Ultimate Spider-Man (2011) s03e04 Episode Script

I'm Spiderman.
And boy, am I glad that everything's back to normal.
I can do without Loki and his army of trolls and dragons for a while.
Sure it was great hanging with the Avengers, but now, I'm back with S.
H.
I.
E.
L.
D.
doing what I do best.
[Jameson.]
Look at this.
Yet another sign of our decaying society.
But I blame Spiderman.
He's deceived our impressionable youth by pretending to be an Avenger.
Mark my words, the Avengers will end up being ruined by that leech.
How am I a leech? Bitten by a radioactive leech He becomes a leech! [Screams.]
Hey, dude, can I borrow like 20 bucks? I'm totally good for it.
[Slurps.]
When it happens, and believe you me, it will happen.
I'm not gonna say "I told you so.
" Ugh, got something in your teeth there, J.
Jonah Jerky.
Jonah, when's the last time you flossed? Did you know Venom gives you cavities? One Venom extraction coming up Thanks to my new S.
H.
I.
E.
L.
D.
tech.
[Jameson.]
Once a menace, always a menace! Uh-oh.
Spidey sense.
[Grunts.]
[Glass shatters.]
[Grunts.]
Lookie here.
My old bad guy buddy, Scorpion.
How's that hitting-people-with-your-butt thing goin' for ya? [Snarls.]
And look who's venomized and actually scary.
Scorpion, dangerous.
Scorpion with symbiote goo, cuh-razy dangerous.
[Screams.]
I know the symbiote's taken over your mind [Grunts.]
Which wasn't much of a mind to begin with.
[Snarls.]
Whoa! Hey! [Chomps.]
[Rumbling.]
[Grunts.]
[Chomps.]
[Grunts.]
A little voltage should take that Venom goo right off.
[Rumbling.]
[Snarls.]
Unless you do that.
[Yells.]
[Clangs.]
[Groans.]
[Growls.]
Back off! I'm Spiderman two.
No, that's not good.
Oh, wait.
I got it! Make way for The Scarlet Spider! [Chomps.]
You're about to get bit! [Bangs.]
[Groans.]
[Spiderman.]
Meet Flash Thompson.
High school jock, bully, and sometime friend.
Why is he dressed like my evil twin slash uber-fanboy? Well, because he wants to be a superhero.
News flash, Flash, you're not a hero.
[Snarls.]
[Grunts.]
Go home, Flash! Ugh, Spidey, not so loud! [Whispers.]
You'll ruin my secret identity.
[Sighs.]
[Grunts.]
[Grunts.]
[Screams.]
[Groans.]
[Grunts.]
Hey! [Snarls.]
[Whimpers.]
No! Flash, get out of the way! Whoa! [Yelps.]
[Grunts.]
Come on, Flash! I said, get out of the way! Huh whoa! [Chomps.]
And stay out of the way Before you get hurt! Take off that mask! Calm down.
[Grunts.]
Keep your tail on.
Or better [Electricity pulsing.]
Lose it! [Screams.]
[Grunts.]
[Groans.]
Uh-oh.
Angry goo is angry.
Yeah, but that evil gunk just got bit.
[Snarls.]
[Growling.]
No! [Snarls.]
Flash, go away! Now! But I heard you were an Avenger.
I figured you'd be busy, so I could help.
And you know, be like you.
[Grunts.]
Appreciate the effort, but go home! [Liquid swishing.]
Whew.
So you're welcome! I guess.
Whatever.
That's the last of it, Doc.
I declare this town Better take this, just in case your math is off.
My math is off? The odds of my math being off are like 40 to I-I mean 20 to Wait-wait.
Let me start again.
Yes, apparently I have fans now.
Give it time.
It'll pass.
Then things will get back to normal.
Normal? I'm the ultimate Spiderman.
What part of this is normal? Spidey, wait! I-I mean, okay.
Y-yeah.
I'll see you at our secret lair.
[Flash.]
So much for being a superhero.
[Screams.]
My friends, Harry and MJ.
They're happy to see me I think.
Peter, you look exhausted.
What have you been doing? Let's spin the wheel of excuses! [Wheel clatters.]
No, my wheel! Come back! [Screams.]
Fire! Fire! Fire! Tell you what I haven't been doing, putting out fires.
O-kay.
[Shrugs.]
[Flash.]
Parker! Uh I mean, Peter.
Pete.
[Chuckles.]
Hey, bud! I know, I know.
Peter Parker and Flash all friendly? Well, it wasn't always this way.
Locker, knocker time! [Grunts.]
[Metal clangs.]
But that was then.
Flash is better now.
As long as he quits trying to be like Spiderman.
What are you doing in pads? It's not football season.
I've been hitting tackling dummies.
Practicing For something else.
Something else.
Trying to be like Spiderman? [Taskmaster.]
Have you tracked down the symbiote? S.
H.
I.
E.
L.
D.
has already destroyed the rest of it.
If this is the last piece, then I must have it.
Uh sense tingling.
Immediate danger Or it could just be the lunchroom meatloaf.
[Rumbling.]
[All yelp.]
[Screaming.]
It's not meatloaf.
It's the Beetle! [Flash.]
What's he doing here? - Run for it! - Peter! Harry, get her out of here! [All breathe heavily.]
[Grunts.]
Can we talk about this? [Both breathe heavily.]
[Flash whimpers.]
[All breathe heavily.]
Hit the deck, Harry! [Both grunt.]
[Debris clatters.]
[Harry.]
He's after Flash.
[Flash breaths heavily.]
[Exhales.]
[Groans.]
[Grunts.]
Wh-whoa! Come on! Don't hurt me, man! Whoa! Hey! That is no way to ask someone to the prom! [Grunts.]
- Why is he after me? - Why is he after you? Good question.
Let's ask him.
Not the answer I was looking for.
[Screams.]
[Missiles explode.]
[Grunts.]
[Grunts.]
Upstairs, fly boy! [Grunts.]
[Both groan.]
Gotta stick Flash someplace where he won't get hurt.
Whoa! Whoa! Sorry.
It's for your own safety.
But I want to help, Spidey.
N-no-no-no! Not without a hall pass! [Grunts.]
Oh-oh-oh! Real mature, Beetle.
How am I supposed to fight you if I can't Oh! [Groans.]
[Grunts.]
I've got to do something.
Wish I could help.
Spidey! The Venom's back, Spidey! [Grunts.]
[Groans.]
[Groans.]
Let that be a lesson to the three of you guys.
[Venom.]
Beetle! [Grunts.]
[Snarls.]
Flash? Venom? Flash Thompson is [Grunts.]
[Thuds.]
Venom! [Grunts.]
[Chuckles.]
Yeah! Gotta get the Venom off Flash! Hey, easy bro.
I just saved you.
I'm on your side.
You are? Dude, I got this.
[Grunts.]
Oh, yeah! [Debris clattering.]
That finished him.
You'd think that, but nope, he's not done yet.
Hello! [Grunts.]
[Grunts.]
Why don't you take five, Beetle, while the big kids talk? I must have picked something up last night.
When we were fighting together.
This is awesome! Awesome? My former bully, the guy who's picked on me through most of my life, just turned into Venom.
Locker, knocker time! [Screams.]
This is so not awesome.
I don't believe it.
This is the greatest thing that's ever happened to me! No, it's not.
That symbiote is pure evil.
It'll corrupt you until you're nothing but rage and Venom! I've been your biggest fan forever, Spidey.
And look at me now! I can be just like you.
- A hero! - Give up the symbiote, Flash.
But it's mine! [Whirring.]
Game time! So not awesome.
[Grunts.]
Gotcha, you little bug! [Grunts.]
[Groans.]
I'll take those.
Mine now.
[Metal clanging.]
You just got bit.
[Grunts.]
[Grunts.]
If I were you, dweebus, I'd start talking.
Loud.
Flash, no! Stop! I'll stop when he tells me why he was attacking midtown high.
First off, that's Beetle.
He's a mercenary.
Somebody hired him.
That's what you should be asking him.
And second off, you don't threaten bad guys by dangling them off high places.
That's not what heroes do.
Oh, okay.
No, it's not okay.
You don't know what you're doing.
Y-you can't handle the symbiote.
But you're the best.
You can teach me.
Spidey, bro, you gotta work with me here! There is no working with Venom.
I've seen what it does to people.
I know what it will do to you.
I'm trying to protect you, Flash.
You have too much to lose.
I have nothing.
You've seen where I live.
You've seen what I've got.
Spidey, I've dreamed every night for something like this to happen to me.
The Venom chose me.
The Venom is my destiny.
Please, you have to trust me.
I do trust you, Flash, but I don't trust Venom.
And I won't let you get hurt.
If you won't listen to reason and give up the symbiote, then I'll force it off of you.
I don't want to fight you, Spidey.
I don't want to fight you either, Flash.
But I've got to get that Venom off of you.
[Grunts.]
[Groans.]
Spiderman, bro? [Grunts.]
Like I said, Flash, you don't know what you're doing.
[Grunts.]
Oh, it's stuck! [Yelps.]
[Grunts.]
I don't want to hurt you.
But if I have to, I will.
Now, there's the old Venom I knew and hated.
The Venom threatening to hurt me.
The Venom who hated getting zapped! [Electricity pulsing.]
[Groans.]
[Grunts.]
Ain't like your old Venom.
I'm different.
You sure? Because you both have the same bad attitude.
[Grunts.]
[Grunts.]
[Grunts.]
[Both grunt.]
This would be fun if it wasn't so You know, dangerous? [Groans.]
[Grunts.]
Yah! [Groans.]
[Yells.]
[Grunts.]
[Grunts.]
[Both grunt.]
- Yah! - Whaa! [Both grunt.]
[Grunts.]
[Groans.]
You might be able to sort of control the goo now, but it won't last.
[Spiderman.]
I'm ending this now.
[Flash.]
It's over when I say it's over! [Grunts.]
[Both grunt.]
Hah! Yah! [Groans.]
[Grunts.]
[Grunts.]
[Both grunt.]
[Venom breathes heavily.]
I'm strong enough to do it.
Flash can control the Venom.
[Exhales.]
Oh, drop the act.
You can't look like Venom but talk like Flash.
Same difference, bro.
[Grunts.]
[Grunts.]
[Both grunt.]
[Grunts.]
[Groans.]
Yah! [Groans.]
[Grunts.]
[Both grunt.]
[Both.]
Huh? [Both groan.]
Where did that come from? [Both groan.]
I have to thank you for softening each other up.
Makes my work day a little bit easier.
[Groans.]
I know that voice.
The very last of the Venom symbiote.
And now, it's all mine.
Taskmaster? [Taskmaster.]
I wasted a lot of time looking for an apprentice.
With the Venom symbiote, I can just make one.
Well, now we know who Beetle was working for.
Taskmaster criminal, photographic reflexes, copies your moves, blah, blah, blah, blah, blah.
[Spiderman.]
Tsk, tsk, Tasky.
I can't you let have symbiote till you're older.
Maybe for your next birthday.
I planned to take care of you some other day.
But no day like today! [Grunts.]
Hey, I recognize those fighting styles.
Uh, let me guess.
Self-defense for grandma? [Grunts.]
[Grunts.]
[Grunts.]
[Groans.]
You got armor? I can make better armor.
[Grunts.]
Always wanted to be the hero.
Now, I look the part.
[Grunts.]
[Lasers firing.]
[Missiles exploding.]
[Rumbling.]
[Glass shattering.]
Interesting.
Now, he has potential.
Okay.
That's creepy.
[Grunts.]
Nice glow stick, Tasky.
[Grunts.]
Do you direct air traffic with that thing? [Grunts.]
[Grunts.]
Yah! [Yelps.]
Spiderman down! [Grunts.]
[Grunts.]
[Grunts.]
[Both grunt.]
You've seen those moves, but this one [Grunts.]
I just made this one up.
Yah! [Grunts.]
[Groans.]
I just realized, this is our first official team-up.
This is not a team-up, Flash! Uh, but keep doin' what you're doin'.
So basically, a team-up.
[Groans.]
[Grunts.]
[In strained voice.]
I Can't think straight! [Snarls.]
[Grunts.]
[Grunts.]
Flash, the Venom's trying to take your mind! Fight it! Focus! [Groans.]
[Grunts.]
[Groans.]
Yeah, that's it! You did it! I did.
Thanks, Spidey.
[Missiles exploding.]
[Grunts.]
You're tough, strong, and have a chip on your shoulder.
You're perfect.
Join me and you'll be bigger than Spiderman.
Think of it as your destiny.
[Growls.]
[Grunts.]
Should have taken my offer.
Now, I'll take the symbiote from you and give it someone more worthy.
[Groans.]
[Electricity pulsing.]
[Groans.]
[In strained voice.]
You ain't takin' me down! Spiderman will never give up! And neither will I! [Grunts.]
[Groans.]
Represent, bro! [Both grunt.]
Pretty sure you've never seen this move! [Groans.]
[Grunts.]
Yah! [Screams.]
Yeah! You better run! We got Beetle and kept Taskmaster from the symbiote.
If this stuff got in the wrong hands, we could be in real Trouble.
Flash? You still in there? Of course, I'm here.
Where would I be? When the symbiote takes your body, it takes your mind too.
But somehow, you're managing to control it.
Um I'm impressed.
I'm impressed too, Spidey.
I mean, I had no idea how hard this was.
Being a hero is no joke.
If you're my biggest fan, if you still think of me as a hero, give it up.
Quit being Venom.
Okay.
All done! Uh, suit off? Um Venom away! Eeh you can go now.
Come on, I don't want you anymore! Beat it! Uh Spidey? I think it's stuck.
Oh, no! [Beeping.]
I've tried everything.
But with Flash, the parasite's found a true symbiotic relationship and bonded to his DNA accordingly.
Can you spell it out for me in English, Doc? Keeping in mind that I get C-minuses in English.
The symbiote was searching for the perfect host.
It's found it.
Bottom line, Flash and Venom are one.
Cool! [Laughs.]
Uh, what now? You can't lock him up when he hasn't done anything wrong! Venom is dangerous.
We can't have him running around out there, especially now.
Ever since you became an Avenger, these wannabe kid heroes are coming out of the woodwork, trying to be you.
Wait.
There are more? Like Flash? Fine.
We won't lock the kid up.
But he has to stay on the Tri-carrier.
That's great! Now-now, what about the kid heroes? The others? [Sighs.]
All right.
It's time you knew.
Let me show you something.
Before Coulson left on his special classified mission, he set up a surveillance program for new young heroes.
So don't worry about Flash and the other heroes like him.
S.
H.
I.
E.
L.
D.
's keeping tabs.
But we can do more.
We should bring them in.
If they're like Flash and got the right stuff, let's make them S.
H.
I.
E.
L.
D.
agents like my team.
That was a one-time deal.
S.
H.
I.
E.
L.
D.
is not set up to take in everyone with powers.
We can't just stand by and do nothing.
These kids have great power.
And we have the great responsibility.
We have to take the initiative.
If we don't reach them then who will? [Laughs menacingly.]
[Spiderman.]
They're out there The next generation of heroes.
With the right training, they can be great.
They could be ultimate.
Agent Venom reporting for duty! Yeah! Bring it! Yeah! [Grunts.]
[Grunts.]
[Grunts.]
And the crowd goes wild! Ha-ha! Okay, you convinced me.
I'll provide the intel, you find these new warriors and recruit them.
That's what I'm talking about! Let's do it!