SPIDER-MAN: New
York Penitentiary, home to some of the city's
most dangerous criminals, and an almost impossible
place to break out of. Lucky for us, we're
trying to break in. Let's save the word lucky
for after we're finished, OK? Tell me again why
we're doing this. Norman Osborn claims
he destroyed the Jackal, but you and I know the Jackal is
really Professor Raymond Warren. So if the Jackal is gone,
Raymond should be too. Unless, of course,
Norman is lying. Norman Osborn, lie? Never. You joke, but I haven't
been able to convince Harry otherwise. So if we find Warren
here tonight, it'll go a long way to proving my point. Norman Osborn has
people everywhere who are willing to lie for him,
so I won't believe it until I see it with my own eyes. Professor Warren? PROFESSOR WARREN: Spider-Man. I knew it. Osborn claimed he
took the Jackal out. PROFESSOR WARREN:
The Jackal gone? That explains why my beastly
counterpart hasn't checked in. I'm sorry to hear that,
Spider-Man, because we're made in pairs, you see. And if one goes,
so must the other. Bye, Spider-Man. Help, guards! I'm being attacked!
- What? Keep it down! GUARD: Hey, who's this guy? Who are you? [EVIL LAUGHTER] Spidey, we've got
to get out of here. He's having some kind of,
I don't know, meltdown. [EVIL LAUGHTER] Yeah, and if we
don't leave soon, I'm going to have
a meltdown, too. Let's go! GUARD: Break in at sector 1. Secure perimeter, full lockdown. [SIRENS] Shh. [SIRENS] Stay clear of the spot light. Freeze, Spider-Man. SPIDER-MAN: Looks like
they got us, Miles. Speak for yourself. I'm in camo mode. Really? Because it looks a lot
like leaving me flat mode. [MUSIC PLAYING] I said, don't
move, Spider-Man. Are you kidding me? Disappearing is the best thing
I can do for you, because I can do stuff like this. GUARD: Hey! [GUNSHOTS] Come on, Miles. I think visiting hours are over. [GRUNTING] [MUSIC PLAYING] Grab on. See? You can still learn a
thing or two from me. Yeah, I just never
thought breaking out of jail would be on the list,
but it paid off. Now, we know that the
Raymond Warren in prison and the Jackal at
Oz Academy were both fakes, meaning
the real Jackal is still out there somewhere. And that isn't
good for any of us, because if Norman truly
thinks the Jackal is gone, then it leaves him and his
family open to an attack. I have to warn Harry. I thought he wasn't
speaking to you. He's not, but if his life's
in danger, he'll have to listen. Want me to slingshot you home? No need. See? Web wings. I am still learning from you. Good luck at Oscorp. Thanks. [MUSIC PLAYING] HARRY OSBORN: I have
nothing to say to you, Pete. PETER PARKER: Just listen
to me for a second. I think the Jackal your dad
claims to have destroyed was a clone. A clone? Yes. Spider-Man said-- Again with Spider-Man. Haven't you learned
anything, Pete? The guy's a menace. Did you hear how he
broke into prison and possibly eliminated
Raymond Warren? It wasn't Raymond Warren. It's all over the news. That's what I'm trying
to tell you, Harry. The thing Spider-Man confronted
in prison wasn't Raymond Warren. It wasn't even human. So there's a good chance that
whatever your dad destroyed wasn't the real Jackal either. Now, how do I know
you and Spider-Man aren't just trying to
diminish my dad's achievement? Because if we were, we
would just go to the press. Look, if the Jackal
is still out there, then my best friend's
life could be in danger, which is why I'm here. He must be up to
something, Harry. Why send a Warren clone to
prison and a Jackal clone to Oz Academy unless
you're trying to distract someone from something bigger? The only distraction
here, Parker, is you. I need to finish this
before class, so please go. [MUSIC PLAYING] Hey, dad? Can I talk to you for a minute? GWEN: Peter, did you
hear what Spider-Man did to my Uncle Raymond? Gwen. Gwen, listen. I have it on good authority
that the man in that prison cell was not your uncle. In fact, it was
some sort of clone. What do you mean? It wasn't him? That's what I'd like to find
out, and I could use your help. Do you know if your uncle was
working on anything unusual? I mean, besides mutating himself
into a human-sized Jackal and turning Aleksei
into a rhino? Well put, but I don't know. Would it be possible
to look around his house? Maybe something there can point
us in the right direction. Sure. I was heading home for
lunch, but we can swing by my uncle's place instead. Hop on. Oh, OK. HARRY OSBORN: So if
Pete's riding on back, can I take the handlebars? Harry. Harry. Hey, Gwen. Pete, I thought a lot
about what you said, and I appreciate your concern. I tried to talk to
my dad about it, but his ego is too
big to accept the fact that he might not have
destroyed the real Jackal, which means it's up to me to
protect him, to protect us. So until we find proof that
the Jackal is really gone, count me in. I'm glad to hear you say
that, Harry, because we could really use your help. Good. Let me start by offering
a more comfortable mode of transportation. [LAUGHTER] Thanks. [MUSIC PLAYING] That's weird. I thought we'd find more
of his research here, but all these papers are
from his college days. Ugh. Are you OK? Sorry. Yeah, I just-- it's
still weird for me. First to learn that my
uncle was the Jackal, and now to hear he
might have been a clone? I just-- what's going on? We'll figure it out, Gwen. Of course, we will. Here, there's got to be a
tissue or something around here. Hey, guys? Any idea what
Professor Warren might have kept at West End Storage? [MUSIC PLAYING] Empty. Didn't see that coming. [MUSIC PLAYING] GWEN: Why would Uncle Raymond
rent such a large space for just one computer? And wire it with
security cameras? SECURITY CAMERA: Scanning. DNA recognition complete. What was that? JACKAL: Hello, Norman. Norman? The DNA scanner must be
confusing me with my dad. I knew you'd come looking
for my spider experiment. Spider experiment? JACKAL: And bravo on
finding this place. Sadly, it's a dead end. Unless, of course, you came
here looking for your demise. [EVIL LAUGHTER] Look out! Head for the door! [MUSIC PLAYING] Peter! Pete! Uh-oh. Can't change to Spidey in
front of these cameras. [MUSIC PLAYING] Oh, but that might be the
very least of my problems. [GUNSHOTS] Gotta keep that secret
identity of mine secret. [MUSIC PLAYING] That takes care
of one prying eye. [GUNSHOTS] One more. [GUNSHOTS] What would Captain America
do at a time like this? [MUSIC PLAYING] Yeah, let's try a little
of Thor's Mjolnir-- Mjol-- Meow? His hammer! [MUSIC PLAYING] By the power of
something or other. I gotta say, being an
Avenger is awesome. There's nothing better
than being Spider-Man, huh? That does not sound good. Oh. Hey, guys. Peter, are you OK? What happened to this place? Yeah, once the turrets
registered that the Osborn DNA was gone, they started to power
down, which gave me a chance to disable the computer system. Oh. Yeah? Which then caused the
turrets to self-destruct. [MUSIC PLAYING] Huh. Yeah, something tells me
there's more to that story. Something tells me
there's more to these files, but I'm guessing
everything's encrypted. Let me try. None of Uncle
Raymond's passwords work, but I might have
something that can help. What's that? A little something I've
been cooking up at school. It can't necessarily
decrypt files, but it can show us where
the files were created. Hang on. Wait. I know that IP address. It's Midtown High. [MUSIC PLAYING] Hopefully, this isn't just
another wild goose chase. It feels like old times, huh? Because we just did this
at Professor Warren's house? No, I mean, you and I. We find
a problem, present a hypothesis, and work together to prove it. I'm really glad you
showed up today, Harry. It means a lot to me. Sure. Any idea what we're
looking for here? A decryption key
or a password list. Anything that might unlock
Uncle Raymond's files. Where would you
hide a decryption key? [MUSIC PLAYING] Huh. What are you doing? Look at the floor. This desk is bolted
down, but there are deep scuff marks all around it. Almost as if it moves. Whoa. Not what I was expecting,
but maybe even better. [MUSIC PLAYING] Whoa, a secret
underground lair. Where's my treasure map? I'll just be happy if we
find those decryption codes. Let's split up and
keep searching. You are not the person I
thought you were, Uncle Raymond. I wonder how far back this goes? [MUSIC PLAYING] This is it. What'd you find? Warren's spider experiment. His what? Dad, I found it. Lock on to my signal. You're clear to come in. What? What are you doing? I played you, Parker. Just like you kept it
from me that you're working with Spider-Man,
I kept it from you that I'm working with my dad. There's gotta be a light
switch around here somewhere. What are you
talking about, Harry? My father told
me the whole story. You're right, Pete. Norman does want to destroy
Spider-Man because he's a member of the Jackal's Spider-Army. That's not true. Oh no? Because from where
I stand, you just led us to the very experiment
that created Spider-Man's power. They're not here. Where are the spiders? Oh, here we go. [MUSIC PLAYING] (GASP) Harry, listen to me. I'm your friend. That's not how-- No, you were my
friend until you chose to side with Spider-Man. GWEN: Guys? PETER PARKER: Gwen, what's the-- oh no. Clones? My Uncle Raymond seems to
be creating dozens of them. And giving them
all the powers of-- Spiders! There they are. He is creating a Spider-Army. HARRY OSBORN: I told you. [MUSIC PLAYING] But he hasn't siphoned
their powers yet. I can still prevent this. PETER PARKER: Harry, wait. No, Pete. I'm taking these spiders back to
Oscorp, and you can't stop me. [MUSIC PLAYING] [ALARM] I won't stop you,
Harry, but they might. [SNARLING] Have any other
bright ideas, Osborn? NORMAN OSBORN: In fact, I do. [MUSIC PLAYING] [SNARLING] Everybody, get back! The Oz Commandos will
take it from here. Step aside, Harry. But Dad, I thought I could
be one of the Oz Commandos. You were wrong. Let the boy stay, Norman. I am the general of this
battalion, Otto, not you. You are a mere doctor,
and take orders from me. Now, get my son to safety. Very well. Hey! Come on! [MUSIC PLAYING] The flame sword? You've enhanced it. Yep. Changed the fuel source
for a hotter flame. Can we discuss this later? The three of us need
to get to safety! PETER PARKER: But it's why
you need the mask, isn't it? Because the fumes
are too volatile. Harry, Gwen, watch out! [SNARLING] I'm blocked off, but I can
get out through the ceiling. I'll meet you
outside, eventually. [MUSIC PLAYING] [GRUNTING] Ew. Sorry. Didn't mean to steal
the spotlight from you, but I figured you
could use some help. Spider-Man. These clones are
not fully formed. If we agitate
their cells enough, they'll degenerate back into
their basic primordial building blocks. SPIDER-MAN: Yeah. [GRUNT] If the sheer number of
them doesn't overwhelm us first. NORMAN OSBORN: So
this is how you make a Spider-Army, huh, Raymond? [LASERS SHOOTING] Well, let me show you how
you prevent a Spider-Army. DOC OCK: Norman, don't. There's valuable research
here that we can co-op. I've made that
mistake before, Otto. I won't do it again. The only thing left
to do is destroy them. Ew, it's like
fighting pudding. But I think that's
the last of them. JACKAL: You may have defeated
all my clones, Norman, but you'll never
defeat the truth! Jackal! Decided to make an
appearance, huh, Raymond? Bad move. Commandos, finish him! [MUSIC PLAYING] Did you hear me? I said finish him! [LAUGHTER] So sorry, Norman, but any man
who disregards the importance of scientific research,
no matter how dangerous, doesn't deserve
to be in control. What? Besides, ever since you told
me that Oscorp owns all my tech, I've made it my
mission to own Oscorp. With the help, I might add, of
the very mind control devices that Jackal used to
control his Rhino Army. My pleasure. Didn't see that coming. [MUSIC PLAYING] I'll get you for
this, you worm. I'm an octopus, Norman. [SCREAMING] Doctor Octopus, and the Sinister
5 are in my control now. Where's the young Osborn? He escaped. Too bad. Sinister 6 has a much
nicer ring to it. SPIDER-MAN: Ock's Future Inmates
has an even better ring to it. So, doctor, is the enemy
of my enemy, my friend? If you hand over the rest
of your mind control research. Otherwise-- Done. Excellent. Now, that's what I
call a hostile takeover. [ROARING] Sinister 5, destroy
the Spider-Freak! [MUSIC PLAYING] NORMAN OSBORN: And
now, to destroy this thing once and for all. [MUSIC PLAYING] [SCREAM] [EXPLOSIONS] SPIDER-MAN: Oh boy,
that's not good. DOC OCK: Sinister 5, evacuate. [MUSIC PLAYING] Hold on, Norman. Dad? Dad! Harry, don't. It's too dangerous. Spider-Man, save my son. No.
Let me go! No! [MUSIC PLAYING] [EXPLOSIONS] I'm so sorry, Harry. And Peter? I got him to safety. I'm sorry, Harry. I-- What did you do? We could have saved him! Harry, it was
him or you and he-- he said to save you. You had no right. You never liked him. You never trusted him. Because of that, my dad is gone. I tried. Just leave. [SIRENS] I tried to save you, Norman. Even though you wanted
me dead, I tried. But when you build your
empire on pillars of hatred, fear, and betrayal,
nothing can stop those walls from tumbling down. Still, I have to wrap my mind
around what happened today. Jackal, Doc Ock, Harry. No matter how many
bad guys I take down, new ones always seem to be
lurking just around the corner. [MUSIC PLAYING]
