Spider-Man (2017–…): Season 2, Episode 21 - The Cellar - full transcript
Spider-Man takes his mission to the Cellar where he believes Regent is using the powers of Cloak, Dagger, and other super villains to hold the Avengers captive.
I got the proposal in
just under the wire.
If approved, it'll be enough to upgrade
every lab at Midtown High, and...
Sorry.
Just doing my rounds.
It's good that
you're talking to him.
That helps
with coma recovery.
Any idea when
he might wake up?
Hard to tell.
But his brain waves, vitals...
It all looks good.
It might take a while,
but I'm sure Doctor Octopus will...
Otto.
Excuse me?
His name is Otto Octavius.
That other person...
that's not him anymore.
Sure.
I better finish my rounds.
...the scene only moments ago
as Spider-Man,
Who, to everyone's surprise,
has actually been helpful recently,
was battling an unknown criminal
using some kind of new costume
against his enemy's
wide range of changing powers.
But it wasn't enough
to stop this new menace.
As you can see,
Spider-Man disappeared...
Possibly destroyed...
Right in front of our eyes.
We've also had reports of similar
attacks happening to the Avengers.
Oh, no.
Parker...
Otto!
Anna Maria,
Spider-Man needs help.
Where am I?
Well, the good news is...
I found the Avengers.
They look alive and well,
if a little
on the unconscious side,
which is what I bet
is gonna happen to me
if I stay in here as
long as they have. Hulk!
We gotta find a way to get out
of Regent's bizarre portal world.
Now is not the time
for a nap, big guy.
Guess this is
all up to me.
Look, Mr. Stark,
I don't know exactly where we are,
but if this place is anything like my
previous experience with teleportation,
then it's using ion interaction.
Which means the negative ion
displacer I built
could theoretically
destabilize the region's borders,
giving us a chance to get out.
I'm gonna need
a lot more power.
Yes! I can check slicing a hole
in reality off my bucket list!
Ha! I really wish
you were awake to see that.
Burnt out the displacer,
but at least we've got a way out.
"Oh, good work, pajamas.
You're a genius."
"Aw, you're too kind."
Uh-oh.
It's not holding.
Okay, maybe I'm glad
you're not awake to see this.
*MARVEL'S SPIDER-MAN*
Season 02 Episode 21
*MARVEL'S SPIDER-MAN*
Episode Title :"The Cellar"
We're not gonna make it
in time.
Please have
some juice left.
Okay, Avengers,
this might come off as a little clingy,
but you all need
to come with me right now.
Yes!
Oh, come on!
Come on, come on, come on,
come on, come on, come on, come
on, come on, come on, come on!
Come on, come on, come on,
come on, come on!
Whoa!
I'll find a way
to rescue you, Avengers.
Right after I'm done falling
into the river!
Well, this suit is trashed.
Literally.
Yuri!
It's the ghost
of Spider-Man.
Ohh.
Hello. Miss me?
I saw on the news everyone
thinks Regent destroyed me.
Yeah. I didn't know whether to throw
a memorial
or a celebratory parade.
- Ouch.
- What happened to you?
Ah, no biggie.
Just teleported
to some weird dimension
that was holding
all the Avengers.
So you rescued them?
Yeah!
Well, no,
technically.
It's harder to escape another
dimension than you think.
But teleportation...
That's on my list.
What list?
Seeing the Regent in action
convinced me.
This is the part where you get to
say, "I told you so."
I would never.
The Regent used
several different powers
during your fight with him.
Electricity like Electro.
Sand like Sand Girl.
Teleportation like Cloak.
Right.
But he also used ice powers,
strange wind control,
and some green blast that really hurt.
Still.
You mean ice like Frostbite,
wind like Whirlwind,
and those blasts like Paradox?
Never heard of these guys.
That's because
you don't have access
to the secure files
I've been researching.
And all of them
have one thing in common.
Care to guess?
They're all being held
in a certain super-villain
prison called...
I don't know...
The Cellar?
Exactly.
They might not have escaped,
but somehow Regent
is using all their powers.
But you said the Cellar
couldn't be compromised.
Well, maybe I...
wasn't right.
Mm. Mm-hmm.
Mm-hmm. Mm-hmm.
I told you so.
Nice ride.
Any chance I could drive?
I don't ask
to shoot your webs.
Touché.
I gotta admit, I'm surprised
your friend Augustus
is letting us
inspect the Cellar.
He doesn't believe his facility
has anything to hide.
And I completely trust him.
But that doesn't mean the prison hasn't
been compromised
from the outside.
How far out is this place?
I don't...
Whoa-ho-ho!
Never mind. Found it.
Augustus.
Always good to see you.
Likewise.
And a pleasure to finally
meet you, Spider-Man.
Wish this were under
better circumstances,
but I'm certain after a personally
guided tour by Shannon and I,
you will no longer have any doubts
about the Cellar's security.
Let's get started,
shall we?
Electro, Molten Man, Sand Girl.
Not exactly a meeting
of the Spider-Man fan club.
You have
nothing to fear.
I designed these cells to suppress
the powers of the occupants inside.
They are harmless.
If this is
an ultra-secure prison,
- where are all the guards?
- Our security drones are the guards here.
They also deliver meals, clean,
and provide medical scans.
All computer controlled,
of course.
Can I check out your system?
Take a look at your security logs?
No way. You're not
authorized to...
Of course you can.
Please grant him
special permission access.
Whoa-oa-oa!
Time to touch stuff!
As I said on the phone,
this Regent has powers...
..that exactly match
inmates here.
I need to determine
what the connection is.
I doubt there is one.
Whoever this villain is,
He must have found a way
to mimic the powers of others.
- Hmm?
- It's possible
the criminal is intentionally
using powers
that seem to lead back
to the Cellar,
- As a way to mislead your investigation.
- Oh!
Huh. Uh...
Why are these
files blocked?
Shannon should have
given you full access.
Well, your database doesn't seem
to think so.
Rude.
Shannon, are you sure you gave him
master authorization?
Maybe a counter-cross
decryption would...
..There! Unlocked.
Are these schematics
for the Regent's gear?
How could this be in
our system without us knowing?
The files were
created anonymously.
But hold on.
I found access
to an off-site terminal
where they originated.
Who's User 21A9?
There... Th-There must
be some mistake.
That's my access code.
Then you're coming with me to answer
some questions, Ms. Stillwell.
It wasn't me. Someone from outside
must have broken in using my code.
Augustus,
you have to trust me.
Shannon...
I want to believe you, but...
Go with Yuri for now.
Let's go, Spider-Man.
No. The Avengers
were teleported
using powers from
one of the villains here.
I'm not leaving
until I find them.
Consulting the superpowers index.
Teleportation.
Let's see.
There's the Spot,
Cloak...
Let's start with Cloak.
Black Widow suspected him.
Do what you need to do, Yuri.
Spider-Man and I
will work here.
Wow, Electro. Ooh.
Doesn't seem like
you're too happy to see me.
Eh, well, understandable.
You're Cloak, right?
Don't pretend
you don't know me.
Look, I can't see Dagg
from here.
- Can you tell me if she's okay?
- I think Regent
used your powers
to capture the Avengers.
You're going to help
get them back.
Look, I don't know
what you're talking about,
but my teleportation
doesn't work in here.
These cells
only drain our powers.
It's torture.
Drain?
So the Regent's been using
your powers against your will?
Augustus, you designed these cells.
How could Shannon do that?
Shannon didn't do anything
except take the fall.
What?
I warned you
to stay away, Spider-Man,
but you wouldn't let it go.
And now you'll pay for it!
You're hurting them!
I'm giving them a purpose!
Let me guess what that means.
Electro-blast! Called it.
Dude, chill!
Actually, uh, de-thaw!
Ice off!
What's the deal, Augustus?
You're so proud
of these cells you designed,
you want to stay in one?
Mine is the perfect plan,
crafted through
years of patience,
designed so
the so-called Avengers
would be subject
to my vengeance.
What did the Earth's Mightiest
Heroes ever do to you?
I know most of them.
Pretty nice.
Except Hulk when he's grumpy.
Or even when he's not.
You never saw how
they treated my father.
He may have made
a few criminal mistakes,
but the Avengers
put him away for life.
They took him from me!
Wait.
You built a whole prison
so you could steal powers
and work out your anger issues?
Like that plan
wasn't gonna fall apart.
"I'm the Regent,
and my plans are overly complicated."
Nice!
I love goading villains into
busting their own stuff.
Not overly complicated.
My plans have
already succeeded.
I punished the Avengers
that hurt my father,
and anyone else
that got in my way.
Once I'm rid of you,
I'll shut down
the Regent program
and make sure Shannon
takes all the blame.
You are a terrible boss!
Everything
still looks normal.
Of course.
He's still in a coma,
so nothing's
different at all.
Hurry.
Modulate the power coupling.
Can't we just tell them
you're okay?
Time is of the essence.
If the doctors find me awake,
there will be a barrage of tests.
You seriously know the identity
of that guy that attacked Spidey?
Not precisely,
but it's clear
every power he's used belongs to
an inmate currently at the Cellar.
How are you sure of that?
Because I wa...
I myself was incarcerated
there last summer.
I am afraid there is much
you do not know about me.
I'm aware of your history,
Otto.
But I'm also aware that
you are no longer that person.
You have faith
that I am a changed man?
More of a hypothesis.
Let's save Spider-Man
so you can prove me right.
Boy, this battle's
really heating up.
Ha! I got a million
of 'em.
Where are
your quips now?
Dagger!
Tandy, I swear I'll find
a way to get you out!
Whoa-oa-oa!
Whoa!
You saved me!
Are you sure you're really
one of the bad guys?
I can't keep
teleporting it forever.
Too drained from the cell!
You won't have to.
Look!
His power's draining!
That's it.
Just take a nice rest.
Don't worry.
Plenty more resources.
You only delay
the inevitable.
We don't want to be standing here
when the nega-beams start flying.
I got you!
Drones,
find the prisoner Cloak!
Dagger and I
didn't want any of this.
Idea. You teleport him
into the empty cell,
I web it shut,
then we go for nachos.
I don't have
enough power.
I need to free Dagger
so she can recharge me.
There is no escape
from the Cellar.
Drones, attack!
Security, deactivate!
Code AUR-21!
Are you friends
with these robots?
Uh, not that I remember.
It is I
who command the drones,
As if they were my minions!
Ock?! What?!
You're awake?
And in my lenses?
They can't do that.
They could not until now,
with Anna Maria's help.
Hi!
And with parts cannibalized
from spare medical equipment,
we built a device that can
transmit directly to you.
You broke into
the computer systems
of the most secure
prison in the world
from your hospital bed?
Ugh. Save your adulation
for later.
These drones merely
buy you time.
I am accessing
the security doors
to create the pathway
for your escape.
No. No escape.
What?
Look what he's doing
to these inmates.
They're suffering.
I have to stop the Regent, not run.
That is foolhardy...
but noble.
Story of my life.
Can you open Dagger's cell?
Of course. But Cloak and Dagger are
criminals.
I would not trust them.
They might not be
as evil as you thought.
And irony alert.
Ock, you are warning me
not to trust villains.
You.
I recognize
the irony you speak of.
Opening the cell now.
Ty!
I need your strength.
Trying to power up?
You haven't seen
a true power-up yet.
No.
He's draining them all!
He has every superpower
at once!
He's a one-man Sinister Six...
hundred!
Aahh!
Look, Regent,
you're going to destroy them!
I do what it takes to reach my
goals, no matter the cost!
The storage
room to the right! Now!
We're cornered!
Why would you send us here?
Because... this!
I built this prison!
You think
you can hide from me in here?
I saw the schematics for Regent's gear.
It needed
some kind of central processor.
Umm, yes.
We see it! A transmitter.
Shut it down,
and you take away the Regent's powers.
Through here!
The route straight ahead
leads to the transmitter.
To the left,
an emergency escape tunnel.
The Regent's
burning them out.
They're villains,
but they're also human beings.
That way
leads to escape,
but that way gives us
a chance to stop the Regent.
I can't make the decision for
you, but I'm staying.
Tiberius Stone
turned us into what we are.
Treated us like pawns.
We're not gonna run away while
someone exploits other people.
We're with you, Spidey.
Then come on!
There! That spire is
his power transmitter.
We need to put it
out of commission.
Whoa!
You can't save them,
if that's what you think.
I won't let you!
He is choosing
to focus on Cloak!
"Save them"?
Maybe he doesn't mean
save the inmates he's draining.
The Avengers!
When I saw them,
they were floating in this dark void.
Could've been the pocket dimension
I pass through when I teleport.
You remember. It's where
I sent you when we first fought.
Yeah. Right.
Can you get them back?
I don't have enough energy!
You can do it, if I give you
every ounce of power I have.
That could destroy you!
To save the Avengers,
I'll take that risk.
I'm buying
you as much time as I can!
No!
Time's up!
This ends now!
Ha! Nega-beams
combined with energy blasts
were enough
to disintegrate them.
You're completely alone
now, Spider-Man.
Not from
where I'm standing.
Noooo!
I destroyed you!
I'd get
a second opinion on that.
Avengers Assemble!
Iron Man, take down that force field,
and we can stop this!
No!
My plan was perfect!
That's for throwing Hulk!
Yes!
Team-up of the century!
Up top. Anyone?
Anyone.
Thanks for
saving our lives,
even if you have been
a big jerk lately.
About that.
What if I told you
an evil villain
swapped minds with me?
I knew it was
something like that!
My guess was aliens.
So, we're cool?
You believe me?
Hello! I'm an Avenger.
We see way weirder stuff
than that.
So, yeah. We're cool.
Good work out here today,
soldiers.
Always good
to meet new heroes.
"Heroes"?
Shannon Stillwell
is no longer under suspicion,
but her former employer,
Augustus Roman,
is headed for a long stay
in a prison that he designed.
That's justice for ya.
Oh.
Hey, he's...
He's suddenly awake.
I'll get the doctors!
Peter! Good to see you
in one piece.
I know this is strange,
but I wanted to say...
Ock, despite everything
you did to me,
if it weren't for your help,
I wouldn't have gotten out of there alive.
Maybe no one would have.
Hmm.
Gratitude is unnecessary.
You saved my life when you brought
my consciousness back here,
so I...
merely repaid my debt.
I think the words you're looking for
are, "You're welcome, Peter."
You are welcome,
Peter.
Welcome back, Ock.
Corrections done by srjanapala
just under the wire.
If approved, it'll be enough to upgrade
every lab at Midtown High, and...
Sorry.
Just doing my rounds.
It's good that
you're talking to him.
That helps
with coma recovery.
Any idea when
he might wake up?
Hard to tell.
But his brain waves, vitals...
It all looks good.
It might take a while,
but I'm sure Doctor Octopus will...
Otto.
Excuse me?
His name is Otto Octavius.
That other person...
that's not him anymore.
Sure.
I better finish my rounds.
...the scene only moments ago
as Spider-Man,
Who, to everyone's surprise,
has actually been helpful recently,
was battling an unknown criminal
using some kind of new costume
against his enemy's
wide range of changing powers.
But it wasn't enough
to stop this new menace.
As you can see,
Spider-Man disappeared...
Possibly destroyed...
Right in front of our eyes.
We've also had reports of similar
attacks happening to the Avengers.
Oh, no.
Parker...
Otto!
Anna Maria,
Spider-Man needs help.
Where am I?
Well, the good news is...
I found the Avengers.
They look alive and well,
if a little
on the unconscious side,
which is what I bet
is gonna happen to me
if I stay in here as
long as they have. Hulk!
We gotta find a way to get out
of Regent's bizarre portal world.
Now is not the time
for a nap, big guy.
Guess this is
all up to me.
Look, Mr. Stark,
I don't know exactly where we are,
but if this place is anything like my
previous experience with teleportation,
then it's using ion interaction.
Which means the negative ion
displacer I built
could theoretically
destabilize the region's borders,
giving us a chance to get out.
I'm gonna need
a lot more power.
Yes! I can check slicing a hole
in reality off my bucket list!
Ha! I really wish
you were awake to see that.
Burnt out the displacer,
but at least we've got a way out.
"Oh, good work, pajamas.
You're a genius."
"Aw, you're too kind."
Uh-oh.
It's not holding.
Okay, maybe I'm glad
you're not awake to see this.
*MARVEL'S SPIDER-MAN*
Season 02 Episode 21
*MARVEL'S SPIDER-MAN*
Episode Title :"The Cellar"
We're not gonna make it
in time.
Please have
some juice left.
Okay, Avengers,
this might come off as a little clingy,
but you all need
to come with me right now.
Yes!
Oh, come on!
Come on, come on, come on,
come on, come on, come on, come
on, come on, come on, come on!
Come on, come on, come on,
come on, come on!
Whoa!
I'll find a way
to rescue you, Avengers.
Right after I'm done falling
into the river!
Well, this suit is trashed.
Literally.
Yuri!
It's the ghost
of Spider-Man.
Ohh.
Hello. Miss me?
I saw on the news everyone
thinks Regent destroyed me.
Yeah. I didn't know whether to throw
a memorial
or a celebratory parade.
- Ouch.
- What happened to you?
Ah, no biggie.
Just teleported
to some weird dimension
that was holding
all the Avengers.
So you rescued them?
Yeah!
Well, no,
technically.
It's harder to escape another
dimension than you think.
But teleportation...
That's on my list.
What list?
Seeing the Regent in action
convinced me.
This is the part where you get to
say, "I told you so."
I would never.
The Regent used
several different powers
during your fight with him.
Electricity like Electro.
Sand like Sand Girl.
Teleportation like Cloak.
Right.
But he also used ice powers,
strange wind control,
and some green blast that really hurt.
Still.
You mean ice like Frostbite,
wind like Whirlwind,
and those blasts like Paradox?
Never heard of these guys.
That's because
you don't have access
to the secure files
I've been researching.
And all of them
have one thing in common.
Care to guess?
They're all being held
in a certain super-villain
prison called...
I don't know...
The Cellar?
Exactly.
They might not have escaped,
but somehow Regent
is using all their powers.
But you said the Cellar
couldn't be compromised.
Well, maybe I...
wasn't right.
Mm. Mm-hmm.
Mm-hmm. Mm-hmm.
I told you so.
Nice ride.
Any chance I could drive?
I don't ask
to shoot your webs.
Touché.
I gotta admit, I'm surprised
your friend Augustus
is letting us
inspect the Cellar.
He doesn't believe his facility
has anything to hide.
And I completely trust him.
But that doesn't mean the prison hasn't
been compromised
from the outside.
How far out is this place?
I don't...
Whoa-ho-ho!
Never mind. Found it.
Augustus.
Always good to see you.
Likewise.
And a pleasure to finally
meet you, Spider-Man.
Wish this were under
better circumstances,
but I'm certain after a personally
guided tour by Shannon and I,
you will no longer have any doubts
about the Cellar's security.
Let's get started,
shall we?
Electro, Molten Man, Sand Girl.
Not exactly a meeting
of the Spider-Man fan club.
You have
nothing to fear.
I designed these cells to suppress
the powers of the occupants inside.
They are harmless.
If this is
an ultra-secure prison,
- where are all the guards?
- Our security drones are the guards here.
They also deliver meals, clean,
and provide medical scans.
All computer controlled,
of course.
Can I check out your system?
Take a look at your security logs?
No way. You're not
authorized to...
Of course you can.
Please grant him
special permission access.
Whoa-oa-oa!
Time to touch stuff!
As I said on the phone,
this Regent has powers...
..that exactly match
inmates here.
I need to determine
what the connection is.
I doubt there is one.
Whoever this villain is,
He must have found a way
to mimic the powers of others.
- Hmm?
- It's possible
the criminal is intentionally
using powers
that seem to lead back
to the Cellar,
- As a way to mislead your investigation.
- Oh!
Huh. Uh...
Why are these
files blocked?
Shannon should have
given you full access.
Well, your database doesn't seem
to think so.
Rude.
Shannon, are you sure you gave him
master authorization?
Maybe a counter-cross
decryption would...
..There! Unlocked.
Are these schematics
for the Regent's gear?
How could this be in
our system without us knowing?
The files were
created anonymously.
But hold on.
I found access
to an off-site terminal
where they originated.
Who's User 21A9?
There... Th-There must
be some mistake.
That's my access code.
Then you're coming with me to answer
some questions, Ms. Stillwell.
It wasn't me. Someone from outside
must have broken in using my code.
Augustus,
you have to trust me.
Shannon...
I want to believe you, but...
Go with Yuri for now.
Let's go, Spider-Man.
No. The Avengers
were teleported
using powers from
one of the villains here.
I'm not leaving
until I find them.
Consulting the superpowers index.
Teleportation.
Let's see.
There's the Spot,
Cloak...
Let's start with Cloak.
Black Widow suspected him.
Do what you need to do, Yuri.
Spider-Man and I
will work here.
Wow, Electro. Ooh.
Doesn't seem like
you're too happy to see me.
Eh, well, understandable.
You're Cloak, right?
Don't pretend
you don't know me.
Look, I can't see Dagg
from here.
- Can you tell me if she's okay?
- I think Regent
used your powers
to capture the Avengers.
You're going to help
get them back.
Look, I don't know
what you're talking about,
but my teleportation
doesn't work in here.
These cells
only drain our powers.
It's torture.
Drain?
So the Regent's been using
your powers against your will?
Augustus, you designed these cells.
How could Shannon do that?
Shannon didn't do anything
except take the fall.
What?
I warned you
to stay away, Spider-Man,
but you wouldn't let it go.
And now you'll pay for it!
You're hurting them!
I'm giving them a purpose!
Let me guess what that means.
Electro-blast! Called it.
Dude, chill!
Actually, uh, de-thaw!
Ice off!
What's the deal, Augustus?
You're so proud
of these cells you designed,
you want to stay in one?
Mine is the perfect plan,
crafted through
years of patience,
designed so
the so-called Avengers
would be subject
to my vengeance.
What did the Earth's Mightiest
Heroes ever do to you?
I know most of them.
Pretty nice.
Except Hulk when he's grumpy.
Or even when he's not.
You never saw how
they treated my father.
He may have made
a few criminal mistakes,
but the Avengers
put him away for life.
They took him from me!
Wait.
You built a whole prison
so you could steal powers
and work out your anger issues?
Like that plan
wasn't gonna fall apart.
"I'm the Regent,
and my plans are overly complicated."
Nice!
I love goading villains into
busting their own stuff.
Not overly complicated.
My plans have
already succeeded.
I punished the Avengers
that hurt my father,
and anyone else
that got in my way.
Once I'm rid of you,
I'll shut down
the Regent program
and make sure Shannon
takes all the blame.
You are a terrible boss!
Everything
still looks normal.
Of course.
He's still in a coma,
so nothing's
different at all.
Hurry.
Modulate the power coupling.
Can't we just tell them
you're okay?
Time is of the essence.
If the doctors find me awake,
there will be a barrage of tests.
You seriously know the identity
of that guy that attacked Spidey?
Not precisely,
but it's clear
every power he's used belongs to
an inmate currently at the Cellar.
How are you sure of that?
Because I wa...
I myself was incarcerated
there last summer.
I am afraid there is much
you do not know about me.
I'm aware of your history,
Otto.
But I'm also aware that
you are no longer that person.
You have faith
that I am a changed man?
More of a hypothesis.
Let's save Spider-Man
so you can prove me right.
Boy, this battle's
really heating up.
Ha! I got a million
of 'em.
Where are
your quips now?
Dagger!
Tandy, I swear I'll find
a way to get you out!
Whoa-oa-oa!
Whoa!
You saved me!
Are you sure you're really
one of the bad guys?
I can't keep
teleporting it forever.
Too drained from the cell!
You won't have to.
Look!
His power's draining!
That's it.
Just take a nice rest.
Don't worry.
Plenty more resources.
You only delay
the inevitable.
We don't want to be standing here
when the nega-beams start flying.
I got you!
Drones,
find the prisoner Cloak!
Dagger and I
didn't want any of this.
Idea. You teleport him
into the empty cell,
I web it shut,
then we go for nachos.
I don't have
enough power.
I need to free Dagger
so she can recharge me.
There is no escape
from the Cellar.
Drones, attack!
Security, deactivate!
Code AUR-21!
Are you friends
with these robots?
Uh, not that I remember.
It is I
who command the drones,
As if they were my minions!
Ock?! What?!
You're awake?
And in my lenses?
They can't do that.
They could not until now,
with Anna Maria's help.
Hi!
And with parts cannibalized
from spare medical equipment,
we built a device that can
transmit directly to you.
You broke into
the computer systems
of the most secure
prison in the world
from your hospital bed?
Ugh. Save your adulation
for later.
These drones merely
buy you time.
I am accessing
the security doors
to create the pathway
for your escape.
No. No escape.
What?
Look what he's doing
to these inmates.
They're suffering.
I have to stop the Regent, not run.
That is foolhardy...
but noble.
Story of my life.
Can you open Dagger's cell?
Of course. But Cloak and Dagger are
criminals.
I would not trust them.
They might not be
as evil as you thought.
And irony alert.
Ock, you are warning me
not to trust villains.
You.
I recognize
the irony you speak of.
Opening the cell now.
Ty!
I need your strength.
Trying to power up?
You haven't seen
a true power-up yet.
No.
He's draining them all!
He has every superpower
at once!
He's a one-man Sinister Six...
hundred!
Aahh!
Look, Regent,
you're going to destroy them!
I do what it takes to reach my
goals, no matter the cost!
The storage
room to the right! Now!
We're cornered!
Why would you send us here?
Because... this!
I built this prison!
You think
you can hide from me in here?
I saw the schematics for Regent's gear.
It needed
some kind of central processor.
Umm, yes.
We see it! A transmitter.
Shut it down,
and you take away the Regent's powers.
Through here!
The route straight ahead
leads to the transmitter.
To the left,
an emergency escape tunnel.
The Regent's
burning them out.
They're villains,
but they're also human beings.
That way
leads to escape,
but that way gives us
a chance to stop the Regent.
I can't make the decision for
you, but I'm staying.
Tiberius Stone
turned us into what we are.
Treated us like pawns.
We're not gonna run away while
someone exploits other people.
We're with you, Spidey.
Then come on!
There! That spire is
his power transmitter.
We need to put it
out of commission.
Whoa!
You can't save them,
if that's what you think.
I won't let you!
He is choosing
to focus on Cloak!
"Save them"?
Maybe he doesn't mean
save the inmates he's draining.
The Avengers!
When I saw them,
they were floating in this dark void.
Could've been the pocket dimension
I pass through when I teleport.
You remember. It's where
I sent you when we first fought.
Yeah. Right.
Can you get them back?
I don't have enough energy!
You can do it, if I give you
every ounce of power I have.
That could destroy you!
To save the Avengers,
I'll take that risk.
I'm buying
you as much time as I can!
No!
Time's up!
This ends now!
Ha! Nega-beams
combined with energy blasts
were enough
to disintegrate them.
You're completely alone
now, Spider-Man.
Not from
where I'm standing.
Noooo!
I destroyed you!
I'd get
a second opinion on that.
Avengers Assemble!
Iron Man, take down that force field,
and we can stop this!
No!
My plan was perfect!
That's for throwing Hulk!
Yes!
Team-up of the century!
Up top. Anyone?
Anyone.
Thanks for
saving our lives,
even if you have been
a big jerk lately.
About that.
What if I told you
an evil villain
swapped minds with me?
I knew it was
something like that!
My guess was aliens.
So, we're cool?
You believe me?
Hello! I'm an Avenger.
We see way weirder stuff
than that.
So, yeah. We're cool.
Good work out here today,
soldiers.
Always good
to meet new heroes.
"Heroes"?
Shannon Stillwell
is no longer under suspicion,
but her former employer,
Augustus Roman,
is headed for a long stay
in a prison that he designed.
That's justice for ya.
Oh.
Hey, he's...
He's suddenly awake.
I'll get the doctors!
Peter! Good to see you
in one piece.
I know this is strange,
but I wanted to say...
Ock, despite everything
you did to me,
if it weren't for your help,
I wouldn't have gotten out of there alive.
Maybe no one would have.
Hmm.
Gratitude is unnecessary.
You saved my life when you brought
my consciousness back here,
so I...
merely repaid my debt.
I think the words you're looking for
are, "You're welcome, Peter."
You are welcome,
Peter.
Welcome back, Ock.
Corrections done by srjanapala