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00:08I'm leaving town.
00:09Don't be damned.
00:10It's Kat, isn't it?
00:11I'm really happy for you.
00:13I know about Winston.
00:14I know you set him up.
00:16And I know you did it for her.
00:17I didn't tell the boss because he would have killed the both of you.
00:19Every four years, I decide who sits in that chair.
00:23You just move on to the next guy and expect me to go quietly?
00:26My mutation is aging me at a dog's clipped.
00:29Dr. Faber is my last chance to survive.
00:33Where am I?
00:34My private laboratory.
00:35This will all be a lot easier if you calm down and let me do my work.
00:39I believe that whatever process that allowed the mutation to stabilize within your body
00:43can be retrofitted to fully cure the other mutations.
00:49She's quite beautiful.
00:51The one who told me how to find you.
00:53Kat, I'm curious that now, if there are others like them.
00:56My God.
00:57These men was our comrades.
01:01Nothing here for us.
01:03Would you want to be cured?
01:05I was never a hero.
01:06I only did it for the thrill.
01:08Maybe you weren't then.
01:10But there's still time for you to become one.
01:30Flinch, please.
01:31Stay away!
01:46What's left for us here?
01:48Ruby's gone.
01:49Flint's past helping.
01:51We're chasing ghosts.
01:53Or you and I could have something.
01:55If I tell you,
01:57do you promise you won't hurt him?
02:09I need a drink.
02:12Load the irony.
02:14The man controls the flow of alcohol for a city of seven million souls.
02:19And yet, my throat is as dry as a camel's hole in a sandstorm.
02:23What happened at the lab?
02:25Find anything interesting?
02:27Yeah.
02:28A lot of dead soldiers.
02:30Some of them old friends.
02:34The good doctor was making freaks in her basements.
02:38Goddamn abomination, if you ask me.
02:43That's all?
02:46She had nothing but a bunch of meat in big jars.
02:49So we burnt the place down.
02:51You burnt the place down?
02:53To the goddamn ground.
02:55What do you care?
03:01You're right.
03:02Why would I care about a mad scientist killing veterans?
03:05I'm just a pretty girl who likes to sing and dance.
03:08Well, I often wish you were.
03:10No, you don't.
03:10You'd have been bored of me after six months.
03:17Another round?
03:19It was the King Raider's sister.
03:25What's the point?
03:27You drink the best whiskey, drive the best car, own the best club.
03:32What are you fighting for?
03:35Fighting is the point.
03:39So I give the whiskey its taste.
03:43Use that club, it's danger.
03:45If anything, I owe the mayor a death of gratitude.
03:49I'll be sure to send flowers to his grave when I bury the bastard.
03:56Well, you boys have work to do.
03:58With the doctor out of the picture, we know the score.
04:01It's the three of you to the mayor's one.
04:03So go forth and maraud.
04:06Make some mischief and mayhem.
04:08Raid the mayor's piggy bank.
04:10Buy voters for Hudson.
04:11It's time to show that prick of a politician who's really in charge.
04:20You love it.
04:21You know what you do.
04:33The colors fading from the photograph.
04:36I could tell the story, but still you wouldn't know the hell.
04:40This love was brought to life from shots of glass.
04:43When you kiss me, there's a shifting in the sepia tone.
04:47Can't escape the madness, baby.
04:50Magnetism.
04:51Run away, but something pulls me back into it.
04:55Lately, I've been sharing at a broken mirror.
04:58Needing someone to come home.
05:00Hey, lover, I need someone to save me now.
05:07For my heart of pain, I suffer.
05:12And everyone will reach me down.
05:15Cause now all day sweet is burnt out to taste.
05:21But you can be my saving grace.
05:23You can be my saving grace.
05:54You can be my saving grace.
06:06See, now this, this is a nice establishment.
06:14Oh, no.
06:16Oh, no.
06:17It's the boys in blue.
06:18Oh, no.
06:21Hey, you seeing this shit?
06:25Now, folks, usually I would apologize for such a disturbance.
06:30But this is most likely the greatest day of your pathetic and miserable little lives.
06:39What?
06:41No applause?
06:43No applause?
06:51Are you the one in charge?
06:57Anybody home?
07:01Mr. Mobile is the head of this office, but I can help you with whatever you need.
07:05Oh, I'm sure you can, honey.
07:09Hey.
07:10Hey, relax.
07:12We're just getting in the character.
07:14Ain't that right?
07:16Alice.
07:17Alice.
07:17And you don't scare me.
07:19Oh, I should.
07:20Back home.
07:23Okay, Alice.
07:25Now, if you wouldn't mind showing us where the man keeps all this dough, that would be much appreciated.
07:37Hey, Alice.
07:38You know the deal.
07:39Nobody's supposed to be back.
07:40Don't blame Alice.
07:41This was all right, dear.
07:45Oh, looky, looky.
07:47You don't mind if we take some of these things, do you?
07:50No?
07:51Good.
07:52We're going to spread the wealth to the people of New York.
07:55Hey, Dirk.
07:56Let's go to work.
07:58Oh, and, um, when you see him, tell our illustrious friend Morris.
08:04Tell him Silvermane sends his regards.
08:09Thank you very much.
08:13Bye-bye.
08:17Are you scared?
08:20Yes, you are.
08:28Come in.
08:31You took my boss and my business.
08:33What'd you forget?
08:36I'm just missing a ramp.
08:39I'm happy for both of you.
08:40Genuinely.
08:43What's wrong?
08:44Have you seen him?
08:46What do you, what do you mean?
08:47He's meant to be with you.
08:48He never showed.
08:49What?
08:50It's been days.
08:53And you're only just now looking for him?
08:57Well, I don't know how it is with you, but when men stand me up, I don't usually go...
09:00Oh, got it, yeah.
09:01Say less.
09:05You want a drink?
09:07There's probably a bottle still floating around somewhere.
09:09No, thank you.
09:13When was the last time you heard from him?
09:15Uh, Saturday afternoon.
09:18He showed up with an envelope full of cash.
09:21That's...
09:22What?
09:25It's just, uh, Ben's not exactly loose with his money.
09:29You're saying he's frugal?
09:31I'm saying it's not like him to dump a fistful of cash on my lap unless he really thought it
09:35through.
09:36Oh.
09:37Men get cold feet.
09:40No.
09:42No, you wouldn't be here if that's what you thought was going on.
09:46You're too proud for that.
09:49So who is it?
09:51Silvermane?
09:52Morris?
09:54The doctor?
09:55Stop me any time if I'm getting warm.
09:57Your hand's on the stove, but I don't know any more than that.
10:05The Daily Bugle, please.
10:07Robbie Robertson.
10:10Any hand call or leave ward in any way, shape, or form.
10:14Yes, tell him Janet called, he'll know how to reach me.
10:16Okay, thanks.
10:25Listen, he's like a cat.
10:27If you hear anything, you can reach me at the alcove, okay?
10:32Sure.
10:43Damn it, Ben, where are you?
10:46The Daily Bugle, please.
10:56You know anything about spider muscles, anything?
11:01No.
11:02Well, that's because they don't have any.
11:05They're on a hydraulic system, shooting fluid to move their legs, as it were.
11:10Their appendages are rather like straws, veritable party whistles.
11:19Well, she didn't love me.
11:21That's okay.
11:23Nobody has to love anybody, but to go behind my back like that with a doctor.
11:30What the hell was that?
11:31I mean, that's worse than a betrayal.
11:34That's adding insult to injury.
11:40But, Eamon, I digress.
11:43Because right here, in the palm of my hand, I hold the antidote to all of my problems.
11:50Yeah, well, you ain't the first one to figure that one out, pal.
11:53It's kind of how we stay in business.
11:55Keep them coming, Eamon.
12:00There you go.
12:17They're using my campaign money to fund my goddamn opponents.
12:22Please, help me to understand how a thing like this could happen.
12:28I mean, give me something, anything.
12:30Anything that enlightens me as to how it is that you're letting Silvermane run roughshod all over my city.
12:37You mean other than the fact that he's got three guys on his side that can't be subdued by ordinary
12:42means?
12:43Two of my cops tried and got electrocuted.
12:46Does that enlighten you, man?
12:51Fine.
12:51You know what?
12:52It's done.
12:53That's in the past.
12:54But what I want to know is what you plan on doing about it now.
12:58Now, you're the goddamn chief of police.
13:02And if you can't fix this, I will find someone who can.
13:06Frankly, Mayor, I don't think you're going to be in the position much longer to do anything about it.
13:15Are you threatening me?
13:17Take it however you like.
13:20But without the spider, you're a three-legged horse running in quicksand.
13:27If he's such a good friend of yours, now's the time to ring him up.
13:46That was wild.
13:47How much did we get?
13:48At least $100, maybe $2.
13:50Look at this.
13:52Should I even ask?
13:53Nope.
13:54You should have seen the name.
13:56Two of them supers are standing in the corner, throwing him in the air.
13:59Vote for Hudson, they're shouting.
14:01Vote for Hudson.
14:02Fellow, you keep chugging bills in there, I'm going to vote for the devil himself.
14:05They ripped off Morris' campaign war chest and met a cop in sight.
14:08What about the spider?
14:09The spider?
14:10Yeah, right.
14:12I was not holding a breath for that one.
14:15What the hell is that supposed to mean?
14:17I mean, have you seen him?
14:19He looks like my mom after ten loads of laundry.
14:22I don't know what he's been up to for the past half a decade, but the years haven't been good
14:26to him.
14:26I'm telling you.
14:27He wasn't that great to begin with.
14:28I didn't miss him.
14:30He probably just came back to, you know, get his picture in the papers again.
14:33He never missed a photo op, that's for sure.
14:35That guy loves the spotlight more than Morris.
14:37He may have missed the spotlight, but he didn't miss the field.
14:40Maybe, maybe, maybe, maybe the spider is a guy like anyone else.
14:44You ever think about that?
14:46You ever wonder what his problems were?
14:49He's swinging around, burning buildings, saving people.
14:52Do you ever think he feels the heat?
14:54Or gets dead?
14:56Or tired?
14:57Or lonely?
15:06Jeez, where the hell did you find this guy?
15:09Oh, whoa, it's me, I'm the spider.
15:12Life is so hard.
15:14Oh, look at me, my little mask.
15:16Hey, mommy, I'm the only boy.
15:18Goodbye.
15:21Look at him, look at him.
15:22And there we go.
15:27Oh, look.
15:53Hey, you're the spider.
15:59Dance with me, make me swear, like the legs are down on the shore, hold me, sway me more.
16:11You like that, huh?
16:13Come on!
16:29Other dancers may be on the floor, dear but my eyes will see only you, only you have that magic
16:40texture, when we swear I won't.
16:47They're pummeling the moon, and they're just pummeling it!
16:50You've got to wonder if they left something in the tank for today.
16:57I can hear the sound of my own living.
17:01I'll be proud of you, get to be here.
17:03Fire, fire, fire, fire, fire!
17:05Sway me smooth, sway me now.
17:11Ah!
17:12Funny Fall.
17:17Play-up!
17:26Gotcha-cha!
17:29Did you see that?
17:32They kicked him into the kingdom, cragh!
17:37That one's on the house, Bill.
17:39You're the victor going to spoil it, right?
17:42Amazing.
17:48Oh, shit.
17:49What the hell are you doing?
17:51John, it's got me looking all over the city for you.
17:56I'm drinking. What's it look like?
17:59Come on, let's go. You shouldn't be in here like this.
18:01Well, you don't want the spider here.
18:03And they don't want the spider.
18:05And guess what? I don't want the spider anywhere.
18:09But you know what? I can remedy that.
18:14What is that?
18:16It's a little concoction.
18:18Faber cooked up.
18:20Turned supers into run-of-the-mill schmucks.
18:23Like these clowns.
18:29What the hell are you doing?
18:30Caring myself.
18:31Who the hell are you?
18:33Give it back.
18:34No.
18:35Give it back, Robbie.
18:37Now.
18:38No.
18:40And I know that even in the state that you're in,
18:42if you felt right about drinking this,
18:45you would have taken it from me and finished it by now.
18:49All right, all right, all right, all right, all right, all right, all right.
18:53Let's go.
18:58And so, the lady Judas betrayed me.
19:05That's a tough one, Dad. I'm sorry.
19:09What about everyone else?
19:12What everyone else?
19:15The rest of New York.
19:17You fell for a woman and she didn't fall back.
19:20Not sure why that means that the whole city should lose the one guy who can help them.
19:24Why should I care?
19:26I wish my life for them for years and the second I don't do exactly what they say, they hate
19:33me for it.
19:35Well, I never hated you for it.
19:38When you quit, I lost everything and I never asked you to come back.
19:42You see, you were my friend and I understood the price you were paying to be a hero.
19:48Well, maybe I had it all wrong.
19:50Maybe you did it to be praised.
19:53Some hero.
19:54I am so impressed.
19:56I didn't do it to be a hero.
20:00I did it because at the time it made me feel good, but it doesn't anymore, okay?
20:06Well, then maybe you should think about why it made you feel good.
20:10And then answer this question.
20:12Will you sleep better if you take the antidote after having done nothing?
20:16Or if you take it after you've helped your Lonnie and Flint?
20:20You see, those men are soldiers just like you.
20:23Men who are suffering just like you.
20:26But unlike you, those men are gonna die.
20:31So what makes you deserve this antidote any more than they do?
20:34And what makes your life more important than those assholes at the bar?
20:40There's a blood feud going on between Silverman and Morris.
20:43People are gonna die.
20:46But I guess they're not worth saving because they don't make you feel good anymore.
20:54So if you're gonna take this just to be the same Ben you've been for the past five years,
20:58then I'll be honest.
21:01I don't really want to be around for that.
21:04Come on.
21:04You've been in a hole ever since Ruby died, and you've never stopped digging.
21:10This is your chance to put that shovel down.
21:14You couldn't save Ruby because you didn't know.
21:18This time, you have a choice.
21:21You just have to make it.
21:34Oh my God, where have you been?
21:36He's drunk.
21:37That looks like shit.
21:38I know.
21:40Wait.
21:42Are you yellow?
21:44What do you mean yellow?
21:45You mean like a coward?
21:47No, like a banana.
21:48What the hell happened to him?
21:50Well, you see, Janet,
21:52first cat double-crossed me,
21:54then an old man named Ogden drugged me
21:56and took me to see Dr. Faber,
21:57who sliced me open and cut up my guts.
21:59Oh, and the old man was actually Faber's son,
22:03but she cured him.
22:05Made him young again.
22:07Then Silvermane and his goons turned up.
22:10I escaped.
22:11They tore us the laboratory,
22:12and I got plastered.
22:14And you beat up some guys in a bar.
22:16And I beat up some guys in a bar.
22:19Why did Faber kidnap Ben?
22:21Uh, because I'm the spider.
22:28Oopsie poopsie.
22:29I shouldn't have told you that.
22:31You already did tell me that.
22:35Ah!
22:38I'm a spider, Janet.
22:41I'm a spider.
22:47The spider's busy, Janet.
22:50Can't you see that the spider's busy?
22:53Fuck.
22:59I'm taking that bow.
23:01Nice work.
23:02I'm your spider.
23:04Be my spider.
23:07To be real.
23:13You knew?
23:17And you knew that she knew?
23:19What?
23:19You're going to get mad about us keeping secrets?
23:21Well, maybe you should have told me that.
23:26I figured you'd worry less if you didn't know I knew.
23:31Plus, it's not like you've been very spidery lately.
23:41What's that for?
23:45What?
23:57Are you aware in this the first time I saw you?
24:01I can't believe you remember that.
24:05I remember a lot of things.
24:07What, do you remember how shy you were at first?
24:09How it took you a year just to say hello to me?
24:12Well, I wasn't shy.
24:14I was scared.
24:17There wasn't a single German in the war who scared me as much as you did.
24:23That's ridiculous.
24:24Well, it's the truth.
24:25Before you, I didn't think women like you even existed.
24:30Tell me more.
24:32Yeah.
24:35I don't know.
24:38You know, beautiful women, you see them around.
24:41Smart women, too.
24:43Tough ones.
24:43Talented ones.
24:44Classy, sexy, funny.
24:48Confident.
24:50Determined.
24:53But all of it all at once, sir.
24:57I didn't think that would ever happen.
24:59And then there you were.
25:02And then for you to pick me out of all the men in the war.
25:05For you to see something in me that I couldn't even see in myself.
25:08And do you know why I let you in?
25:14I don't know.
25:17Because anyone could see the good in me, but you knew I could also be mean and angry and cold.
25:26You loved me at my worst.
25:30And you pushed me to be better.
25:34I love you.
25:36Why can't you get that through your head?
25:39Don't you get it?
25:42I do believe you.
25:45But there's no coming back from this.
25:47You can't touch the sun and then come back down to earth again.
25:51It's life.
25:53It's got no taste now.
25:55It's got no feel without you.
25:58But I'm right here.
25:59Yeah.
26:00I'm standing right in front of you.
26:02And I'm long gone.
26:03We went to the doctor's lab.
26:06We saw the truth.
26:08There's no way out.
26:09There was never gonna be a way out.
26:10You don't know that.
26:12Listen, stop.
26:15I don't care if I die.
26:16No.
26:17That's not what hurt me.
26:19What hurt me is that you couldn't even wait for the dirt to hit my casket before you went off
26:23with that private dick.
26:25You took it to the old theater.
26:29Where I saw you for the very first time.
26:32We're in this very dress.
26:45I ain't gonna tell Silva me.
26:47But he's smart.
26:49He's gonna find out what you did eventually.
26:52And I can't protect you when I'm dead.
27:06I'll have to stick them all.
27:09Once they're free and clear, it'll be my turn.
27:13Well, that's a plan.
27:14Yeah, a terrible plan.
27:16Thanks for the confidence.
27:17I think it's a great plan.
27:18Well, what do you want us to say?
27:20Nothing.
27:20I just want you to know that this is the end of the story.
27:23No more sick veterans.
27:26No more suffering.
27:31No more spider.
27:37You thought this over?
27:41For a long time.
27:45You're a good man, Ben Reilly.
27:47Ha.
27:48You are.
27:49Look at you.
27:50You're helping people again.
27:51That's not why I'm doing it.
27:53Then why are you?
27:57Because with no power, there's no responsibility.
28:02Ladies and gentlemen, we have more breaking news to report.
28:05We have just learned that the Silvermane gang is still at it.
28:08This time in Harlem, where they've been seen pillaging a police warehouse,
28:11and kneeling back all the confiscated hoots from Morris' big sting operation.
28:16And the cops are standing around doing nothing.
28:18Who's in charge of the city of Morris?
28:22Harlem.
28:23Say, do me a favor.
28:25Let me talk to him before you swoop in and make it a fight.
28:29You think I want to fight?
28:31Look at me wrong.
28:35Take a bottle on your way out, and vote for Hudson.
28:40Vote for Hudson from Silvermane.
28:42Vote for Hudson.
28:43Hey, vote for Hudson.
28:46Okay.
28:47Vote for Hudson.
28:48Thanks, man.
28:49Come on.
28:50You're welcome.
28:51So, are you a child?
28:52Take it.
28:53Take it.
28:54Go.
28:55Go.
28:56Get out.
28:58Lonnie.
28:59I just want to talk.
29:00Save your breath.
29:02I picked my side.
29:03This is how it is now.
29:05But why?
29:06What are you getting from all this?
29:09A soft day.
29:11Hot meals.
29:12More than I've had in a long time.
29:14And since I ain't got much of that left,
29:16I'm going to enjoy whatever it is I do have.
29:19Come on, Lonnie.
29:21Come on, man.
29:21I know you better than this brother.
29:24This ain't-
29:24Back off!
29:27Whatever your angle is.
29:30I'm going to kill you.
29:35Lonnie.
29:36Robby's just trying to help you.
29:38I'm trying to help you, too.
29:40This doesn't have to be a fight.
29:42Well, it's gonna be.
29:44Okay?
29:45Not the response I was looking for.
30:05You trying to hurt me?
30:07You should know I live for the pain.
30:09I eat it up.
30:17I eat it up.
30:33Uh oh.
31:04You should have just let me be.
31:13Hey, hey.
31:34You're so tough now, are you?
31:44Oh, no, no, no, not now.
31:46Come on, come on.
32:02Get in.
32:03Come on.
32:05Let's go, let's go, let's go, let's go.
32:06Come on.
32:14Come on.
32:16Come on.
32:18Come on.
32:19Come on.
32:28Come on.
32:29Mm-hmm.
32:31Old you want.
32:32Now we eat.
32:37What about him?
32:41We don't have time to get into all that.
32:43You gotta ditch the car and get him somewhere safe.
32:46We'll take him back to my place.
32:47Let's go, let's go, let's go.
32:57Come on.
33:01Come on.
33:12Should we get him a doctor?
33:15Or a priest?
33:16Nah.
33:17He just needs to rest.
33:23oh no are we still fighting no we're good well what's happening we are at my place
33:32you need to rest i can't i need to rest
33:40who is he he's just a guy why'd he do it why'd he risk his life trying to help me
33:54he was trying to save me i almost killed him because despite what he wants everyone to believe
34:03he's a good person
34:18the hell is that i don't know but i know i was gonna want to know
34:30son of a bitch
34:35ah shit
34:39mr mayor the police chief is on his way he's got news
34:43who cares
34:49so where are you gonna go
34:51i don't know
34:54my mom's always wanted to see naiver false
34:57now it's as good a place as any
34:59you like maple syrup as much as the next guy
35:06so listen i wish i could do more i'm good
35:11yes you are
35:18we're good
35:20everything you've done for me
35:22not a lot of guys that have went through the trouble
35:26and everything you did to get your job back at the bugle
35:29i hope they understand what you're worth
35:33this city needs men like you
35:36just as much as it needs a guy like him
35:40brother
35:41my man
35:53my man
35:54my man
35:54my man
35:55my man
36:03my man
36:04my man
36:04my man
36:06my man
36:06my man
36:07my man
36:07my man
36:09my man
36:14my man
36:34when a few hours ago which one Lonnie Lincoln is this true we lost Lonnie
36:43that's right we've seen it with our own four eyes how the spider showed up out of nowhere the spider
36:53was there the spider Lonnie was gonna kill him dead till that reporter jumped in and jabbed him or
36:58something have some goddamn specificity when you talk to me I stuck him with one of these right in
37:11the eye whatever it is throughout the big fella down had him on his hands and knees sobbing like a
37:17baby raise out the written troubles of the brain and with some sweet oblivious antidote cleanse the
37:27stuffed bosom of that perilous stuff which weighs upon the heart looks like the good doctor wasn't
37:38so crazy after all so Faber managed to give some of that stuff to the spider what are we gonna
37:44do boss
37:47what are you thinking we'll tell you what we're gonna do we are gonna find the spider can be Ben
37:55Reilly
37:58so
38:03so
38:06so
38:11so
38:20so
38:25so
38:36so
38:38so
38:38so
38:41so
38:48so
38:49so
38:51so
39:02so
39:07so
39:12so
39:18so
39:25so
39:26so
39:29so
39:35so
39:39so
39:49so
39:50so
40:00you
40:04you
40:09so
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