Spider-Man (2017–…): Season 3, Episode 3 - Vengeance of Venom - full transcript

*MARVEL'S SPIDER-MAN*
Season 03 Episode 03

Episode Title : "Vengeance of Venom"
Aired on: June 21, 2020

One thing I didn't realize
about becoming

the Friendly Neighborhood
Spider-Man

was just how big
the neighborhood could get.

I'm used to keeping an eye
on New York,

but I never thought
it'd be up to me

to protect the entire planet

from an impending
alien invasion.

And the first person

I need to make sure
is going to be safe?



Oh.
Hey, Peter.

I didn't know
you were home.

Oh, what's that?
School project?

It's from
the Space Agency.

Look, Aunt May,

I have some
top-secret information,

but you have to promise
not to freak out.

When do I ever
"freak out"?

Okay, well...

there's a pretty high
possibility

that there might be, uh...
some visitors.

So you need me
to clean up the guest room?

No.

These would be visitors
from space



invading our planet.

Oh.
You're not joking.

I wish I was.

If the invasion comes
here,

the device in this case
is your best defense.

Now, you have to...

Ugh.

I gotta to back
to Horizon High.

Promise me

if anything happens,
you'll keep yourself safe.

Of course.

But what about you?

Do I ever do anything
not safe?

Got your urgent alert,
Ironheart.

Something's approaching
Earth?

Yeah.
Might be a ship.

On my way back.

Any luck tracking down
New York's other heroes?

Reached out to the ones

I either know
or have seen online.

Haven't heard
from Prowler,

Cloak and Dagger are somewhere
in the East Village,

but Moon Knight
hasn't been seen in months.

Keep trying.

There's got to be other heroes
out there who can help us.

Is the Stark Counterinvasion
Defense System up yet?

Ghost-Spider, Spider-Girl,
and Hobgoblin

are getting
the remote transceivers online.

But I haven't been able
to arm the system

because a certain
digital somebody

hasn't cracked the codes.

You're talking about me,
aren't you?

Well, let's see you decode
3.7 million encrypted files.

There's the unidentified
object that emerged from space.

Has to be the symbiotes
Star-Lord warned us about.

No Avengers yet?

Still off-planet.

I've been calling,
but no response.

Then let's hope
once Not Tony cracks the codes,

this Stark Defense System
works.

Symbiotes are extremely
adaptable.

We'll only get one shot
at containing them.

It might not be
our only option.

I've identified
an uninhabited dimension

suitable to banish
these creatures,

but I'm not certain I could
transport such a large group.

Huh?

That ship's coming
right at the tower.

It's the Avengers!

I bet you already kicked
all that space goop

into a black hole.

Seriously.

We were afraid your ship
was an invasion of symbi...

Oh... oh, no!

Symbiotes assemble.

So anyone know
who we call

when we need to be saved
from the Avengers?

The good news is

they only sent four
alien symbiotes

for us to take down.

We got this.
Right?

We've spread

through the outer reaches
of the galaxy.

All those who oppose us

will join us!

For alien slime, these guys
speak pretty good English.

The original Venom
could absorb my memories.

These symbiotes
must've done

- the same with the Avengers.
- Great.

Evil Avengers
who know all our moves.

Hey.
Finally got it.

Defense system code decoded.

Impressed yet, kid?

Perfect timing, Not Tony.

Brothers and sisters,
attack!

Whoa!

I'm blocked.

Transmitting the decrypted
codes to you, Spidey.

Got it!

You look different,
Captain Marvel

Trying a new sunblock?

Jokes during an
alien invasion?

What? It's my gift

Stark Counterinvasion
Defense System initiated.

Love the sound of that.

Threat detected.

Nullifying.

Little cages?

Tony thought
that was the best way

to stop an alien invasion?

Never doubt Stark's tech.

But wait,

if the symbiotes absorbed
Tony's memories, then...

That.

Defense system
self-destruct.

No!
Groot!

I am Venom!

Any more thoughts
on your Plan B?

Not sure if it will work,
but we're out of options.

By Agamotto...

Hey!

That could've given me
a concussion!

That too!

Ooh.
That's ugly.

So gross.
I just cleaned...

Nice.

Looks like Cho's finally made
some friends.

Any ideas?

Yeah.
Duck!

Tony's gonna kill me.

Um, Ironheart?

I'm picking up
another interstellar object,

and this one's way bigger.

Looks like thousands
of life-forms

inside that thing.

More symbiotes on the way?

Were the Venom-Vengers
just an advance group

to clear the way
for a full-scale invasion?

We can't stop all of them.

Not without help.
Come on!

Wait.
No!

Welcome home, Tony.

No, no, no!

Yes.

Home.

Our new home.

First,

a little housecleaning.

Let the culling begin.

Where are we going?

Dr. Strange's idea

of transporting the symbiotes
to another dimension,

we still might be able
to do it.

- How?
- Cloak and Dagger.

Cloak teleports
through a pocket dimension.

It'd be the perfect place
to send the symbiotes.

You said they were in
the East Village, right?

Attention.

If you are receiving
this message,

the Avengers need your help.

Report in
immediately.

What was that?

Looks like a secret
Avengers distress signal

sent to every hero
in Tony's database.

Oh, no.

Venom Tony must've sent that
so all the heroes report in.

And reveal their location.

We gotta find Cloak.
Now!

Dagger!
We need you and Cloak.

Aliens are invading Earth.

Um, yeah, I sort of figured
that one out

the hard way.

Oh.

Cloak is one of us
now.

This is absolutely
the last time

I'm coming to
the East Village.

Whoa!

Hey, you lose this?

So do you guys know
what's going on?

Cloak and I got a call
from Avengers Tower

but as soon as
we reported in,

Captain Amoeba here
showed up.

The distress call
was a trap.

Aliens have landed
on Earth.

And it looks like
they're trying to take out

all the heroes first.

Rooftop advertising
does return

smashingly
good results.

In here.

Well, there have to be
Avengers left

to stop these things,
right?

Yeah, not so much.

I'm tapped into Evil Tony's
distress signal.

Looks like a few heroes
are left,

but, they're falling fast.

There's gotta be a way
to send out a warning

that Iron Man's
been compromised.

I think
I could pull that off.

I built the thing
after all.

Well,
Not-Not Tony did.

I'll use the remote link.

That's going to leave you
vulnerable.

If Venom Tony notices...

I'll be fine.

Who knows me
better than me?

Intruder?

Too many Tonys.

No room for
imperfect copies.

Cannot...

Being purged.

I failed, kiddo.

No!

Venom Tony
purged my A.I.

and severed my link
to the system.

Then it's too late.

He has all the other heroes'
locations by now.

He'll hunt all of us down.

So it's just
up to us three.

Do you guys have a plan?

We did.

But now we're just making this
whole thing up as we go.

Found you.

Exit stage right!

Please, Ty.

It's me.

Tandy...

It's time
to join us.

Dagger!

The seed has taken
root.

Our mission's
nearly complete.

The others will
soon follow.

Huh?
Oh!

Hey.

Grab on!

Sorry, gotta run!
Text me!

We're getting very good
at running away.

How much time
do we have

before that ship
full of symbiotes

comes crashing down
to Earth?

They're a couple hours away
tops.

But hopefully they won't land
until their advance team calls

and tells them
it's all clear.

However Venoms call
and tell each other things.

Riri,
you're a genius!

True.

But, how is that
relevant?

The Venomized Dagger
mentioned a seed.

I've seen a symbiote seed
before.

I thought the original Venom
was using it

to terraform the Earth,
but... what if he wasn't?

What do you mean?

Maybe Venom was sending
a signal to his species

that this planet was ready
to be taken over.

You think the seed
was a communication device?

Where is it now?

Okay, okay, Peter.

My legs are short.

I can't move
that fast.

And what "seed"
are you talking about?

I don't see one anywhere.

Maybe it's behind
this glowing rock

that looks like
it's going to explode?

Glowing?

That can't be good.

The symbiotes
must be using it somehow.

Maybe like
a homing beacon.

If that ship lands,
it's game over.

We have to cut off
their beacon.

Hello?
You still there?

I can't find any seed,

but this rock
is freaking me out.

No, no.
The rock is the seed!

Oh.
Then I found it.

Grady, Spider-Man
is heading to Horizon.

We think that seed
is sending a signal.

See if you can come up
with some ideas

on how to disrupt it.

But it's alien tech,
so try not to destroy it.

Who knows
what that could cause.

A Spider-Man mission?

Ha! Hah!
On it!

If the Venoms follow us
to Horizon,

it'll jeopardize our plan.

I'll lead them away.

I can't do this alone!

I'll stay on comms

and meet you
once the coast is clear.

Come on!
That all you got?

Now that's more like it!
I love a challenge.

They got me cornered.

I'm sending you all of Stark's
decryption codes

so you can access
the Stark satellite

and track their ship.

Wait, what?
No!

Ironheart!

Okay, you got this,
Spidey.

First, get to the seed.

Stop that ship from coming,

then figure out how to save
your friends and this city.

Venom smash!

Sorry, Spider-Man.

We know
you want the seed,

but it belongs to us.

This is the worst party!

Oh, come on!

No one wants a timeout?
Just me?

Okay!

Come on.
There's too many of them.

And only one of me.

Check your math, Spider-Man.

I thought I lost you
at the tower.

Gonna take
more than some space slime

to keep me down.

Scratch that...
eep us down.

We might not be Avengers...

But we've still got
your back.

And if there's one thing

the Spider-Team knows
how to handle,

it's symbiotes.

So what are you waiting for,
a group text?

Go save the day!

Using matching frequencies
to cancel out the signal?

Clever, Grady!

Way clever.

But even though I determined
the exact frequency,

I can't seem to match
the output level of the seed.

It's still transmitting

and we've got nothing stronger
to amplify our blocker.

Yes, we do.

The school's Arc Reactor!

I'm going to reroute its power
to this lab.

Maximizing the yield.

Once the Arc Reactor's
warmed up,

it should send enough power

to block
the seed's transmission.

No.

Stay back!

Excuse me.
I was using that.

Nice try, Spider-Man,

but there's no stopping
us.

Victory is inevitable.

Once our hunters pick off

the last super-powered
defenders,

this planet will be
ours.

Grady, run!

It's a big galaxy.

I'm sure there's gotta be
some other nice,

uninhabited world
you could take over.

That's no fun!

But this isn't just about
taking your planet.

You made this personal

when you destroyed one of us.

Venom?
Hey, he started it!

And we're finishing it.

Earth will suffer
because of you,

Ssspider-Man!

First of all,
there's only one "S"

in Spider-Man.

And second of all...

Shut up!

It worked.
The ship's leaving.

What have you done?

If the power
from the Arc Reactor

could destroy that seed,

then I've got
a new hypothesis.

Miles, Spider-Girl,
if anyone can hear me,

the school's Arc Reactor
has enough power

to bring down these symbiotes.

Heading in, Spidey.

We can reroute that power
out here.

Well, that's pretty strange.

Earthlings are no match

for the Symbiote Supreme.

PJs?

Hang in there, Tony.

You caught
a real nasty parasite.

Huh?

Dr. Strange?

You have lost, Spider-Man.

Give in now.

End your suffering.

Do your research next time.

The easy way out's
never been my thing.

I'm not giving up
on you guys.

Destroy him!

When I started
as Spider-Man,

I never dreamed
it would be up to me

to stop an alien invasion.

And that I would fail.

I would call this
a nightmare,

but a bad dream is something
you can wake up from.

An invasion
of Venom-like symbiotes

has infected New York City.

Guess who's the only hero
left to stop them

from taking over
the rest of the world.

Yep, overwhelmed and
outnumbered...

me.

Before I can focus
on saving anyone else,

I've got to find
Aunt May.

Mrs. Parker?

Your nephew sent me
to find you!

Mrs. Parker? May?
Gone.

There's no sign of a struggle.

Aah!

The Spider is so predictable.

Dr. Strange.

That names means nothing.

We are the Symbiote Supreme.

How did you find me here?

Tony Stark is one of us
now.

He knows
so much about you,

Peter Parker,

and about the ones
you hold dear.

What have you done
with Aunt May?

If you've hurt her...

We do not damage.
We improve.

It is an honor
to bond with us...

A way to be part of something
more important

than petty humanity.

You'll never take me
as a host.

We would never sully ourselves

by bonding
with the likes of you.

You destroyed
our brother Venom,

so we will utterly
destroy you.

Aah!

I'm not letting you win.

Let us?

You deluded human.

You and your
miserable species

lost this war the moment
we arrived on your world.

Revenge is so satisfying.

Looks like someone's getting
ahead of himself.

You haven't won yet!
Rah!

Aah!

Aah.

You never had a chance,
Spider...

What?

Down!

Yes, sir,
stranger, sir!

Aah!

No!

He's ours!

Aah!

Run, kid!

Yeah.
Already on it!

Get him!

Whoa.

Bad aliens,
good mechanics.

We need to stay down here,
out of sight.

Lucky for you, no one knows
the maze of tunnels

beneath New York
better than I do.

They've been my base
of operations for years.

And who exactly are you?

Name's Marc Spector.

Oh.
Great to meet you.

- I'm...
- I know.

Come on.
Let's move.

Okay.

So I guess manners
aren't a priority.

Staying alive
is a priority.

Okay.
Your priorities are in order.

- Where are we headed?
- My safe house.

And then we'll work out
a plan

to end this invasion
once and for all.

Save the world?

Get this straight, kid.

The world's beyond saving.

Hold on.

- You really believe that?
- Not a belief.

A fact.

That's why I'm gonna lay low
for a few years,

wait for the aliens
to finish with Earth,

and move on
to the next planet.

And if they don't leave?

Then I live out my days
safely underground.

There are worse fates.

If you're just hiding down
here, why'd you help me?

Because I need something
from you.

Oh.
I thought maybe...

That I'm some kind of hero?

Gee, kid,
sorry to disappoint you.

What do I have that
you could possibly need.

I've got to have enough
supplies to last me years,

maybe decades.

The best way to do that

is by raiding a secure
Stark Industries warehouse.

So I'm gonna need
your Avengers encryption code.

Well, I'm actually not
a real Avenger.

Though apparently, there was
an internship program.

But I never put together
my superhero résumé.

- And if I j...
- Do you have the code or not?

Maybe.

But I'm not using it
to steal from Tony Stark.

Stark doesn't exist anymore.

Whoa.

Love what you've done
with the place.

Cheery.

My phone?

The lines have been jammed
since the invasion started.

Max Modell

Max?
You okay?

Can you hear me?

Boosting signal...
Spider-Man...

At my house...
Need your help...

Solution to this mess.

Max?
Max?

There was a symbiote
with him.

Which means
your friend's a host by now.

He just said something
about a solution

Maybe he knows a way to
stop all this

Look, let's make a deal,
Mr. Spector.

Guide me through this maze
under the city

you know so well,
get me to my friend Max,

and I'll give you that
Avengers encryption code.

Clever, kid.
As long as I get the code.

But if we're gonna do this,
then you'd better stock up.

Weapons.
Not exactly my thing.

That costume...

it's Moon Knight's.

I've heard all about him.

Supernatural strength
and endurance.

He got his powers on an ancient
Egyptian dig... aah!

This is
a Halloween costume, kid.

Moon Knight's not real.
He's a myth, a lie.

Does this look like a lie?
Same costume.

Same crescent moon
dart things.

You're Moon Knight.

Or I could be wrong.

One more word
about Moon Knight,

and our deal is off.

Understood?

You know, I feel like living
in sewer-adjacent housing

hasn't done wonders
for your personality.

Do you understand?

Yeah.

Now come on.
Max needs me.

The sooner we can get this
solution Max was talking about,

the sooner we can save the city
and find my aunt.

Why are you wasting your time
betting on long shots, kid?

Get smart.
Find a hole to hide in

and wait this whole thing out

This isn't your responsibility.

If I can make
a difference, it is.

My uncle used to say

that with great power
comes great responsibility.

Yeah, well, your uncle
was fool.

Hey!
He was a great man.

Wait, hold it.
Listen.

Oh!
Whew.

Just rats.

Why couldn't it have been
just rats?

Aah, aah!

Oh, that thing licked me!

- Aah!
- Get clear!

That's not gonna hold them.

Move!

If symbiotes are on rats,
they could be on anything.

Other animals, insects...

Yeah, hadn't figured
that one out on my own.

So glad we're together.

Kind of hard to convince me
Moon Knight's not real

when you're carrying
that Egyptian doohickey.

It's called an Ankh,

and maybe the Moon Knight
did exist,

but he doesn't anymore.

Then why keep the costume
and the weapons?

Who discards weapons?

You elevate stupid questions
to an art form.

Let's do this quickly.

Hostile target!
Not hostile.

Not hostile!

Max!

So don't shoot him?

No!

Spider-Man, I'm so glad
to see they haven't gotten you.

I wasn't sure
you could hear me,

and I didn't know who else
could help me with the subject.

The subject?

You'll understand when I show
you what's in my basement lab.

Make it quick.

Who's this guy?

Moon Knig...
Marc Spector.

You'll have to get used
to his sunny disposition.

What is that?

Ha!
Groot!

You know that thing?

He's my friend.
Hilarious, actually.

Tons of fun.

Uh, usually.
Anyway, he's an alien.

A different kind of alien?

Did I miss
another invasion?

You missed a lot, sewer guy.

Is Groot who I heard
over the phone?

He's inordinately fond
of ice cream, it seems,

so I used some as bait.

- I've been studying him.
- What for?

Because that small creature
represents our last, best hope.

This guy's
as delusional as you.

Something in Groot's DNA

processes
the symbiotic infection

at a different rate than
other species... more slowly.

Take a look.

Groot possesses
native antibodies

that are resisting
the contagion.

I guess his tree-alien biology

is giving him
an advantage somehow.

Clearly not enough
to stop it,

but if we can isolate
those antibodies,

enhance them...

We might be able to process
a kind of anti-venom,

cure the infection,
beat the invasion!

If we can get

to the Space Administration's
main lab.

They've developed
specialized equipment there

while working
with the original Venom.

We'll get you there, Max.

- There's no "we" here, kid.
- The cure...

Take a look at that world
out there.

Even if you create a cure,

how are you gonna get it
to all those people?

You think you're gonna
beat that insanity?

Grow up, will you?

This hope
you two idiots are looking for

doesn't exist.

Look, Spector, it's too risky
for us to travel aboveground.

You're the only one who can
guide us through those tunnels.

We had a deal.

I take you
to your friend,

you give me
the Avengers encryption code.

I held up my end
of the bargain.

How about you?

Moon Knight
would never give up.

Not when there was even a shred
of hope he could win the fight.

- You don't know me!
- Ah!

Why, you...

You... You're...

You're right, Marc.

I don't know you.

So why don't you tell me what
made you take off the costume?

Look...

Moon Knight
failed to protect someone

incredibly important to him...

family,
his only family.

And that failure broke him,

taught him a hard lesson...

There's no saving anybody
but yourself.

Heroism and ideals
are for fools.

All we can do is survive.

You think you're
the only person

who's ever failed someone?

My uncle, the one I told you
about, he died because of me.

But I didn't quit.

I used his memory as a guide.

Save it for your memoir.
Give me the code!

Hey, Spector.

If you ever run
into Moon Knight out there,

tell him we need him.

Now what?

We could try going
beneath the city

to get
to the Space Administration,

but we could be wandering
in those tunnels for days.

That's time we don't have.

So I guess
we take our chances outside.

Kind of cute, isn't he?
Even like this.

Ah! Yikes!

Ah! Looks like his bite
is worse than his bark.

A couple trips,

and I should have
all the supplies I'll need to...

Well played, aliens.

I am not in the mood
for this right now.

Once you are absorbed,

you will leave
the pathetic limitations

of humanity

far behind.

Not today, slimy.

Aah!

Keep moving.

Another symbiote patrol
was spotted headed this way.

My supplies!

We've got to go.

Are you people crazy?

Why are you risking
your lives for a stranger?

Wouldn't you do the same?

I've been searching
for my nephew.

He's an advanced
science student...

The one who gave me
this weapon...

And he's missing.

And them?

We found each other

and realized the only way we'll
survive is to stay together.

Chances are
this nephew of yours

has already been taken over.

I'm not giving up hope.

That's a weakness.

No,
it's our greatest strength.

And even if...

I never find Peter,

I have this.

This weapon
has tremendous power.

And as my husband used to say,

"With great power
comes great responsibility."

What did you just say?

My Ben...

He liked to give advice.

He knew that if you have
the ability to help others,

- you have to use it.
- Yeah.

I've heard that before.

Ben's gone now,
taken from us.

There was a time

when that made me want
to pull away from the world,

but I know he wouldn't
have wanted that.

He'd want me to be strong.

Now...

do you want
to be strong, too?

The Space Administration's
close.

Oh, no.

I've been locked up in my lab
for so long,

I didn't realize
what the city had become.

All of this is because of me.

Because of my Venom
experiments.

It's not your fault.

There's no way
you could've known, Max.

Come on.
We can still change all this.

No!

W-without the equipment,

there's no way to process
an anti-venom.

Maybe we can salvage
some of this.

Uh...

Or not.

There you are, Venom-slayer.

Oh, great.

Aven-oms assemble.

Huh?

How'd you find us?

My host's enchantments
have tracked you.

Magic is new to my kind.

We travel worlds.

We combine with hosts,

borrow skills.

But I like these powers best.

Yeah, well, so does the hero
they actually belong to.

We are symbiotes.

This is our nature.

You cannot blame us,

but we can blame you

for destroying Venom...

Our brood-kin,

our hunt-brother,

our family!

Yah!

- Ugh.
- Ooh.

Ah...

Stay here, Max.

What are you doing here?

Someone told me
you were just a myth.

I could leave.

No, no!
I love myths!

They're regrouping.

It's gonna take more than us
to hold them off.

Then it's a good thing
I didn't come alone.

She's alive.

That sonic weapon!

I recognize those components.

That's
Space Administration tech...

The same tech we were hoping
to find here in the lab.

We could use it on Groot...

Enhance his natural
antibodies.

And come up with a cure.
But will it work?

You won't know till you try.

The rest of us will hold off
the symbiotes.

But they need
the sonic gun to...

You need it more.

Fire it, Max!

Aah!

Ooh.

I am Anti-Venom!

Seed pods?
Of course!

Groot's plant-based nature

is manifesting
the anti-venom that way!

Ooh...

Without you two,
this world would be lost.

We didn't do it alone.

- Yeah!
- Whoo!

Many brave New Yorkers put
themselves on the line today.

I am Anti-Venom?

Don't worry.

We'll get you home
so you can cure Star-Lord

and the other Guardians.

Then we'll get this anti-venom
off of you.

I am Anti-Venom!

Hey, Web-head.

Sorry if I hurt you.

Let's hang out sometime
and grab a muffin.

Definitely.

We'll hold you
to that, Spidey.

- Friends of yours?
- I guess they are.

Max?

I've got to be going now.

Have to make sure
my nephew's all right.

Let me go with you.
Keep you safe.

No need.

My friends here
have promised to see to that.

But you...

Did you see the way
she fought those things?

She'll be fine.
Yeah.

So I thought heroism
and ideals were for fools?

Then I guess I'm a bigger
fool than I ever realized.

You asked me earlier

why I held on to the costume
and the weapons.

And you didn't really answer.

Because I didn't really know.

But I guess there was still

a tiny ember of hope
burning in here.

And it took you and your aunt
to turn it into a fire.

My aunt?

I don't know what...

Okay.
Yeah.

My Aunt May's something,
isn't she?

So is her nephew.

With great power
comes great responsibility.

Ben Parker really was
a wise man.

If you could lose someone
like that and keep fighting,

then so can I.

Aunt May?
I'm home.

Peter?

Oh, Peter, you're all right.

Was there any doubt?

It was only an alien invasion.

Yeah, well...

I can't say you didn't warn me.

So I don't know about you,
but I'm starving.

Let me tell you
about the night I had.

Can you imagine me
fighting aliens?

- You'd never believe it.
- Try me.

Well, there were these
goopy symbiote pigeons...

I mean, pigeons.

And then we teamed up
with that hero Moon Knight.

Oh, he's great.
And Spider-Man was there, too.

Spider-Man?
Really?

Yes, but maybe I should start
at the beginning.

Sync corrections by srjanapala