Sorry, web-head, but this flight's booked.
Nothing is going to stop us from reaching Counter-Earth.
[Spider-Man] John Jameson's alone in his spaceship
with two of the meanest psychos this side of Vlad the Impaler.
I am on Counter-Earth. The situation is desperate.
[Spider-Man] I guess it's time for the world to get acquainted
with the all-new, all-improved Spider-Man,
headed for Counter-Earth to find John Jameson.
I'm getting the distinct impression
that these beast people are the ones running this planet.
Proceed, Sir Ram.
Science demands we learn more of this creature
who seems neither man, beast, nor bestial.
Listen, Mr. Evolutionary...
Can I call you "High" for short?
Couldn't I just tell you about myself
over tea and crumpets?
My treat. [grunts]
You are most perceptive, Spider-Man.
I am not native to this world.
Like yourself, I came here on a quest.
I sought Utopia,
an unspoiled paradise,
free of the petty squabbles that have plagued my existence.
But instead of the new Eden I sought,
I found only the same diseases
I had tried to escape.
Greed, selfishness, violence, hatred.
Human diseases.
At last I came to a fateful realization.
To have my paradise,
I would have to build it myself.
It has taken decades, countless experiments,
countless failures, but at last,
my perfect society nears completion.
Look upon my works, Spider-Man.
Great cities, spires of glorious technology
rising into the sky,
populated by these noblest of creatures,
my bestials,
my New Men.
Stronger, faster,
free of the weaknesses of the primitive human mind.
Every brick, every circuit,
every cell exists here by the grace of my hand,
Except, of course, for you, Spider-Man.
You are an unknown,
an uncontrolled variable
introduced into my grand experiment,
and that is something I simply cannot allow.
Continue, Sir Ram.
At once, sire.
Look upon it as a favor, Spider-Man.
Through your endurance, I grant you the chance
to prove your nobility and courage.
Our foe's actions have been consistently noble
and courageous.
Would it were possible to say the same of our own?
[Spider-Man thinking] These guys are nuts.
If I don't do something,
I'm going to wind up spider cutlets.
Yah!
Argh!
Sorry, gang, the name's not Guinea Pig-Man.
it's Spider-Man.
[High Evolutionary] Stop him, my knights.
He must not escape alive!
-You must be Spider-Man. -Yeah!
We were sent here to rescue you.
Yeah? Well, now would be a good time for it.
Don't give us any grief, old son.
We're risking our necks here.
A little gratitude might be nice.
Looks like it's time for plan B, guys.
You do have a plan B, right?
No worries.
This ought to take the wind out of their sails.
[grunts]
It's Bromley. Take cover.
I suggest we leave...
-right fast. -[aircraft approaching]
I said a mild explosion, Bromley.
Is that what you call a mild explosion?
Well, compared to what else I'd do.
And I said leave plenty of time to get away.
Corin, love, we had 8.7 seconds to spare.
You're losing your sense of drama, darling.
Uh, excuse me. I hate to intrude, but...
can this thing go any faster?
[theme music playing]
Put this thing on the deck.
The sooner we get back to the basement,
the sooner we can lose them.
Aah!
Nice shot.
Now when can I meet the wizard and go back to Kansas?
You've met him,
Mr. High and Mighty Evolutionary.
He's the one responsible for all this.
Fifty years ago, he created the bestials
and turned the humans into the dregs of society.
-No one knows why. -[blasters firing]
And those refugees from a toy store?
Where do they come in?
The Knights are his elite team.
They deal with only the most dangerous
and important threats.
Don't you feel honored?
Excuse me. Nasty-looking robot off the port bow.
I thought the Knights were the High Evolutionary's enforcers.
What's with the robot guys?
The machine men are the Knights' enforcers.
[Spider-Man] I had to ask.
Look out.
Lady Vermin, continue pursuit.
Aye, m'lord.
Whoo-wee!
I'll never sneer at the Coney Island roller coaster again.
You had some nice moves back there, Spider-Man,
for a guy who dresses like a bug.
Ouch.
Usually women don't criticize my fashion sense
until at least the third date.
Well, whatever else it might do,
let's hope your outfit doesn't stain.
Just once, why can't I meet a woman
who lives in a penthouse?
Lord Tyger,
the High Evolutionary's plan is working.
The human fools are leading me directly
to their secret headquarters.
Soon we'll have them all.
So, just where are we going?
The headquarters of the human revolution.
There's someone there who wants to meet you.
Human revolution?
I thought I came through a space warp
to get here, but it's beginning
to feel more like a looking glass.
Uh, now what?
[Corin] We're being scanned.
I've found the entrance.
Most excellent, Lady Vermin.
We will join you in--
Stand down, Lord Tyger.
Lady Vermin, continue your reconnaissance.
But, Your Excellency--
Your presence is no longer needed,
good Sir Knight.
I am sending in a team of specialists
to deal with this so-called Spider-Man.
So this is your secret headquarters.
Hmm, how come everybody's got a secret headquarters but me?
Nice, very nice.
Well, it could use some track lighting,
some plants, maybe a throw rug or two.
Few people not part of our inner circle
have seen this place and lived.
[man] Which is why you'd better be able to prove
you're the real Spider-Man...
right now.
Jameson?
What do you suppose that is?
Yeah, I'll bet my designer jeans
it's humans smuggling wetwear and chips.
Let's check it out.
[yells]
Maybe we ought to call the Machine Men to handle this.
[both screaming]
Hey, s-s-stay back.
You can't leave now...
not without your door prize.
[both screaming]
See? It's not so bad.
No more fear or pain,
just a desire to do
what the Synoptic tells you to do.
Well, that was fun,
but it was over too soon.
Oh, I can't wait till we spread more spores
and unleash the power of the Synoptic!
Relax. We've got a job to do, remember?
The High Evolutionary wants us
to capture Spider-Man!
[scoffs]
Why waste time on Spider-Man?
He's probably just a cheap Counter-Earth knockoff.
Maybe, but if he's the real McCoy,
Spider-man's the only threat to our plans.
Once we nail him, we're free
to help Counter-Earth join the Synoptic.
And the High Evolutionary won't suspect a thing
until it's too late.
[cackles]
Dr. Jameson, I presume?
The question isn't whether or not
I'm John Jameson.
It's whether or not you're Spider-Man.
If you are,
you'll be able to dodge this.
I don't believe this.
I risk my neck to come all the way
from our earth to this carbon copy
to save your butt,
and now I have to prove I'm Spider-Man?
Well, you certainly move like the real Spider-Man,
but that new costume, I had to be sure.
You're as bad as that pigheaded father of yours.
OK, speaking of dad, who's the punk photographer
that always gets those great pictures of you
for The Daily Bugle?
Uh, Peter Parker.
Welcome, Spider-Man.
I hope you understand. I had to be sure.
Well, at least you didn't try to drill for DNA
like those Wundagore guys.
The High Evolutionary's enforcers!
Aah!
You led them here.
It's the only explanation.
Don't be ridiculous. You led me here.
Not that it matters a whole lot now.
[growls]
Aah!
Hey, didn't anyone ever tell you it's impolite
to drop in unannounced?
Do not presume to lecture
a Knight of Wundagore on etiquette, sirrah.
[muffled moans]
Yuck.
I've been kissed by a rat lady.
[chuckles] In truth,
I was ever one to give my heart
to a man who can stick to walls.
[grunts]
[grunting, growling]
We can sense it.
You are the real Spider-Man.
We've missed you.
We want you back
as part of us.
[gasps, grunts]
Hyah!
No!
[roaring]
[laughing]
[Bromley] Hungry, mate?
[roars]
[Carnage] John Jameson.
Adding you to the Synoptic
will really make my day.
[laughing]
[Spider-Man grunting]
Yield, Spider-Man.
Yield to the Synoptic.
You and I will merge
and be one, as it always should have been!
Thanks, but no.
and now here's a brand-new sound
for you and your partner in slime.
Sonics on!
-[high-pitched electronic whine] -[screaming]
Aah!
Uh, ha, ha.
Ohh, ohh.
Aah!
Sonics off.
Let's get them locked up. Hurry.
We don't know how long they'll be unconscious.
Thanks for your help.
We couldn't have done it without you.
It's amazing.
We've never beaten the High Evolutionary's forces
that easily before.
You think that was easy?
I assume I don't have to point out
that if I'd led Venom and Carnage here,
I'd scarcely be the one who'd drive them away.
That's true, and they didn't have time
to tag you before we arrived.
Tag me?
We've got more important things to worry about now.
-What's the plan? -We get rid of them.
Whoa, John-boy,
Aren't we overreacting just a teensy bit here?
-You can't just kill them. -Watch me.
They're innocents.
The Symbiotes were using them.
They're bestials. That's reason enough.
[Bromley] He's right, mate.
The things what they've done to us humans.
That's not the issue.
If you cold-bloodedly kill them,
you're no better than you claim they are.
They know our location.
If we let them go, this base will be compromised.
It's already compromised, John.
Lady Vermin escaped, remember?
Carnage and Venom got away, too.
Unless you think they can keep a secret,
it's time to clear out of here, anyway.
OK, Spider-Man, you win.
We'll just hold them here until we can move our gear.
Are you blooming crazy?
We can't let them just go.
We can and we will.
Spider-Man's right.
I won't shed blood needlessly,
even if it is bestial blood.
-Then I'll do it! -No.
It's time we moved on, anyway.
I think you guys might want to keep an eye on old Bromley.
Just a hunch, but when you got someone wound that tight
who wears a coat full of explosives...
If you knew what the High Evolutionary
had done to his family, you'd understand,
and maybe even condone it.
[Spider-Man thinking] Maybe coming here wasn't such a good idea
after all, M.J.
[Spider-Man] What do you mean you won't come back to earth with me?
I came here to rescue you.
I appreciate the gesture, web-slinger,
but I've got a job to do here.
I'm not going back until the humans here are free
of the High Evolutionary's oppression.
You sound like a textbook on Trotsky.
I'm sorry you think so. Anyway, it's a moot point,
because when I landed here,
the Knights confiscated Solaris I .
I barely managed to escape
and hook up with the underground.
And since you tell me that Solaris II was wrecked...
I get the picture.
What's our status?
The last of our people have gotten out safely.
When we find a new headquarters, we'll contact them.
This has been a bad setback,
but if you'll join us, Spider-Man,
it won't have been in vain.
You're probably the only untagged human in the city.
You could be a great help to us if--
Untagged. You mentioned that last night.
What does it mean? Do I have to get shots or anything?
Every human is tagged
with a subdural chip that allows
the High Evolutionary's flunkies to keep track of them.
Even we have them,
although we use jamming devices that work...
most of the time.
[Corin] But they didn't tag you, Spider-Man.
You could be the pivotal piece in this war.
Will you help us?
Hey, I came here to rescue John-boy,
not to storm some Counter-Earth Bastille.
It's not my planet.
You know, maybe dad was right.
Maybe you are nothing but a coward
hiding behind a dimestore mask.
A coward?
You have the nerve to call me that
after what we've just been through?
I think you might want to reconsider.
I thought you might feel this way, Spider-Man.
Here, these will help you get a better look at our world.
After you do, I'm pretty sure you'll be throwing in with us.
Thanks.
Good luck. And don't forget to call.
There's a contact number sewn into the jacket's hem.
You're going to realize I'm right, web-head.
-Keep in touch. -You know it, fly-boy.
Can't go home without you.
[boy 1] Hey, you're out. It's my turn.
[boy 2] No, let me have one more.
-Oh, come on. -[boy 1] All right.
Danger, danger.
Enemy sighted.
No! Stay away from me!
Target acquired.
[yells]
No! Shane!
Danger.
Must eliminate target.
Eliminate.
-Eliminate-- -Aah!
[voice warbling] Eliminate.
[woman] Thank you for saving my son's life.
[gasps] Your hands.
Eh, I'm a doctor. Come in. Let me treat those burns.
[smoke hissing]
OK, you'll need to leave these bandages on
for at least a week.
Thanks. It won't take that long.
I'm a fast healer.
Well, if there's anything else I can do for you, just ask.
Name's Naoko, Naoko Yamata Jones.
And this is Shane.
Well, I could use a place to stay,
just until I kind of get back on my feet again.
This place belongs to my mom. We've got a room for rent.
Can he have it, mom? Please.
[chuckles] Just my luck.
My kid gets saved by a transient.
It's not much, but it's clean, and it's free...
Uh, for two weeks. If you don't have a job by then, well...
Got it.
Someday, somehow, I'll get back to you, M.J.
That's a promise.
[theme music playing]