02x16 - Critical Update (Part 2)

[bunniefuu]

Hello?

Where am I?

Well, this can't
be good at all.

Okay, Pete, don't panic.
Uh, you can figure this out.

Last I remember,
I was fighting Doctor Octopus,

and then...

I just needed
your defenses worn out,

making you susceptible
to the download

of my mind into your body,
permanently!

Ock was in robotic form.

Did he swap minds with me?

Is that impossible?

Does that mean I'm trapped
in some kind of machine?

Um, bigger question:
if my mind isn't here,

wherever "here" is,

then where on earth
is my body?

'Sup?

That's what we were
waiting to find out,
same as you.

[groans]
I'm betting it's about the bug.

Getting chilly out there
these days with the Spider
tearing up the streets.

Eh.

What? I'm making it up?

Silvermane-- taken down.
Same with Big Wheel.

Hammerhead-- demolished.

Spider-Man's ripping up
the whole underworld.

And mean-like.

No more Mr. Nice-Bug
or something.

Pfft.
I seen him up close.

Guy's just a circus acrobat
with a bunch of corny jokes.

Total lightweight.

[sinister laughter]

[yells]

It's him!

Yeah, but there's three of us
and one of him,

so just don't let him--

[both yell]

Pick you off one by one?

[gasps]

It's time
for a conversation.

I intercepted a text
inviting you all here.

Who sent it?

I don't know what you--
[yells]

[grunts]

[groans]

Okay. It was Sandgirl.
She called the meeting.

Eh, some big plan.
I don't know what.

Look, I'm innocent here.
I didn't even commit a crime.

And you never will again.
[laughs]

Things are different now.
[grunts]

[blow lands]

Everyone says they're impressed
with this new Spider-Man.

I'm here to tell you,
I don't buy it!

Spider-Man has a history...

[Otto Octavius' voice thinking]
Oh, I'm newer

than you could possibly
imagine, old fool.

With the brilliant mind
of Otto Octavius
now in Peter Parker's body,

Spider-Man's performance
has taken a quantum leap
by every conceivable metric.

Parker wasn't worthy of this.

Good morning, Pete.

Hmm?

Aah! I mean, uh,

good morning to you,
too, dear Aunt May.

[gasps]
Oh, good gracious!
Look at this!

All right now.
Who are you, and what
have you done with my Peter?

Nothing.
I've done absolutely nothing.

[chuckling]
Ohh.

I guess you really have
finally grown up.

Ah.
[fake chuckling]

A joke. How amusing.

Yes, I am, uh, maturing
before your very eyes.

For example,
look at the protein-rich feast
I've concocted for you.

No more of that sugary,
carb-loaded mess
you call "wheat cakes."

"Mess"? I thought
you loved my wheat cakes.

Mess? Mass.

I meant "mass."
Of tastiness, admittedly.

But now that
I'm all grown up,

my priority is to keep you
healthy and happy.

Well, all right.

I suppose I could
get used to this.

Yes. Now, off to school.

Already? But it's only--

Cannot be late
for my first day back.

"First day back"?

I must maintain a plausible
Parker impersonation
if I'm going to pull this off.

Hey, Pete.

Yes! I am Peter Parker.

That is absolutely correct.
[chuckles]

Huh?

I think that went well.

[students groan, grumble]

[scoffs]
Does it count as pop quiz

if it happens
almost every day?

Don, I realize
"many worlds" theory

is currently all the rage
with science fiction fans,

but to rely on it
as actual evidence

of quantum locality
is beneath you.

This is a physics class.

Please do not waste our time
with such fantasy.

Hmph! Ridiculous.

Hey, Pete!
Max is looking for you.

[scoffs]
Modell?

I am sure it is trivial.

Tell him
I will catch up with him
when I have time.

Uh, I'm not
your assistant, dude.

Just passing the message.

What? Uh--

Oh, right.

Sorry... dude.

But the, uh, assistant thing
is a good-- cool idea.

Let me know if you think
of any suitable candidates.

Is Pete getting
enough sleep?

Don't know the answer to that,
but I do know this:

in class just now,
he totally owned Dr. Lamaze
right to his face.

Who knew Parker
could be so assertive?

[man scoffs]
If I knew you'd be here,
I'd have stayed home.

You got a lot of guts
showing your face!

This some kind of trick?

Didn't think you'd be here.

I got nothing
to say to you.

[whooshing sound]

Knock it off!

Any old beefs between gangs?

Let 'em go, now!
Got it?

I know some of you
were Hammerhead's guys,

some of you worked
for Silvermane.

Whatever.
They're gone now.

Go back to your people
and you tell them
we all gotta come together.

It's no secret Spider-Man's
upped his game.

But if we unite,
he can't beat us all.

[scoffs, sighs]
Finally,

the menial tasks
of the school day are over.

Time to focus
on what really matters.

So, according to the thug
with the bad hygiene,

Sandgirl's looking
to make a move, huh?

What's her plan, I wonder?

Perhaps my Spider-Bots
captured clues in the drivel
of those half-wits.

Wait. What is that?

Sandgirl was there
the entire time?!

Now she's a step
ahead of me.

Nothing escapes
my Spider-Bot's keen eye.

Sandgirl, where are you?

[beeps]

Fire?
Convenience store holdup?

Sorry. No Spider-Man
for any of you today.

I have got bigger fish to fry.

[line ringing]

Yes. I'd like to report
a fire and a robbery.

Has anyone seen Pete?

Get this. I told him
we were grabbing lunch,

and he said he didn't
have time to chat with us.

Then he told me
to bring him a PB&J,
like I'm his butler.

After the disaster
at the open house,

he's been taking things
real hard.

I've seen Pete
mess up a lot of projects.

Seems like it's more
than just that.

Whatever it is,
hopefully he'll work through it.

Give him time.

[Peter sighs]
Busy! What is it?

Just brought you a sandwich
that you, uh...

Not too much jelly, right?

I mean, thanks... bro.

Awesome!

So not awesome.

[Max]
Huh. Not sure
what this thing is.

Hmm? Wasn't part
of the original
Neuro-Cortex design.

I'd hate to wipe you clean
if I can avoid it, old friend.

So let's try a simple
virus scan first, huh?

[sighs]
If only I could recognize
something in here.

Uh-oh. Those I recognize.

The security nodes Miles,
Anya, and Gwen created
for the Neuro-Cortex.

Good news is,
I know where I am now.
Bad news is--

[together]
Purge! Purge!

...pretty much everything else!

Purge! Purge!

Great!

The security nodes
think I'm a virus,
so they're trying to delete me!

[security nodes]
Purge! Purge! Purge!

[grunts]
Gotta get outta here somehow.

Huh?

Purge!

Destroyed by my friends.

This situation
just keeps getting weirder.

Purge!

[grunts]

[grunts]

[panting]

Wait. I am a virus.

Technically,
I'm an electrical intruder
in an electrical world.

These security nodes
wouldn't be able to
detect me otherwise.

Which might mean...

[grunts]
Yes!

I'm electrically active
in here! Huh?

[panting]

Purge! Purge!

Purge! Purge! Purge!

Wait. Miles came up with
a k*ll code for these things.

What was it?

Purge!

Oh, yeah. The code was:
Miles Morales,
slayer of slayers!

Yes! Yes, yes, yes!

[Max]
No, no, no!

A k*ll code?

Huh, you're sicker
than I thought.

Guess I have no choice
but a hard reset then.

We'll just have to
hope for the best.

[computer]
Complete shutdown process
initiated.

What? No.

[ascending whirring]

No, no, no, no, no!

Oh, just when I figured out
how to survive in here?

A hard reset'll wipe out
everything on the Neuro-Cortex,
including me!

Why is everyone
trying to delete me today?

[thinking]
Key words: elements of sand.

Enter that into
my Spider-Bot mainframe.

Parker's mediocre mind
would never have come up
with this.

Now, track and filter search
to silicon dioxide

in heavy doses
throughout New York City,
preferably moving.

[laughs, grunts]

Ha! I have you,
you silicate-based vermin!

"In the seeds
of one's greatest strength

lie one's greatest weakness."

Who said that?
Me, if memory serves.

New costume?

Don't know what's going on
with you, Pete,

but I'm gonna find out.

[computer]
Shutdown in progress.
Fifty percent.

Now would be the time to come up
with a brilliant idea, Pete,

'cause you're almost
out of time.

Wait.

What's that?

And why isn't it
deleting it?

Hold on.
That must be
the internal flash storage!

Of course!
Even a hard reset
won't delete that.

Probably won't. Either way,
it's the safest place in here.
[grunts]

[yells]

[grunts, groans]

Come on.
Who designed this place?

[sighs]
Okay. Whatever.

Even if this sector survives,
I still gotta find
a way out somehow.

[beeps]

Miles Morales following me.

Such a good heart.
[sighs]

But I cannot be bothered
with him right now.

Let us use his heart
against him.

Spider-Bots, bring up
possible disturbances
in the vicinity.

Hm. No. No.
Too trivial.

Ah. Perfect.

Help! Spider-Man!

[creaking]

Help!

Just passed him by?
No way he did that!

That should
keep him occupied.

[Sandgirl]
Everybody here chose wisely.

Spider-Man thinks
he can shut us down.

We're gonna show him
he can't beat
all of us together.

[grunts]

And who's gonna
lead us? You?

That's right.
No one hates Spider-Man
more than I do.

That web-head helped
my traitorous father,

then he took down my mentor,
Hammerhead.

The hatred for Spider-Man
courses through
every grain of my body.

Who else here
can say the same?

Hmph!

Plus, I was in
that warehouse he hit.

I've seen Spider-Man's
new tactics firsthand.

We can handle him.

It's time for the prey
to become the predators.

Aw, you betcha that's what
we oughta do.

Sandgirl's right.

[laughing]

But ya gotta admit,
Spider-Man's not
the same guy anymore.

He's different now.
More, like, vengeful.

[laughs]

Guys, he's a kid

pretending to be a superhero.

We're gonna crush him,

with me at the head
of this organization--

[Superior Spider-Man]
You will be doomed.

You thought you could
outsmart me, Sandgirl.

Please.
You embarrass yourself.

[chuckles]

[beeps]

What?

Oh, you're smart,
Spider-Man.
But that's your problem.

I knew you'd figure out
a way to track me here.

In fact,
I was counting on it.

You think mere steel can--
[cries out]

Anyone else doubt I can
lead this organization?

[men cheering, laughing]

[man]
All right! Let's do this!

[crying out]

[men laughing]

What's wrong,
Spider-Man?

[beeps]

[crying out]

[grunts, sighs]

Ahh! My web-shooters! Fried!

Think, Otto, or the realization
you've been defeated by a child

will be the last thought
you ever have!

Spidey's been acting
real strange.

But getting himself
into big trouble
with a super-villain?

Now, this is the Spidey I know!

[grunts]

Aah!

Aah!

Thank you!

[yells]

Too little too late,
Knock-Off Spider.

[chuckles]
Two Spider-Men in one night.

Our g*ng's getting off
to a better start
than even I imagined.

We're not done yet!

[beeps]

You dare cage me?!

Attack!

What a coincidence.

I just issued
the same command.

[beeps]

[men gasp]

[men cry out]

Ugh!
[growls]

[grunts]

[Sandgirl yells]

[grunts]

[scoffs]
No webs. This will have to do.

Whoa!

Metal versus sand?
Bring it, bug!

[laughs]

I am guessing
you have not realized
what you have just done.

Pity.

[beeps]

Electric heat
plus sand equals...

Aaahhh!

glass.

Why, Sandgirl,
it appears

as if you have
a glass jaw.
[grunts]

What are you doing?
Let the police arrest her.

We don't shatter
villains to pieces.

Get your hands off of me!

Let this be a lesson

to whoever stands
in Spider-Man's way.

Spidey,
what's happened to you?

[computer]
Shutdown 97% complete.

Commencing flash
storage deletion.

[beeping]

What?

I thought this place
was going to be safe!

I've got nowhere else to go!
[panting]

[grunts]

[grunting]

[panting]

Aah!
[panting]

Gotta be a way
to stop this!

[pants]
What's that?

No time to figure it out.

Ock! Did he have
a Trojan horse program
running on the Neuro-Cortex?

An escape access point
outta here?

[Doc Ock computerized voice]
Password not recognized.

What's Ock's password?
Uh, uh...

Eight, eight, eight!

Password not recognized.

Super-villain for life!

Password not recognized.

Aah! I hate Spider-Man?

[beeps]

Really?

[panting]

All done.
Whatever was making you sick,

it's all gone now.

[grunts, yells]

Okay. Out of the frying pan
and into the...

Where?

"HNS."

I'm in the Horizon
Network System!

This must be how Doc
got his message out
to Chameleon to attack me.

Which means...

...from in here,
there might be a way

to communicate
with someone at Horizon!

Here goes nothing.

[thunderclap]

[knocking]

Whoa!

What do you want?

You have the means.
It is time for you
to spread the message.

Stop wasting your influence
on your petty vilification
of me.

Either get on board
with fumigating this city
of its criminal vermin,

or get out of my way.

You can't just waltz in here
and threaten me!

I just did.

This city needs to know
what I stand for now,

and you will be
my messenger.

They're right about you.
You have changed, Spider-Man.

And I like it.

[Max]
Now, let's just hope
for a graceful reboot.

I received your latest
pestering summons.

You have three minutes.
Make it worth my time.

You're, uh, clearly

under a lot of stress
lately, Peter,
and I hate to add to it.

But your tuition payment is,
at this point,
unacceptably overdue.

[scoffs]
Is that all?

Well, the solution
would appear to be obvious,

even to an overrated mind
like yours.

Give me a scholarship.

I am a brilliant student
and an asset to the school.

I'm afraid it doesn't
work that way.

Maybe we can come up
with a payment plan that--

I have never had to
pay tuition in my life!

Peter, of course you have.
What is wrong with--

Do not contradict me!

The point is, that Horizon
should be paying me
for the prestige

my presence brings
to this place!

[slurping]

Whoa, whoa, Pete!

What in the world
is going on with you?

This is the second time
you have stayed my hand.

There will not
be a third.

Horizon is not what made me.

Any school I attend
will be the superior school
for having me in it.

Consider Horizon
off that list.

I quit!