[Kingpin] Previously on Spider-Man...
[chuckles]
New York's leading philanthropist, Wilson Fisk.
Thank you, Mr. Osborn.
Dig a hole for your final resting place.
-Huh? -[explosion booms]
I wanna know who that is.
Name's Hobgoblin!
[Spider-Man thinking] This clown's out maneuvering me
every step of the way.
How do I nail this flying lunatic?
You failed me, you failed to tell me
Spider-Man would get involved.
Pay up and I'll take another shot at Fisk!
You're fired!
I'll take the wing as payment.
How convenient.
All of your men, Fisk.
Why should I do that?
Why do you want me as your roommate?
This is the man's home now.
I just hope you two bachelors don't ruin it.
-Aunt May! -[man chuckles]
-What on-- -That kid, perfect!
[evil laughter]
-[explosion rumbles] -[groans]
All we can do is give her time.
[Harry] What do you want from me?
Your Dad's loaded.
You kidnapped my son!
This is what happen's when somone tries
to double cross me.
What are you suggesting?
We can get Fisk together.
I need a better weapon.
[evil laughter]
I know that laugh anywhere!
Different wings, same jerk.
[Hobgoblin] Let's see what this baby can do.
[evil laughter]
Spider-Man! You're right on time ...
For your funeral.
[explosion rumbles]
[theme song playing]
♪ Spider-Man, Spider-Man ♪
♪ Radioactive Spider-Man ♪
♪ Spider-Man, Spider-Man ♪
♪ Radioactive Spider-Man ♪
♪ Spider-Man, Spider-Man ♪
♪ Radioactive Spider-Man ♪
♪ Spider blood, spider blood ♪
♪ Radioactive spider blood ♪
♪ Spider blood, spider blood ♪
♪ Radioactive spider blood ♪
♪ Spider-Man, Spider-Man ♪
[debris falling]
[Spider-Man thinking] Where are the skyscrapers
when you need 'em?
Can't get airborne.
[evil laughing]
Maybe I can use that truck for cover.
[groans]
Hope Rat-Man and Cockroach-Man aren't already in here.
[evil laughter]
[Hobgoblin] Bombs away!
[evil laughing]
Where's he getting this stuff?
I've heard of country's with smaller arsenal.
[slicing sounds]
[groans]
Think you're smart, Spider-Man?
You're not as smart as these smart bombs!
Happy trails, Spider-Man!
[evil laughing]
[sirens in the distance]
[man] Did you see it?
He never had a chance!
[man] Who's gonna pay for all this?
[crowd bickering]
[Spider-Man thinking] Ugh, first he knocks me
out of the air
and now he's taken over the ground, too.
At least I've still got the sewer.
Hey!
You can't get rid of me that easily.
Not after what you did to Aunt May.
[dramatic music]
[static]
And police still have no leads
in the kidnapping.
John Osborn was taken from his Manhattan apartment
by a masked man calling himself The Hobgoblin.
Osborn's father, industrialist, Norman Osborn,
has refused to comment.
What did the Hobgoblin want from you?
You can't just come in here and--
Why was he here?
[stammers] I can't tell you, it's personal.
Hey!
You better tell me, it's personal for me, too.
Look, this is all been taken care of.
What are you saying?
Don't tell me you made a deal with him.
You trusting the Hobgoblin?!
I had too!
I could lose it all,
my company, my inventions.
-Everything! -What about your son?
I said everything.
Look, you, don't judge me.
I know what I'm doing.
This will all be over by midnight.
Midnight, huh?
Then you can expect to see me, one minute after.
Just to make sure.
-How is she? -Peter, there's no change.
Mary Jane I really appreciate you staying.
Peter, you don't have to thank me.
It means a lot to Aunt May and to me.
I hope some day you forgive me, Aunt May.
This is all my fault.
Fisk!
Boss!
Hmm, where is everybody?
Hmm. [evil laughter]
Yeah.
-[Kingpin] Comfortable? -Huh?
I see you have a fondness for the trappings of power.
Oh, not just the trappings.
I like the prestige and the influence, too.
It seems you want what I have.
You read me like a book.
Speaking of books, I've got to balance mine.
It's time I got paid.
I've got something to show you first.
We can get Fisk together!
Oh, that!
I was just getting what I could for myself, Fisk.
As I always do.
It's just good business
and you like the way I do business, don't you?
[Kingpin] What I like is of less consequence
than what I demand.
I demand loyalty.
As of now, you are terminated.
No!
I've worked too hard to have it end this way.
Guards, I never want to see him again.
[evil laughter]
He must not get away.
As if anyone could stop me!
[evil laughter]
Come on, come on!
Yes!
The measure of a man is how he handles defeat.
So let's see how you handle yours!
[guards clamor]
Where'd that come from?
Shut the portal.
Another of Osborn's toys no doubt.
Where do you think you're going, Smythe.
We've gotta get out!
Retreat? From him?
You'd rather be buried here?
[evil laughter]
Run!
It's our only chance.
Yes!
Well, what do you know I finally got him.
Well, really the worse for wear
but the important thing is,
it's mine now!
All mine.
[evil laughter]
Mine!
Oh, every inch of optical fiber,
every bite of information,
all mine.
Well? What are you waiting for?
[stammers] My father paid the ransom?
I'm free to go?
Free? Nothing with me is ever free.
You're mine now
and so is all of this.
Look at it, it's a worldwide network of illegal information.
See? Instantaneous contact with any place on the planet.
Oh, but I don't just observe in here,
I control the information
and the better I control it, the more money I make!
Everything's wired to this panel,
power, water, security, everything!
I can stay here forever.
Then what do you want from my father?
Revenge.
And now that I have you, I'm going to get it.
[screen ringing]
Evening, Osborn.
You were supposed to come back here.
What went wrong?
Nothing went wrong,
your wings a true marvel, Osborn.
It helped me destroy the Kingpin,
just like you wanted from the start.
Then why aren't you here?
I've rethought our arrangement.
Now that I've got the Kingpin's empire,
I want Oscorp, too.
All of it, not just your inventions.
Are you out of your-- Why you--
I'll expose your identity for all the world to--
Harry?
Say hello to your old man, junior.
[muffled yelling]
[evil laughter]
This town has a new Kingpin, Osborn,
and it's me!
Hobgoblin!
Come back, Hobgoblin!
You filthy, rotten, lying--
I believe the word you're search for is traitor.
Ironic isn't it?
You started this by double crossing me
and now he is double crossing you.
But he said you were--
That report was greatly exaggerated.
Much like your IQ, Osborn.
Only a fool would bring this down on himself.
It was because of you two, trying to bleed my company dry.
You left me no choice.
Enough.
Recriminations are useless.
I suggest we attend to more important matters,
like eliminating the Hobgoblin.
And how can we possibly do that?
There's a secret tunnel that leads
back to my headquarters.
We used it for our escape.
Therefore, we have a way back in.
All we need from you is a weapon
that can stand up to that wing.
A weapon?
I just might have something,
or perhaps I should say, someone.
[Spider-Man thinking] Aunt May,
I wish I could be there with you right now.
It's midnight and I don't see your son anywhere.
You were right.
I never should have trusted the Hobgoblin
but I got one ace up my sleave.
I'm suppose to trust you?
We both want the Hobgoblin, don't we?
Oh, I want him, all right.
This is it?
There's a tunnel inside that leads to his hideout.
You better not be playing games with me, Osborn.
'Cause if you are, I know where to find you.
[dramatic music]
[Spider-Man thinking] Huh? This doesn't look
like the entrance to a criminal stronghold.
This is a different story.
[groans]
Here goes nothing.
He's on his way.
Brilliant strategy,
using one of our enemies to fight the other.
This should be quite a show.
[Spider-Man thinking] I wish I had some idea of where I am,
but with all these twists and turns,
I haven't got a clue.
Well, no where to go now but up!
You need land mines?
Sure I know where you can get 'em.
But I want double the commission. [evil laughter]
Good news, Merrick, I'm gonna help you
get rid of those extra mines
but I want half the profit
or they can rust in your warehouse.
Spider-Man!
But how did you--
No matter.
Welcome to my new kingdom.
Wherever you are,
here let me give you a proper greeting.
[Spider-Man] Stuck?
How about a kick start.
[metal clanging]
No!
Look what you made me do.
All flights have been canceled, Red Baron.
[Harry] Watch it, Spidey, those discs of his
are razor sharp.
[Kingpin] Only a few more minutes,
a few more!
[Spider-Man groans]
Get out here, face me!
[evil laughter]
Careful what you wish for.
End game, Spider-Man.
It's all ruined, I've lost everything!
You still got your life, for the moment.
My last one.
Where's Harry Osborn?
You want him? You got him!
Catch that, wall crawler!
[evil laughter]
[Smythe] The plants working.
Of course, you expected something less
from the Kingpin?
Good, you're OK.
I'll be right back,
on second thought.
Lets go before this place collapses!
Come on.
Spider-Man and Osborn are in the elevator.
The web slinger must not be allowed to escape.
Can't this thing go any faster?
I hadn't asked.
No more Spider-Man.
Easily worth the price of an elevator,
wouldn't you say, Smythe?
Next time we'll take the stairs.
No, they made it to the tunnel!
Then you know what you have to do.
As soon as I get you out of here, Osborn,
I'm gonna go back down this tunnel
and find out where we just came from.
Maybe not!
Now I'll never know where we were.
It worked,
exactly as planned.
Ever hear the phrase, heretic victory?
You're wrong, Smythe, we're going to rebuild it
bigger and better than before.
The main thing is, it's mine again.
I'm sorry but there's no improvement.
Peter, where are you?
What's wrong with him?
He took a fall.
He'll be OK.
What about the Hobgoblin?
-Gone. -Then it's finally over.
No way is it over, I've got a lot of questions
and I know you've got the answers.
Maybe I do but that wasn't part of our deal.
Still playing games, huh, Osborn?
Like the games you played with the Hobgoblin
and with your own son's life.
Let go of me!
What do you know? You think I don't care about Harry?
The fact is I do but my work was all consuming.
I was always away, do you know what that's like?
Missing his birthday parties, his baseball games.
Never being there when he was sick and needed me.
But none of that meant I didn't care about him.
It was just a matter of making choices.
Maybe, I made the wrong ones.
Oh, what--what happ--
It's payback time, Osborn.
No!
Harry!
Osborn!
You OK?
[coughs]
Dad?
We're OK.
I guess he finally made the right choice.
[Hobgoblin laughs evilly]
So you're here too, how convenient.
[Spider-Man] Yeah, for me!
[Hobgoblin laughs evilly]
Let's get this over with!
I can't out maneuver him.
[evil laughing]
[screams]
That was for Aunt May!
How is she?
She's still the same.
Where have you been?
I, uh, I had to take care of something.
More important than this?
That's what's wrong with you kids today!
You can't seem to make the right choices.
[sighs] Thanks for staying, Mary Jane.
I know your busy moving out and all, so.
-I'm not moving, Peter. -You're not?
I thought I wanted to but after this,
now I'm worried about leaving my own aunt alone.
So I can wait.
Peter?
Aunt May!
Oh, we were so worried about you.
Oh, it was such a shock.
Don't worry, the Hob Goblin's gone now.
The Hobgoblin? Who's talking about that--
It was your apartment, dear!
-I've never seen such a mess. -Oh...
I don't think you're ready to live on your own yet.
I think you're right.
And, Peter? When you saved that nice Mr. Fisk's life,
you did the right thing.
Uncle Ben would have been very proud.
[Hobgoblin] Don't forget me, Spider-Man.
I'm not going to forget you.
♪ Spider-Man, Spider-Man ♪
♪ Radioactive Spider-Man ♪
♪ Spider blood, spider blood ♪
♪ Radioactive spider blood ♪
♪ Spider blood, spider blood ♪
♪ Spider-Man ♪