(YELLS)
(GRUNTS) Oh!
SPIDER-MAN: Touchdown! (GRUNTS)
You mean "home run," Spidey. I knew that.
(SCREAMING)
SPIDER-MAN: Water and electricity?
I'd say you're coming up short, Shocker.
Get it? That's electricity comedy, kids.
Web-Warriors rule! (CHUCKLES)
Me and Spidey, like,
the best buds of all time, ever!
Awesome bros before evil foes.
Nothing says BFFs like Spidey and Agent Venom
taking down a series of super-villains together.
Since we learned Doc Ock is staffing up a new Sinister Six,
the Web-Warriors have been on a baddie-busting spree,
trying to catch all of his possible recruits
before Ock can get to them first.
SPIDER-MAN: There are more subtle ways to steal a truck, Beetle!
(SPIDER-MAN GRUNTS)
AGENT VENOM: I call that a "Flash landing."
(CHUCKLES) That's what I call it.
Beetle. Beat-en.
Whoa!
SPIDER-MAN: Someone's updated his wardrobe.
Ock must have gotten to Beetle first.
(BOTH SCREAMING)
(BOTH GROAN)
Huh?
Wait! What's the rush?
Don't you have anything to say first?
Maybe some puns, victorious gloating?
So I'll take that as a no?
(GROANS)
Spidey sense says, "This is gonna hurt!"
(CLANG)
I got your back, Spider-Man.
The Patrioteer? AKA Harry Osborn.
When I'm Peter Parker, he's my best friend.
But he doesn't know that I'm Spider-Man.
Nice armor. Prepare to be hacked.
O...kay.
The back of his helmet! It's unprotected!
Read you loud and clear, Spidey.
Okay, I... I've got control of his armor.
Let's see how those little wings hold up at 10,000 feet.
Only your second time in that armor?
Have you been practicing in front of the mirror?
Uh, hello! Beetle totally got away!
Wait for it.
You're like a superhero prodigy! (SCOFFS)
I hope "prodigy" is an insult,
because he stole our win.
PATRIOTEER: Uh-oh. Beetle's trying to get control back.
He's deleting a file.
SPIDER-MAN: Nice try, Beets.
What information was so important that he had to dump it?
I'm guessing once we decrypt it,
it'll finally give us Doc Ock's secret location.
Code-breaking's not my strong suit.
But it is S.H.I.E.L.D.'s. Come back with us.
Really? I've always wanted to see the Triskelion.
Meet you there!
Are you sure we should give that amateur access?
He'll see everything.
All of our secret agent stuff.
He showed some serious skill.
Maybe we could recruit him into S.H.I.E.L.D. Academy.
Wouldn't that be awesome?
(GROANS) I'm supposed to be Spidey's best bud,
not Newbie McNewsome.
DR. OCTOPUS: Steal my symbiote back, will you, Spider-Man?
But you left behind the tiniest sample.
All I need...
Dr. Octavius, Shocker and Boomerang were captured
before Hydra could make contact.
And we've lost communication with Beetle.
I knew Beetle was useless.
I'm losing all viable recruits for the Six,
thanks to my most hated foe!
But this, the web-crawler will be unable to stop.
It's "wall-crawler," is it not?
Here to berate me again, Zola?
Not at all.
Hydra greatly values our partnership.
Forgive me if I'm skeptical.
Last I recall, I was wasting your time and resources
by chasing Spider-Man.
We disagree only about priorities.
But to show our support,
I'm assigning you a new lab assistant.
Dr. Michael Morbius.
It's such an honor to be working with the great Otto Octavius.
I've studied all your work.
Hmph! Yes, as well you should.
Tell me, Doctor, how do you keep neural pathways stable
while a symbiote's genetic code is being rewritten?
Well! That question is not nearly as ignorant as I would have expected.
Temperature serves as...
But why tell you my secrets?
I work alone. Remove yourself from my lab.
Hydra's lab.
(CHUCKLES) My eight-armed friend,
you must accept our complete support.
(SIGHS) Put on some gloves, Dr. Morbius.
If you are going to remain here, spying for Zola,
you may as well make yourself useful.
SPIDER-MAN: I was right. Ock was tracking Beetle's location.
Now let's see if we can turn that right back on him.
Huh. This mainframe's impressive.
Nothing but the best at S.H.I.E.L.D. Academy.
While this routine's breaking Ock's encryption,
let me be your campus tour guide.
I never got a tour.
SPIDER-MAN: Holographic AV and group interfaces
in every classroom. Just sayin'.
Not bad! (GASPS)
Cool classrooms do not make the teachers here any less boring. Trust me.
(GRUNTS) Our training courses
challenge the mind and the body!
(KLAXON SOUNDS)
Yes! Beat my best time by two-tenths. Nailed it!
That's so cool! It's okay,
assuming the robots don't malfunction and try to kill you.
That only happened, like, one time.
Or a dozen. Let's check out the labs.
Told ya. These science labs are dinky compared to Oscorp, I bet.
Venom. Why are you showing Harry the storage closet?
Come into the main lab.
HARRY: Whoa! Awesome!
Good joke, Venom. I thought you were serious.
(GRUNTS)
An exo-planetary atmospheric analyzer?
I thought these were years away from being ready.
It's a prototype. Seen enough?
Yeah. Who do I have to talk to about joining? Nick Fury?
Fury's not around right now. He's on an undercover mission, we hope.
Then who's in charge of the Academy?
Well, I guess me, so, you're in!
(SARCASTICALLY) Hooray. (ALARM BLARING)
Does that alarm go off every time you get a new recruit?
No! It must be an intruder!
Okay. Be prepared for anything.
This could be Doc Ock, or Arnim Zola, or...
Ahhh!
Norman Osborn, the Iron Patriot?
Dad, what are you doing here?
I checked the GPS tag on the Patrioteer armor.
Imagine my surprise to find you at S.H.I.E.L.D. headquarters.
You're tracking me? So much for treating me like an adult.
Busted, dude. Guess you gotta go.
Oh, well. It's been fun. (CHUCKLES) Not.
Wait. Harry found a file on Beetle's armor
that could lead us to Doc Ock's secret location.
Beetle? The super-villain?
I gave you that armor to protect you,
not to fly into dangerous situations.
Oh, your dad's got a really good point.
Norman, if you could quit stormin' for a second,
weren't you the one who decided to give Harry the room he needed
to become a hero? I did.
But remember, I lost Harry before. To the Venom symbiote.
You couldn't know what that's like.
You can't give Harry heavy ordnance and expect him to sit out a fight.
Not the way he looks up to you.
He's just a boy.
And this is a school. So let him train here.
I'll personally look after him.
If you really want to do this, Harry,
promise me you'll be safe.
Wait! What? You're lettin' him join?
Dad, not in front of the guys.
Spider-Man, you're accountable if anything happens.
Taking care of my son is a great responsibility.
I'm good at those.
(BEEPING)
Boom! A potential location.
I'm thinking a small team of, oh, I don't know
three handsome young heroes should go scout it out.
Agreed. It's time for Doc Ock to get a delivery of,
(STAMMERS) uh, from us, of, of justice...
How was that for hero-talk? Was it lame?
Yes. Don't worry.
Captain America teaches a unit about it.
Now let's go and knock some Ock!
Yeah, Venom skipped that class. (BEEPING)
All right, guys.
Ock prides himself on being one step ahead of us.
Let's show him what it feels like to be outsmarted.
Web-Warriors, assemble.
Hello, fellow bad guys. I, I mean, hail.
Hail Hydra!
You know, cut off one thing, then you have two things?
Hydra!
Come on. Ock's around here somewhere.
Yeah, I'm not sure this is a mission for a newbie.
We could be uncovering a whole Hydra base.
SPIDER-MAN: Hello, secret entrance to Hydra lair.
(GASPS) See?
If Doc Ock finds out we're comin',
it could get messy, real quick.
You're right, Venom. We just came to scout.
Let's call reinforcements before... (WHOOSHING)
Harry?
We're not done scouting yet.
There goes your responsibility.
You know, if I remember right,
one of us said he was too green to go on this mission.
Hint, it was me.
Harry can handle more than you realize.
I used to think someone else on this team was too green.
Oh, really? Who was it? Cho?
GUARD: Halt!
(SPIDER-MAN GRUNTS)
(BOTH GRUNT)
(GROANS)
You still think he can handle this? (LAUGHING)
Stealthiness is an acquired skill. Yeah!
You're always stickin' up for him.
All of your mainframes and computers,
you guys are two peas in a pot.
You mean "pod." But how cool is this?
I'm on a spy mission with my best friend.
Even though he doesn't know it's me, still kinda counts.
(SIGHS) Must be great to have your best bud of all time around.
Uh, Venom?
DR. OCTOPUS: Oh, bah! This is infuriating!
I must succeed!
Um, I'm sure you've considered
a ten-nanosecond intron pulse
rather than a steady stream? Of course.
That would induce a refractory phase in the cells
and better absorb the energy.
DR. MORBIUS: It seems upset.
Hmm. They always do.
The change can be unsettling.
Doctor, we did it!
At last. Success!
Morbius, your very minor contribution has been noted.
You're too kind.
But we didn't do it. The great Otto Octavius did.
Oh, uh, of course, Doctor.
You say jump, I'll ask how...
Did you see that?
DR. OCTOPUS: Jump. Go flat.
It's responding to commands.
Flip. Fight.
This newly enhanced symbiote will finally bring about Spider-Man's downfall.
PATRIOTEER: Sounds like that thing's designed to target you, Spidey.
Better let me take the lead. AGENT VENOM: Shh!
If anybody's protecting Spidey, it's me.
You're both really good, guys, but stop talking before...
Ahhh!
Remember the good old days,
when this was just a scouting trip?
(WHIMPERS) Guards! Guards!
Remain calm, Morbius. This is not altogether unforeseen.
Attack, my pet!
Get back, Spidey. I'll protect you.
(GRUNTS) No chance, Osborn!
What sweet irony.
You feel you must defend Spider-Man?
(LAUGHING)
The new symbiote isn't targeting him.
Huh? It isn't?
(GRUNTS) It attacks other symbiotes!
(GROANS)
(GRUNTS)
(GROANING)
(STRAINING) What's it doing to him?
DR. OCTOPUS: It is purging him.
How does it feel to watch your dear friend suffer?
(GROANING) You hear that?
He called me "Spidey's dear friend."
Patrioteer, a little help here?
But... I can't. The symbiote...
It once took me over.
(STRAINING)
(ROARING)
Keep, keep it away from me!
Oh, I see.
Norman's brat son.
Yes, you would be good fodder for the symbiote.
(GASPS)
(YELLS) No! Enough, Ock!
My father, my friends, leave us all alone!
(GRUNTS)
(VENOM ROARING)
This thing's as strong as the original!
(GRUNTS) And toxic to the first symbiote.
Behold, the Anti-Venom.
Take a hint, Anti-Venom. Agent Venom doesn't want to be your friend.
It might have something to do with your name.
You won't let it have Venom? (GRUNTS)
Then I'll give it something else!
Every symbiote needs a perfect bonding partner.
Who better than the original host?
(GRUNTS) Not again!
Fight back, Harry! You're a hero now!
(GRUNTS)
That's right! Not gonna happen!
(WHIMPERS) No!
Spider-Man! Help me!
Harry! Harry, are you okay?
(ROARING)
Not the answer I was hoping for.
(ROARING)
Harry, stop!
(ROARS)
You've got to fight off the Anti-Venom!
(GRUNTS) (GROWLING)
Ahhh!
(GROANS)
(VENOM SNARLS)
(ROARS)
(DR. OCTOPUS LAUGHING)
It's going for the parent symbiote.
(GROWLS)
(GROANING)
Venom, Harry! You're both my friends! You've gotta get control!
(GRUNTING) Don't tell me!
Tell him!
Anti-Venom's physical being
is violently opposed to that of Venom.
A perfect tool, specifically designed to annihilate him.
So he probably can't hurt me.
Thanks for the tip, Ock.
(YELLS)
(SCREAMING)
(GROANS)
(GROWLS)
(GROANS)
Okay. I guess he can still hurt me a little.
(GRUNTS) Get off my bro!
Let my creations battle for supremacy.
And when Anti-Venom wins,
he shall join my Sinister Six!
Enough with the pestering, Ock.
Can't you see I'm busy here?
(GROANS)
(YELLS)
(GRUNTS)
Venom, buddy! Talk to me!
(GRUNTS) Behind you!
(GRUNTS)
Now am I pestering you, Spider?
(SQUEALS)
(SPIDER-MAN GRUNTS)
What about now?
(YELLS)
(GROWLING) (GROANS)
(ROARS)
(DR. OCTOPUS CHUCKLING)
(GRUNTS) Ahhh!
(GRUNTING)
Venom, we got to get you out of here.
(GRUNTS)
(GROWLING)
Whoa!
(GRUNTS)
(GROANS)
SPIDER-MAN: Oh, come on!
(SPIDER-MAN SCREAMS)
Harry!
Hold him, my pet.
Spider-Man, your precious Agent Venom is done for.
Now I can dispose of you.
You let me go. I knew there was still good in...
Never mind. Huh? (CLANG)
Thanks for joining us, Norman. And not a minute too soon.
The auto-distress alarm in Patrioteer's armor
signaled a catastrophic failure.
Where's my son?
Uh, he's kind of inside one of Ock's symbiotes.
I'm sorry? (GROWLING)
We'll discuss this when the situation is stable.
Maybe one of Anti-Venom's creators can pull Harry out.
You keep him from hurting anyone else. I'll get Morbius.
(ANTI-VENOM GROWLING) (GRUNTS)
Listen to me, son. You must try to control it.
Do you hear me?
(LAUGHING)
Oh, Norman. Do you see?
In the end, I got your son after all.
Octavius, it's always you!
Hey, I just remembered something I gotta do.
Stay alive!
(YELLS)
(SCREAMING)
(YELLS)
Morbius! I'm gonna...
Wait, wait, wait. I'll tell you everything! Jeez.
Let me finish the threat.
The Anti-Venom can't be stopped or altered,
only inhibited in a level 4 or 5 cadmium device
with positive ion flow. Don't hurt me!
Specialized inhibitor, huh?
Time to make a trip to the lab.
One Anti-Venom inhibitor unit coming right up.
(IRON PATRIOT GRUNTS)
Ahhh!
Tell me you have a way to fix this.
Well, that depends on how you define "fix."
Charge this up with positive ions.
(STRAINING) Harry,
you are the worst friend.
(YELLS) I'm sorry, Harry, but this is for your own good.
(SHRIEKING)
Venom? (GRUNTS) Spidey.
Awesome bros before evil foes.
Venom! Flash!
Come on.
We'll get you out of here. Follow me, Norman.
Harry.
(DR. OCTOPUS GRUNTS)
It wasn't my fault, sir. Spider-Man threatened me.
He's vicious.
No need to apologize, Dr. Morbius.
All has fallen into place.
Otto Octavius will always be one step ahead.
Agent Venom is stable, but that's all I can do for now.
It might be weeks before he'll recover.
I know you'll wake up soon.
My best bud wouldn't leave me hanging,
not with Doc Ock still out there.
What are the odds of his recovery?
We don't know. But he has strong life signs.
There's reason to hope.
(SIGHS)
I'm the one that let Harry go on the mission,
after I promised to keep him safe.
My two best friends are paying for it.
I'll fix this.
You'd better.
Ugh. I've never seen Norman that intense.
And remember, he was once the Goblin.
But I don't blame him for being upset.
Attacking me through my friends?
Not the greatest idea, Ock.
The Web-Warriors have to take you down,
before it's too late.