03x06 - Maximum Venom

[bunniefuu]

[heroic music]

[tense music]

- This errant flight
shall easily be righted.

Hold on! [groans]

[screams]

Alas, I may have given
false hope.

- Thanks a lot, Thor.

You wanna hit the self-destruct
button while you're at it?

I'm opening an impromptu
brainstorming session,

everyone.

What do you got, PJs?

- Looks like he's taken over
the electrical systems.

I can't override!
He's gonna crash us!

- And to make things more fun,
he's reprogrammed the security

on his cell door,
keeping us out.

It's too thick to blast through.

Trying to hack in.

[alarms wailing]

- Any chance that beeping
just means free ice cream?

- It means we're coming in for
a landing, not the smooth kind.

- This probably
isn't the best time,

but I am totally sorry for
getting you all into this mess.

- Apologizing
and taking responsibility

for your actions?

Have you learned nothing
from me?

- Anyone on the ground
who can assist?

- Way ahead of you, Webs.

[grunts]

[scoffs]
Thought that'd be smoother.

- I've had worse landings
when Hawkeye was flying.

- Guys, he's free!

- You will never contain
the brilliance of MODOK.

I overcame that so-called
power dampener you put on me.

- Yeah, I didn't exactly
have the time

to test the dampening system
on a technopath like you.

So I--

[yelps]

- Do not interrupt me,
you blathering fool!

[clears throat]

So taking control
of your pathetic ship

was child's play,

as will be destroying
the Avengers!

- Wait!
Technically I'm not an Avenger.

- Stop talking!

- It is time you sad
excuses for powered beings

realized the true potential of--

[grunts]

- And you think the Spider-Man
speaks excessively.

[grunts]

[dramatic music]

[both grunt]

- To be fair, when I tracked
MODOK's location,

I really thought taking him
down would be a lot easier.

- But you did find him.

That's something
we hadn't done yet.

[grunts]

- Are you throwing shade
at me, Widow?

[both grunt]

That was shade.

Whoa!

- Well, Iron Man does not like
this so-called shade.

- I'm not in control
of my armor!

- [all grunt]
- He speaks the truth.

As a technopath,

it is I operating
Iron Man's entire system.

And now, you all will fall

by your own leader's hand!

[cackles] Poetic.

- Hey, Tony!

Sorry, not sorry.

[grunts]

- Whoa!
What are you doing, Webs?

You can't shut me down
from the outside.

- I know,

but I can adjust your
oscillating wave propagation.

[groans]

- He's unconscious.

Explain.

- When we were in the jet
trying to get control back,

I ran a power scan over MODOK

and learned
what wave propagation he used

to override technology with.

So I adjusted your armor

to the inverse of MODOK's waves,

which created a feedback loop,

and then, kaboom.

- Why didn't you think of that?

I would have... eventually.

So hunting down MODOK was
on your superhero to-do list?

- Yeah, it's been a rough year.

Stopping the symbiote invasion,

the Dark Goblin and the Lizard

taking over Horizon High--

I'm tired of getting dragged
in every direction.

So I'm being more proactive,

even though this did not go
as smoothly as I hoped.

- Kid, it never does.

But tracking down MODOK,
then knocking him out?

Brilliant.

Not sure what your plans are
after high school,

but there might be room
for you on the team.

- Really?
Would I move into the tower?

- Of course. It's a 24/7 job.

Being an Avenger
will be your whole life.

- My whole life?

Like no family, no friends?

- Look at it more like

getting a whole new,
slightly dysfunctional,

but very powerful family.

- Joining the Avengers
would be a dream come true,

but a big change for me.

Can I think about it?

- Sure, kid. Take your time.

But, you know, hurry up.

- Hey, I told you, Miles,

if anyone would understand,
it's Harry Osborn.

- Pete's right.

I mean, I could reach a seminar

on how to live with knowing
your father is a...

[whispering] Super villain.

- Yeah, I thought getting
spider powers would be

the strangest thing
to happen in my life,

but then I found out
my dad's evil

and can turn
into a swarm of bees.

This can't be how
most teenagers live.

- [scoffing] Yeah.

Seems like how
everyone we know lives.

But that tracking app
we all put together

should help you find your dad.

Getting any signals?

- A few possibilities
I'll have to check out,

but I'm paranoid
he's tracking me.

Every time I see a bee,
I think it's a spy for Swarm.

A bee spy.

Again, our lives.

- Well, if he's figured out
you're now living at Aunt May's

and shows up for some reason,
at least I'll be there,

trying to figure out
what to do with my life.

- Have you reached
a decision about--

what's the code we're using--
the Stark internship?

- Being an Avenger is what
I thought I always wanted,

but I'd have to give up a lot
that's important to me.

You're lucky, Harry.

Your future's right there
with Oscorp.

- Yeah, I'm not so sure, Pete.

[sighs] I just wish
I could do something

without my dad's shadow over me.

- Well, at least we're all lost
in this together.

- [grunts] Bleet, trust me.

I know how to use
double-sided tape.

I just hope Gwen appreciates me
working late

for her dance committee

and how difficult it is
for a shorter-statured person

to hang up these banners.

- [blips questioningly] - What?

No, I don't like-like Gwen.

Oh, my. Maybe I do.

I've never climbed a ladder
for anyone else.

[low growl]

Hello?

Who's there?

- [growls] - [screams]

- Hey, up for a game
of one-on-one?

Or are you too busy
staring at your screen?

- Hey, MJ.

Sorry, just trying to get
a lot of things done.

- Like what?

Splitting atoms? Cloning sheep?

- Getting crushed at basketball?
- Let's see.

Sign up
for college tours--check.

Make decision
on Stark internship--pending.

Get date for school dance.
[scoffs] Yeah, right.

- [gasps]
- Let me help you.

Take me.

- You'd go to the dance with me?

- Sure.
Should I wear a lab coat?

[upbeat music]

- Max.
- Huh?

- It's your first week back
as principal,

and you look exhausted already.

You can't be falling asleep
at tomorrow's dance.

We're throwing it in your honor.

- [sighs] I know.

But since I don't have a date,

I wanted to unveil something
special for the event.

I've been up all night working
on this matter transfer device.

If this works, it would
enable transportation

on an unprecedented level,

but I just can't come up
with a solution.

- Well, if I'm following this,

it looks like you're missing
a matter translation equation

to extrapolate
the right constants.

This, uh--oh!

This should fix it.

- Wow.

Peter, you might be even more
brilliant than you realize.

[hopeful music]

- Pete, you have to see this!

I was putting up the banners
for the dance--

which I think I did
a fantastic job of--

when something slashed at me
and ran off.

I pulled this pic
from Bleet's visual feed.

- That looks like--

- A lizard.

Or actually, the Lizard.

It was only a matter of time

before Curt Connors
showed up again.

Maybe I was naive to hope
he'd stay in hiding

after we took down his boss,
the Dark Goblin.

- I don't know.

All Connors ever wanted
was a cure

to stop him from lizarding out.

Maybe he's not sneaking
through our halls at night

for anything evil.

- So why is Miles
missing all the fun?

- He's out looking for Swarm.

But three spiders
against one lizard?

We should be able to handle it,

especially once I tune
this heat tracker

to what I theorize
is the body temperature

for a 40-year-old man
who transforms into a--

[heat tracker beeps]

There! From outside Max's lab!

[tense music]

He's in the walls.

[groans]

Not so fast, Lizard!

- Black tendrils?

That's not Lizard.

That's-- - Found you!

- Venom.

- [growls] [all grunt]

- It can't be Venom.
I destroyed you.

You're just some weirdo symbiote

that survived the invasion,
right?

- You and I have bonded, Parker,

and still
you don't recognize me?

Humans.

- So limited.
- How are you back?

- [roars] - Why are you back?

[both grunting]

- "Why"?

Oh, I am not going
to ruin the surprise.

[both grunt]

You'll love it.

- I don't know what hole
you crawled out of,

but this ends now!

- It's only the beginning!
[grunts]

- [growling creepily]

- Wherever he goes,
we can follow.

Come on.

I lost his signal.

- You tuned your tracker
to his heat signature.

- He can't just disappear.
- Except he did.

Does that mean he's out
of the school?

- I think so,
but we gotta be sure.

Fan out and search.

No, Mr. Einstein.

You're just as smart as I am.

- Max?
- Huh?

Spider-Man? What's going on?

- What are you doing here?
I thought the school was empty.

- I'm glad you're not hurt.
- Why would I be hurt?

- There's no easy way
to say this.

- Venom's back.
- What?

- He was in Horizon,
but he escaped.

We searched all through
this place.

No sign of him.

- I should never have
experimented on that thing.

This nightmare just won't end.

- I don't know
how he's still alive,

but you can't blame yourself.

- I'm canceling the dance.

It's too risky
if Venom's lurking around.

- No.

If we hide in fear,

Venom's already won.

- But the well-being
of the students

is my biggest priority.

- Max, if we canceled
every event in New York

because a super villain
might show up,

nothing would ever happen--
like, ever.

Besides,
I designed that tracker.

If Venom comes, we'll be warned.

- Plus, we do know

the amplitude of the electricity

that took him down last time.

His weakness, if it still works.

- I'll add an electric charger
to my tracker.

- [exhaling] Okay.

I'm nervous about this,

but you make a very good point.

Now go home and get some rest.

We have a school dance tomorrow.

[jaunty futuristic music]

- Really?

So this is what stumps

super scientist Peter Parker?

- I know, right?
Quantum physics, fine.

A bow tie? [scoffs] Nope.

Impossible.
I needed my aunt's help.

- Hey, how about
I grab us some punch?

That's a thing at dances, right?

- So I've heard.

- Everything seems
to be going well.

- Yup.
Not a peep on the tracker.

No sign of Venom.

- No, I mean you and MJ.

You guys are
really hitting it off.

- Oh, uh... [chuckles] What?

Y-yeah, maybe.

I don't--I don't know.
Do you think we are?

- Pete, you're a master
at messing things up,

but if you can pick
one thing not to, it's this.

- Okay?

No pressure.
[funky pop music playing]

- Oh, I love this song!

Hydrate fast. Then dancing.

- Whoa! [yelps]

[gasps]

- Huh?
- What?

- Already on? Oh, okay.

Hi, everyone.

Let me thank you all for coming.

It's so good
to be back at Horizon.

[cheering]

- I just wanted to tell you

just how much
you all inspire me.

It's been a long time
since I invented anything,

but being back here
with all of you,

the ideas just keep coming.

So as part of the celebration,

I wanted to show off
my latest invention,

here, tonight,
for everyone to see.

[device beeps]

[invention whirring]

But before I present this,

I just wanna thank
the one student

who made it all possible.

- Peter Parker.
- Oh. [chuckles]

I only corrected one equation.

- Peter, you've been there
through everything.

You've helped me in ways
you do not yet realize.

And now, allow me to present

the Matter Transfer Portal!

[excited chatter]

That's right.

Here at Horizon,
I found a way to breach space.

[dramatic music]

This gate is a portal to
any location you can imagine,

such as...

the Upper East Side,

or even the Pyramids of Giza,

or maybe a distant beach
on the other side of the world.

And the best part--

this portal is not limited
to only Earth.

[students gasping]

- [chuckles] I--I can't
believe he did this.

[heat tracker beeps]

- Everything okay?

[eerie music]

- Max, shut it down!

That's some kind of
alien symbiote world!

[all gasping]

- Really, Peter,

how could I have done that?

It's almost
as if I'm not myself.

Almost as if
you should call me...

Maximum Venom!

- [cackles] That's right.

Your beloved mentor
is secretly my puppet.

You fought so hard to bring him
back to your school,

never knowing you were
bringing me back too!

- Grady, Gwen,
get everyone out of here!

Clear the area!

- We have to get out too.
- No.

This is my school.

I have to help
the students and Max.

Please get to safety.
I'll meet you after.

[hopeful music]

Hey, Venom!
You're severely underdressed!

[dramatic music]

Using the same trick twice?

Venom evolves.

I was only taunting you

when I had my host
suggest the idea.

- Max!

That's right, Parker.

Hurt me
and hurt your precious Max.

I am unstoppable!

[grunts]

What?

How?

Easy-peasy Venom squeezy.

That portal must have
been pulling down

terawatts of power.

Only nearby source
with that much juice?

- [grunts] Horizon's
Arc Reactor,

which we just went
and shut down,

like we're about
to shut you down.

- Great move, guys.

- Everyone's out.
The school's empty.

So let's get this dance started.

We gotta get this thing
off of Max.

[all grunt]

[grunts]

[panting]

- He's headed
toward the Arc Reactor.

We can't let him try
to restart it.

[suspenseful music]

- [grunts] - Venom's
raised a force field?

How does Venom know how
to raise a force field?

- Venom draws on the strengths
of his host,

and right now, that's Max.

That's how he repurposed
this room's security field

to stop us.

- And that's how
he's figuring out

how to reinitialize
the Arc Reactor.

That space gateway
will be back up in minutes.

- You guys know the specs
of this room.

Find a way to bypass
that force field.

I'll keep him occupied.

- How? You can't touch him.

- This alien's developed
a pretty outsized ego.

I don't need to touch him
to bring him down.

[exciting music]

How are you even here, Venom?

I cooked you back
at your crash site.

- [cackles] Ignorant human.

Warriors of Klyntar are not
as easily defeated

as you would believe,

especially one as strong as me.

You thought I was destroyed,

but the smallest part
of me survived

on a seed I created.

And you yourself
brought me to Modell.

I told you that you helped me
more than you realized.

It took me a long time

to grow stronger
inside of Modell.

I was still growing
when the others invaded--

not strong enough to take part,

but also protected
inside my host

from the Anti-Venom.

But as I grew,

I found I could influence
my host.

Drop suggestions into his mind

without him even realzing

By the time Modell understood
what was going on,

I was already
entirely in control.

Not a symbiotic relationship--

a parasitic one!

Fully powered.

Hope you liked the story,
Spider-Man.

It will be your last.

- Guys, any luck?
Please say yes.

- 30 more seconds.

- Okay, let me see what I can--

- You won't be shutting down
that reactor again.

[growls]

[all grunt]

[laughs]

[growls]

[panting]

[whirring]

Come!

The way has been cleared!

[eerie music]

[symbiotes hissing]

- And I thought Venom
was freaky.

- You, the lost brother.

So then this much be Earth.

- Doesn't look
so formidable, no?

This won't take long.

- [singing] It's all
over, over, over.

Welcome to the end.

- Not to be rude
to interstellar guests,

but we fought off one invasion
by your kind already,

and we'll do it again.

You'll never take our planet!

[symbiotes laughing]

- Foolish earthling.

We're not here to take
your planet this time.

We're here to destroy it!

- It's time
to obliterate this world!

- Intergalactic
Venom Ooze monsters?

Well, for once we're not
the only freaks

at a high-school dance.

- Hold it.

You're here
to destroy the planet?

Isn't invasion more
your symbiotic style?

- [singing] Unworthy humans

Never, never bond with us again.

[giggles]

- Wipe this planet out, yes?

- Yes, my sisters.

Attack!

- You do not command us!

Your mission was a failure.

- No! I prepared this planet!

I summoned you here!

This is my-- [groans]

- Nothing is yours now,
little brother...

unless we give it to you.

You will obey us!

I...

I understand.

- Oh, please,
keep fighting each other.

Makes our job way easier.

[symbiotes growl]

[grunts]

[Peter yelps]

- Sonics? Sonics are supposed
to hurt symbiotes, right?

She must be
on some kind of alien host

with sonic abilities! [yells]

- [Peter grunting]
- Finally...

to finish this!

- Stop wasting time
with this insignificant fool!

Go and prepare the World k*ller.

- No!

I need to personally
crush this--

[yelps]

- Your petty vengeance
is unimportant.

You will obey now.

Do not fail again, brother.

Or we will have no need of you.

- I obey, my sister.

- World k*ller?

- Yes!

Our final mission!

And I'm bringing my host
with me, of course.

But I might not bring him back.

- No! You can't! [grunts]

but Max's mind can be so
very useful

- Say good-bye to your friend.

I can't stop him! [grunts]

- Max!

Max! I'm gonna save you!

- Problem is, somebody's
got to save you first!

We'll handle things here,
Spidey.

[grunts] You go rescue Max!

- You sure you don't need--
- Just go!

Let me in, or I'm gonna--

Ow!

Break my foot.

- Mary Jane?

Um, you realize
you're trying to get

into the place where Venom
and all those evil aliens are?

- Not ideal, I know but

my date's missing.

Peter was helping everyone
get out,

but I don't think
he made it out himself.

- I'm on a similar mission.

I fear Gwen--my date--
is also trapped inside.

This situation
is even more shocking

than the time she saved me
from a rhino-human hybrid.

- This school is so weird.

So the building's
on some kind of lockdown?

Any idea how to get in?

- Why, yes.

As a matter of fact, I do.

- And here I was,
worried this dance

was gonna be boring.

Close that mouth of yours! Gah!

[grunts]

- Ghost-Spider!

[electricity crackling]

Uh! Ah!

- Huh? Gah!

[grunts]

- Um, so...

welcome to the planet?

First time?

Maybe I should show you
around New York.

We could get tickets to a show.

[grunts]

Ah! Ugh.

[groans]

- Let them live

to experience
the Earth's destruction.

Now, sisters,
time to get what we came for.

- Great. Lost sight of Venom.

[unsettling music]

Miss? I don't miss!

[yelling]

Ah! Ugh.

[groans] Okay.

Heavier gravity.

Science can be so cruel.

Just because this world
has breathable air

doesn't mean it's anything like

my friendly neighborhood
home planet--noted.

Those seeds...

So this is where Venom
got his gardening supplies.

[insect buzzing] Ah!

Ooh. A Venom flytrap.

I'm gonna pretend
I didn't see that.

- Ah!

- We knew you would chase after
your precious mentor, Max.

My sisters won't be able
to stop me here.

It will be a pleasure
to personally crush you!

- Finally, the nightmare
of your existence will end!

Spider!

- [grunts] From
the first time...

I met you...

you inspired me.

- What?

- I've always wanted
to be like you.

When we worked together,

there was so much
we could accomplish.

- Yes...

when we bonded,
we were powerful,

strong!

But you rejected us!

- I'm not talking to you, Venom.

I'm talking to Max!

I know you can hear me in there!

He can, but he is too weak.

Venom is in control!

Want to see?

[growls]

- Fight him, Max! Force him off!

- [grunting] I-I can't, Peter.

Save yourself.

It's too late for me!

[grunts]

- No!

[grunting]

Too late!

Max is mine!

- Fight him, Max! Come on!

You're smarter and stronger
than Venom could ever be!

- Max is just a tool!

He could never stop me.

Neither can you!

[yelling]

[both grunt]

- You, uh...

sure you know
what you're doing there, Gravy?

- Um, it's Grady with a D.
And, yes.

These tubes were installed
by our former principal

so his drone minions
could get in and out.

- Your old principal
had drone minions?

- It was one of those
"secret evil principal

is actually a super-villain"
situations,

as happens from time to time.

- Your school is a mess.

- Oh, be that as it may,

this tube network
is a recent addition

built on a separate system,
so it's not on lockdown.

All we have to do is...

[both yelling]

[dramatic music]

[both yelling]

[Grady grunts]

- Huh?

Thanks, NK.

- It's MJ, as in "Mary Jane."

- I'm just showing you
how it feels.

- I sense it's close.

[ominous music]

But where?

- [singing] I feel, feel it

Vibrating like this world.

[giggles]

- Yes, at least
our failure of a brother

managed to plant it
in the soil for long enough.

It has absorbed
the natural resonance

of this planet,
and will be the key

to the Earth's destruction.

- "Planted"?

"Soil"?

I know what they want! The seed!

- They came all the way
from another planet to garden?

- When Venom
signaled the symbiotes

to come to Earth,

he used a kind of alien seed
to call them.

- It sounds like
they're now going to try

to destroy the planet with it!

Finding Peter and Gwen
will have to wait.

The world needs us
to get to this seed

before the aliens do.

- Problem is,
it's in a high-security locker

in the project graveyard,

which is in the direction

in which those three
seem to be oozing!

- Then we'll have
to sneak by them.

- We can't.

But I know who can.

[Bleet whirring]

[clanking and clattering]

- [singing] I can sense it here

It's close, close, my sisters!

- Huh?

[tense music]

[Bleet beeps]

- Ha!

[music continues]

- Come on Bleet, you can do it

[Bleet whirring]

[door hisses]

[music continues]

[Bleet whirs]

- Just some human toy, yes?

- Bleet! I'm open!

[Bleet beeps]

[grunts, pants]

- Even in this heavier gravity,

force still equals
mass times acceleration,

which should give me...

Hulk-like momentum!

Spidey Smash!

[Venom yells]

- You're forgetting...

I was sent here
to get something.

You'll never be more powerful
than me!

[growls]

[unsettling music]

- Ah, a beautiful Ooze lake.

This planet would make a
charming vacation destination.

[music continues]

[Venom growls]

- A weapon to end Earth...

and you!

The World k*ller!

[dramatic music]

- The Klyntar dragon
is unstoppable!

- Uh, uh!

- Your destruction
will be final!

[World k*ller roars,
Peter panting]

[dramatic music]

All this time, and he forgot
to mention he had a dragon.

- Please tell me sudden tremors

are normal at your weird school.

Not normal.

Common, perhaps, but not normal.

[both yell]

[music continues]

[roars]

- Was that... a dragon?

- That's a first.

Even for Horizon.

- Hey!

How did you two g--

Doesn't matter.

The aliens are after that seed.
I need it now!

- Spidey! Yes!

Heads, as they say, up!

- [grunts] Good.

[as Symbiote Sister]
We end the planet now, yes?

- Shapeshifting as Spidey?

So not fair!

[music continues]

- Now come to me, Spider!

[yells]

[growling]

[music continues]

- Now! Activate the seed!

- [singing] Shatter, shatter,
this world

Soon, all will be dust.

[singing] Ha, ha-ha, ha-ha

[music continues]

- The dragon eats the seed?

Sure, why not?

[music continues]

- Finally!

Earth's destruction!

[music continues]

- [panting] Yes!

I had hoped the Spider-heroes
would be here.

They're usually in the middle
of crazy danger like this.

MJ, help me!

[Miles groaning]
Hey! You've got to get up!

What are you doing?

- Hitting your snooze button.

- Heroes! Rise!

The world needs you!

- What's the situation?

- We held up those alien things
as long as we could.

- You... you did?

- Yeah, but they got
that seed thing they wanted.

- Where's Spider-Man?
- I'll give you one guess.

Thanks, Grady and MJ!

- How did she know our names?

- Max, listen to me!
[Venom growls]

I know you think it's too late,
but I'm not giving up on you!

Your will is stronger
than Venom.

Take control of him!

- Too late!

- [groaning] It's over.

There's nothing I can do. I'm--

Yes, over.

Max is just one man.

Too weak to stop us!

- The Max I know isn't weak.

[grunts]

- Stop!

What are you doing?

You cannot do this!

I already have a host!

- Peter! Leave!

I'm not worth it. Save yourself.

- No way.

You see how hard
Venom's fighting to get me out?

He knows if I can get
through to you,

it's all over for him!

- The spider lies!

Max is too weak!

Too foolish!

- I'm nothing--

just a ruined scientist
whose mistakes

will bring
the Earth down with him.

- Yes, ruined-- a nothing.

- I'm not strong.

I'm not brave like you,
Spider-Man.

- Brave?

Max, this costume,
these powers--

they aren't what make me brave.

If I have any bravery at all,

it's because
my Uncle Ben and Aunt May

always believed in me.

That's where my real strength
comes from--

from the people who care.

You've been through a lot.

But I've never doubted you.

You can do this!

I know you can be brave enough!

I believe in you, Max!

- Get out!

- You have once again failed!

[dramatic music]

[roaring]

- Max?

[Max grunting]

- Ah!

Venom's been using my brain
this whole time.

Now I'm gonna use his brawn.

Come on, Spider-Man.

- Little, little humans
fighting back.

- We'll stop them.

- But who's gonna stop us?

[dramatic rock music]

[both grunting]

- No! We can't destroy the seed!

- Actually, we can.

[grunts]

[electricity crackling]

- [yells] Impossible!

[Venom screaming]

- Oh!

[solemn music]

[exhales deeply]

You...

you were right, Spider-Man.

I gave up hope.

But you never did.

- Is that it?

Are they... finished?

- I was bonded to Venom

until the final moment,
and then...

nothing.

I think all traces
of the symbiotes...

are gone.

- It's finally over.

[music continues]

I can't believe Horizon is gone.

- It was just a building.

Thanks to you and the others,

it seems every student
got out safely.

That's what matters.

- We'll help you rebuild.

- Heh.

No.

Not this time.

This is too much
to come back from.

We'll have to find other ways

to keep the spirit
of Horizon High alive.

Something better, safer,

more effective

for the students...

and for helping those
that we care about.

Hey.

This is just another chance
to be brave, right?

[music continues]

- I'm never doing
a school dance again--

too destructive!

- Guess it's back
to Midtown High.

- Peter!

There you are!

- Um... [chuckles]

Got to run. Lots of homework.

- Aliens just destroyed
our school.

- Did I say homework?

I meant, um...

What's that, Aunt May?

Uh, sure, coming!

- So you were, uh, waiting
to see if I was okay?

- Yeah.

But not because I was worried
about you or anything.

It's just...

you owe me a dance.

[electronic music
playing on phone]

- Oh.

[music continues]

Um, sorry everything
was such a disaster tonight.

- Was it? Didn't notice.

But, hey, I got to hang out
with your friend Grady.

He's a pretty tough guy,
actually.

- Sounds like a story.
What happened?

- Mm. It was a whole long thing.

I'll be honest, I've had
some weird first dates,

but getting attacked by Ooze
is way up there.

You?

- Uh, well, it's definitely
my weirdest first date

because, well...

it was also
my only first date...

ever.

- Really?

Well, what, with Earth still
being around and everything,

we've got our whole future
ahead of us.

How about we call
a first date do-over?

Maybe this weekend?

- I'd like that... a lot.

And you're right.

- Of course I am.

But what am I right
about this time?

[music continues]

- We have our whole future
ahead of us.

- Pajamas!

Glad to get your call.

Loved your work
on that giant dragon thing.

Avengers level, I'd say.

- Oh, uh...

thanks, Mr. Stark.

- So let's head to the Tower,
get your ID card set up.

Hey, team barbecue tonight.
No grill needed.

Thor brings the lightning.

It's kind of like
a flash-fire thing.

- Well, uh...

I'm not actually here
to join the Avengers.

[soft music]

I've got a proposal for you.

[music continues]

- Hey, Harry.

Peter called you here, too?

Any idea what he wants?

- Like most things with Pete,

yeah, I have no clue
what's going on.

[Bleet beeps]

- Guys!

Oh, thanks for coming.

With our school destroyed,

I was thinking
about what Max said--

about keeping
the Horizon spirit alive.

What if we started

our own professional
tech laboratory?

A place run by us,

devoted to creating technologies

that'll make the world
a better place.

- Are you serious?

We're just a bunch of teenagers.

- We're more than that.

After what we've been through,
we're a family,

a family that can accomplish
anything we want

if we work together.

And I think
we should work together

on this.

- Whoa, cool!
- Oh, nice!

- Cool lab! [sighs]

That'll be great for you guys.

- Great for all of us, Harry.

You were looking for a chance
to get out of Oscorp,

from under your father's shadow.

This could be it.

- A great idea,
but how do we pay for it?

My allowance isn't gonna
cover a tech startup.

- That's where I come in.

- [gasps] He's Iron Man!

That's Iron Man!

[Peter yelps] You're Iron Man!

- Nothing gets by you,
Mr. Scraps.

- You know my name!
He knows my name!

My name! [Peter yelps]

- Parker told me about you--

all of you.

If you guys are in,
you can count on my funding.

- Since it's us...

I think it'd be cool
to call it...

W-E-B, WEB!

- [all laugh]
- Good one.

- [laughs] Yes.

Why are we laughing?

- What does WEB stand for?

- Oh, it, uh... [stammers]

I probably should have
come up with that first.

- I got it! I got it.

Wild Ego Bunch.

- Uh, you're just putting
random words together.

It should probably be
something like...

We Engage Bad guys!

- Wicked Educated Brilliant
people?

- Or We Eat Brie?

Huh? Do you guys like Brie?

I think it's the best
of the French cheeses.

- Well... [chuckles]

It's one of the best.

- Now I'm hungry for cheese.
- Can we get serious here?

Because Camembert
has a much bolder flavor.

- What about...

Worldwide Engineering Brigade.

- You know, that's not too bad.

- I like it!

I could see myself joining

the Worldwide
Engineering Brigade.

- And I could see myself
backing it.

- Good. Then come on!
We got some planning to do.

After all, we have
our whole future ahead of us.

[triumphant music]