958 --> 00:10:46,333
How he saved the
astronauts and now

251
00:10:46,333 --> 00:10:48,875
Jonah Jameson's gonna
eat every word he ever--

252
00:10:48,875 --> 00:10:51,291
Peter, Spider-Man
robbed the shuttle!

253
00:10:51,291 --> 00:10:53,000
What?

254
00:10:53,000 --> 00:10:55,000
[News Anchor] Now live
from Bellevue Hospital.

255
00:10:55,000 --> 00:10:56,875
Mr. Jameson, anything more
on your son and his copilot?

256
00:10:56,875 --> 00:10:58,500
[female reporter] Are they
still on the critical?

257
00:10:58,500 --> 00:11:00,000
[male reporter] What
about Spider-Man?

258
00:11:00,000 --> 00:11:02,250
-Are you sure--
-Spider-Man did it!

259
00:11:02,250 --> 00:11:04,416
I'm sure of it, so sure that
I'm offering a million dollars

260
00:11:04,416 --> 00:11:06,583
to anyone who brings him in.

261
00:11:06,583 --> 00:11:08,958
One million dollars.

262
00:11:08,958 --> 00:11:11,000
[Peter voiceover]
I can't believe this!

263
00:11:11,000 --> 00:11:12,625
How could they get it so wrong?

264
00:11:12,625 --> 00:11:15,166
It's the Spider-Man
justice system,

265
00:11:15,166 --> 00:11:16,833
guilty until proven innocent.

266
00:11:16,833 --> 00:11:19,500
Now there's nowhere
Spider-Man can run,

267
00:11:19,500 --> 00:11:21,500
at last he'll get
what he deserves.

268
00:11:21,500 --> 00:11:24,000
[Peter Voiceover] Thanks,
Aunt May, I needed that.

269
00:11:24,000 --> 00:11:26,083
[suspenseful music playing]

270
00:11:26,083 --> 00:11:28,208
A million dollars on my head.

271
00:11:28,208 --> 00:11:31,250
For once in my life I'm worth
something and I can't collect!

272
00:11:31,250 --> 00:11:33,375
[sighing] No choice
but to lay low.

273
00:11:33,375 --> 00:11:35,333
Well, the one saving grace

274
00:11:35,333 --> 00:11:37,416
is I don't have to
clean you up now.

275
00:11:39,625 --> 00:11:41,333
[costume thudding]

276
00:11:43,125 --> 00:11:44,375
[lamp clicking]

277
00:11:49,583 --> 00:11:52,291
[slime squishing]

278
00:11:55,875 --> 00:11:57,500
[Peter groaning]

279
00:11:59,333 --> 00:12:02,000
-[heartbeat pounding]
-[Peter panting]

280
00:12:02,000 --> 00:12:04,833
[dramatic music playing]

281
00:12:07,708 --> 00:12:08,958
No!

282
00:12:09,625 --> 00:12:11,708
[slime warbling]

283
00:12:11,708 --> 00:12:13,750
[Peter groaning]

284
00:12:13,750 --> 00:12:15,708
[Peter screaming]

285
00:12:17,416 --> 00:12:19,708
[creature growling and hissing]

286
00:12:24,083 --> 00:12:25,583
[trash can clanging]

287
00:12:25,583 --> 00:12:27,250
[wind whistling]

288
00:12:29,708 --> 00:12:31,250
[slime sloshing]

289
00:12:31,250 --> 00:12:32,416
[blow thudding]

290
00:12:32,416 --> 00:12:34,333
[creature crashing]

291
00:12:36,708 --> 00:12:39,208
[power lines zapping]

292
00:12:39,208 --> 00:12:41,375
[creature groaning]

293
00:12:48,583 --> 00:12:50,125
[Peter yelping]

294
00:12:50,125 --> 00:12:51,458
What a nightmare!

295
00:12:52,458 --> 00:12:54,125
For a second I thought I was

296
00:12:54,875 --> 00:12:56,750
going on of my mind?

297
00:13:00,958 --> 00:13:03,875
Parker, how on Earth did you
get in the middle of Manhattan

298
00:13:03,875 --> 00:13:07,208
hanging upside down in a costume
you've never seen before?

299
00:13:07,208 --> 00:13:09,583
[helicopter whirring]

300
00:13:09,583 --> 00:13:11,750
Over there, it's Spider-Man!

301
00:13:11,750 --> 00:13:13,875
-Sure doesn't look like him.
-Well, who else can it be?

302
00:13:13,875 --> 00:13:16,416
He changed his
costume to fool us.

303
00:13:16,416 --> 00:13:18,250
Wouldn't wanna make a mistake.

304
00:13:18,250 --> 00:13:20,583
[Pilot] For Jameson's million,
I'll take that chance!

305
00:13:20,583 --> 00:13:21,708
Whoa!

306
00:13:23,458 --> 00:13:24,625
Whoa!

307
00:13:27,375 --> 00:13:28,708
Unbelievable!

308
00:13:30,708 --> 00:13:33,250
I almost overshot
the whole roof!

309
00:13:33,250 --> 00:13:35,458
I never could jump
like that before.

310
00:13:35,458 --> 00:13:37,583
My webbing!

311
00:13:37,583 --> 00:13:39,000
It's shooting out on its own!

312
00:13:39,000 --> 00:13:41,125
[helicopter whirring]

313
00:13:41,125 --> 00:13:44,833
He's going too low, call
for backup on the street!

314
00:13:44,833 --> 00:13:47,125
-There he is!
-Get him!

315
00:13:47,125 --> 00:13:48,250
-Come on!
-Get him!

316
00:13:48,250 --> 00:13:49,875
[crowd yelling]

317
00:13:49,875 --> 00:13:51,458
[blow thudding]

318
00:13:51,458 --> 00:13:53,583
[Spider-Man voiceover]
What am I doing?

319
00:13:53,583 --> 00:13:55,708
Defending myself, that's what!

320
00:13:55,708 --> 00:13:57,000
[sirens wailing]

321
00:13:57,000 --> 00:13:59,416
[web whooshing]

322
00:13:59,416 --> 00:14:01,250
[car horns honking]

323
00:14:01,250 --> 00:14:03,833
It's amazing, this
suit is augmenting

324
00:14:03,833 --> 00:14:06,375
every one of my spider-powers!

325
00:14:06,375 --> 00:14:08,500
I wonder how strong I am now.

326
00:14:08,500 --> 00:14:10,458
[truck creaking]

327
00:14:10,458 --> 00:14:13,625
I used to have trouble
lifting a Volkswagen.

328
00:14:13,625 --> 00:14:15,583
Uh-oh, my adoring
public is back.

329
00:14:15,583 --> 00:14:18,458
Yo, Spider-Man's hiding
behind the fire engine!

330
00:14:18,458 --> 00:14:20,500
[suspenseful music playing]

331
00:14:23,708 --> 00:14:25,708
I like your style,
but it would be nice

332
00:14:25,708 --> 00:14:28,000
if you were a little
less conspicuous.

333
00:14:29,583 --> 00:14:31,583
You're definitely my kinda suit!

334
00:14:31,583 --> 00:14:32,708
Hey, Sarge!

335
00:14:32,708 --> 00:14:34,291
He went that way!

336
00:14:34,291 --> 00:14:36,583
[policeman] I can almost
taste that million bucks!

337
00:14:36,583 --> 00:14:37,958
[whooshing]

338
00:14:37,958 --> 00:14:40,416
You know, I think I'll keep you.

339
00:14:41,958 --> 00:14:44,583
Yahoo! [cheering]

340
00:14:47,458 --> 00:14:50,750
Nothing on Earth could
do what this does!

341
00:14:50,750 --> 00:14:52,833
Could it have come
from the shuttle?

342
00:14:55,291 --> 00:14:56,750
Peter Parker.

343
00:14:58,291 --> 00:15:01,708
No wait, how about that
guy from Aerosmith?

344
00:15:03,333 --> 00:15:07,708
Ah, maybe something more
traditional, something Italian.

345
00:15:07,708 --> 00:15:10,125
[whooshing]

346
00:15:10,125 --> 00:15:11,833
Buono...

347
00:15:13,000 --> 00:15:14,625
Looks like my life
is going to be

348
00:15:14,625 --> 00:15:17,708
pretty interesting from now on.

349
00:15:17,708 --> 00:15:18,833
Parker?

350
00:15:18,833 --> 00:15:20,208
Is that you?

351
00:15:20,208 --> 00:15:21,583
Lately, I'm not so sure.

352
00:15:21,583 --> 00:15:23,708
I almost didn't recognize you.

353
00:15:23,708 --> 00:15:26,458
You seem so, so different!

354
00:15:26,458 --> 00:15:28,291
You don't know how different.

355
00:15:28,291 --> 00:15:31,500
But, then again, maybe
you'd like to find out?

356
00:15:31,500 --> 00:15:33,583
Hitting on my girl, Parker?

357
00:15:33,583 --> 00:15:35,291
Your girl?

358
00:15:35,291 --> 00:15:38,166
Whatever on Earth gave
you that idea, Flash?

359
00:15:38,166 --> 00:15:39,458
Well, I thought that...

360
00:15:39,458 --> 00:15:41,958
Parker, Felicia I need to talk,

361
00:15:41,958 --> 00:15:44,583
so why don't you crawl
back under your rock?

362
00:15:44,583 --> 00:15:46,458
Not this time, bonehead.

363
00:15:46,458 --> 00:15:47,875
Now, Felicia...

364
00:15:47,875 --> 00:15:49,708
What did you say?

365
00:15:49,708 --> 00:15:51,416
It had something to do with
the contents of your skull.

366
00:15:51,416 --> 00:15:54,291
[chuckling] Well,
this is a twist!

367
00:15:54,291 --> 00:15:56,750
Look who suddenly
developed a backbone.

368
00:15:56,750 --> 00:16:00,166
I've developed a lot
more than a backbone.

369
00:16:00,166 --> 00:16:01,708
Parker!

370
00:16:01,708 --> 00:16:03,708
Flash, don't you have
a class to get to?

371
00:16:04,875 --> 00:16:06,000
Flash!

372
00:16:06,000 --> 00:16:07,500
[Flash] But Felicia...

373
00:16:07,500 --> 00:16:09,250
What's gotten into you?

374
00:16:09,250 --> 00:16:11,083
Just being myself.

375
00:16:11,083 --> 00:16:12,458
You know something, Peter?

376
00:16:12,458 --> 00:16:15,166
You are different
and you scare me.

377
00:16:15,166 --> 00:16:17,708
[somber music playing]

378
00:16:17,708 --> 00:16:19,833
[scoffing] What's
she talking about?

379
00:16:19,833 --> 00:16:21,166
I've never felt so good!

380
00:16:26,375 --> 00:16:28,458
How can I demonstrate
to your buyers

381
00:16:28,458 --> 00:16:30,458
the power of Promethium X

382
00:16:30,458 --> 00:16:34,375
if I don't have the
specially-enhanced control rods?

383
00:16:34,375 --> 00:16:36,208
Get them.

384
00:16:36,208 --> 00:16:39,583
Unfortunately, all control
rods made of Lidium 90

385
00:16:39,583 --> 00:16:43,583
are in a government repository
to which we have no access!

386
00:16:43,583 --> 00:16:47,500
Nothing is inaccessible to me.

387
00:16:47,500 --> 00:16:49,083
[phone beeping]

388
00:16:49,083 --> 00:16:51,833
I have another job for you.

389
00:16:51,833 --> 00:16:55,458
[Aunt May] Peter dear, I've been
worried about something.

390
00:16:55,458 --> 00:16:58,333
Those pictures you're
always taking a Spider-Man?

391
00:16:58,333 --> 00:17:00,708
You really should stop.

392
00:17:00,708 --> 00:17:02,333
Why's that, Aunt May?

393
00:17:02,333 --> 00:17:04,875
Because it's getting
too dangerous, dear!

394
00:17:04,875 --> 00:17:07,000
Don't worry, I can handle it.

395
00:17:07,000 --> 00:17:10,583
[sighing] But there's
that reward now,

396
00:17:10,583 --> 00:17:14,500
everyone's after him, he'll
be like a cornered animal

397
00:17:14,500 --> 00:17:16,583
and you know how
dangerous that--

398
00:17:16,583 --> 00:17:19,000
I'm not gonna listen
to any more of this.

399
00:17:22,250 --> 00:17:23,958
[door slamming]

400
00:17:23,958 --> 00:17:26,083
[sighing] Why's everybody
getting on my case today?

401
00:17:29,083 --> 00:17:30,375
[tracer beeping]

402
00:17:30,375 --> 00:17:32,708
The Jolly Gray Giant, he's back!

403
00:17:34,125 --> 00:17:36,458
Time to take care of
unfinished business.

404
00:17:36,458 --> 00:17:38,458
[whooshing]

405
00:17:41,208 --> 00:17:43,291
[suspenseful music playing]

406
00:17:48,416 --> 00:17:50,000
[grunting]

407
00:17:50,833 --> 00:17:52,333
[crashing]

408
00:17:52,333 --> 00:17:54,583
[sirens wailing]

409
00:17:54,583 --> 00:17:56,000
[Guard] Halt!

410
00:17:56,000 --> 00:17:57,166
You're not authorized
to be here!

411
00:17:57,166 --> 00:17:59,833
[guards shouting]

412
00:17:59,833 --> 00:18:02,166
[blow thudding]

413
00:18:02,166 --> 00:18:04,708
[dramatic music playing]

414
00:18:10,083 --> 00:18:12,708
[Spider-Man] A little far
from the zoo, aren't you?

415
00:18:12,708 --> 00:18:15,375
[laughing]

416
00:18:15,375 --> 00:18:19,208
Well, well, it's the
itsy bitsy spider,

417
00:18:19,208 --> 00:18:21,583
all decked out in
his new threads!

418
00:18:21,583 --> 00:18:23,750
They ain't gonna
look new for long!

419
00:18:25,708 --> 00:18:27,958
Let's get it over with!

420
00:18:27,958 --> 00:18:29,833
I gotta polish my horn.

421
00:18:31,708 --> 00:18:33,708
-[crashing]
-[Rhino grunting]

422
00:18:33,708 --> 00:18:35,333
This'll be over when you tell me

423
00:18:35,333 --> 00:18:36,875
where that Promethean X is.

424
00:18:37,750 --> 00:18:40,125
[blow thudding]

425
00:18:40,125 --> 00:18:42,500
Look, hornhead,
I'm not going around

426
00:18:42,500 --> 00:18:44,583
in circles with you all night!

427
00:18:44,583 --> 00:18:46,750
-[crashing]
-[grunting]

428
00:18:49,000 --> 00:18:51,583
I want an answer, now!

429
00:18:51,583 --> 00:18:53,708
-[crashing]
-[grunting]

430
00:18:53,708 --> 00:18:55,958
This ain't possible,
you can't do this!

431
00:18:55,958 --> 00:18:57,625
I just rewrote the rules!

432
00:18:57,625 --> 00:18:59,291
Now who are you working for?

433
00:18:59,291 --> 00:19:01,208
Know what they would
do to me if I told?

434
00:19:01,208 --> 00:19:02,875
Something like this?

435
00:19:02,875 --> 00:19:05,000
[Rhino grunting]

436
00:19:05,000 --> 00:19:08,291
And I'm just getting warmed up.

437
00:19:08,291 --> 00:19:12,250
The ride ends when you tell
me where the Promethium X is!

438
00:19:12,250 --> 00:19:14,750
I can't!
I can't!

439
00:19:16,208 --> 00:19:19,000
Well, that's too bad,
big boy, for you.

440
00:19:19,000 --> 00:19:21,500
All right, I give up!

441
00:19:21,500 --> 00:19:23,750
I'd rather go to jail
than the be a snitch!

442
00:19:23,750 --> 00:19:25,625
Who said anything about jail?

443
00:19:25,625 --> 00:19:27,750
Huh?

444
00:19:27,750 --> 00:19:29,625
I don't get it.

445
00:19:29,625 --> 00:19:31,500
You will.

446
00:19:31,500 --> 00:19:35,208
It's like this, I'm through
with not getting what I want!

447
00:19:35,208 --> 00:19:36,583
What're you doing?

448
00:19:36,583 --> 00:19:38,208
I told you, I give up!

449
00:19:38,208 --> 00:19:40,166
That's funny, I give up, too.

450
00:19:40,166 --> 00:19:42,333
I give up trying
to be a friendly

451
00:19:42,333 --> 00:19:44,708
neighborhood Spider-Man.

452
00:19:44,708 --> 00:19:47,250
No, no you can't!

453
00:19:47,250 --> 00:19:48,500
Can't I?

454
00:19:48,500 --> 00:19:50,458
[somber music playing]

455
00:19:50,458 --> 00:19:52,750
I'm not gonna listen
to any more of this!

456
00:19:55,000 --> 00:19:57,500
I've developed a lot
more than a backbone.

457
00:19:57,500 --> 00:20:00,125
You are different
and you scare me.

458
00:20:01,500 --> 00:20:04,750
She was right, I am different.

459
00:20:04,750 --> 00:20:06,375
[Rhino] No, don't!

460
00:20:06,375 --> 00:20:08,208
Don't!

461
00:20:08,208 --> 00:20:10,083
[metal thudding]

462
00:20:13,583 --> 00:20:16,125
I almost did
something back there

463
00:20:16,125 --> 00:20:18,875
that I would've regretted
for the rest of my life

464
00:20:18,875 --> 00:20:20,875
and I have no idea why.

465
00:20:23,125 --> 00:20:24,750
[creature snarling]

466
00:20:24,750 --> 00:20:26,000
What was that?

467
00:20:27,166 --> 00:20:28,583
What's happening to me?

468
00:20:29,333 --> 00:20:31,625
[thunder crashing]

469
00:20:34,708 --> 00:20:36,708
[theme music playing]

470
00:20:39,500 --> 00:20:41,583
♪ Spider-Man ♪

471
00:20:41,583 --> 00:20:43,583
♪ Spider-Man ♪

472
00:20:43,583 --> 00:20:47,125
♪ Radioactive Spider-Man ♪

473
00:20:55,625 --> 00:20:57,708
♪ Spider blood, spider blood ♪

474
00:20:57,708 --> 00:20:59,583
♪ Radioactive spider blood ♪

475
00:20:59,583 --> 00:21:01,583
♪ Spider blood, spider blood ♪

476
00:21:01,583 --> 00:21:03,208
♪ Spider-Man ♪