♪♪
Whoo-hoo!
A view like this would make
anybody feel like a hero.
[J. Jonah Jameson]
Breaking news!
And I do mean "breaking."
As the Big Apple's own
mighty Avengers
bash their way through
an unexpected onslaught
of Asgardian Frost Giants
bent on spreading
their evil agenda
into our world!
Aah!
Leave it to Tony Stark
and company
to show us all what real
heroism looks like.
Hey, menace, move along
before Stark comes down
to deal with you.
Ohh.
Thanks to J. Jonah Jameson
at the Daily Bugle,
my reputation
is in the Dumpster.
If only some
of that Avengers glow
could rub off on me.
Huh? I didn't mean
literal glow.
What's going on here?
How about you
pick on someone
your own size?
Or me, in this case.
She tried to zap me!
[gasping]
Huh?
It's the tubes.
The power...
Aah!
Yo, I'm out!
[panting]
Can't...stop...
So-- So much power!
Yaah!
Are you okay?
Not that I don't appreciate
an electric personality,
but someone's
gonna get hurt.
I've been chosen for 237.
Testing special project...
Extra credit...
Uhh!
Okay.
I guess making sense
is overrated.
Must--
Whoop!
...pass test!
Wait. This is part
of some test?
If so, can we skip
to the essay portion?
It's probably
less dangerous.
Aah!
[crying]
Hey.
Freaky,
super-strong teenager
with crazy eyes
and energy blasts.
Okay, I got this.
Aah!
[roaring]
Whoa! Whoa!
Aah!
I don't got this!
Got to thwip this
with absolute precision.
[gasping]
Hey, everyone.
Uh...what's up?
[girl groaning]
No one appreciates
a solid pun.
I'll wrap you up
nice and tight
for when the police
come, okay?
[grunts]
Still with this "237" thing?
Huh?
She's a student.
The Bilderberg Academy?
Could 237 be
a locker number or something?
Time to investigate.
Hey, uh,
I just wanted to pop in
and give this back
to my cousin.
She left it at my house.
Nobody pops into
the Bilderberg Academy.
Oh, uh, right.
[guard] Morning,
Headmaster Rappaccini.
Good morning, Don.
How's little Margie?
Over the flu?
Just fine.
Thank you, ma'am.
Come on, Douglas. I don't
know why you weren't picked.
I don't do the selections.
Uh-- ahem.
Hey, as a Student
Safety Monitor,
I'm just doing my job
and making sure
my fellow students
like you
get to class,
you know,
[whimpering]
safely.
Hey. Whew. Boy, am I
glad I found you guys.
I am so lost.
Who are you?
Where's your uniform?
Oh, uh, sorry. I'm new.
I was just trying
to figure out where to go,
and I heard you say
how it's your job.
You need to report
to the supply hall
and get your uniform
ASAP.
I'll take him.
Thanks.
I'm Grady.
Grady Scraps.
I'm, uh, Park.
Park Peterson.
Huh. Weird name.
Hmph.
[chatter]
No, no, no.
I wouldn't say "picked on."
Everyone's just jealous
because Headmaster Rappaccini
and I are tight.
Whenever there's a special
project, I'm her first call.
Wow.
Special projects like?
Here's the supply hall.
Just flash your ID,
and they'll hook you up.
Oh-h*, ohh.
[chuckles]
Guess what I left
in my room.
Don't sweat it.
I'm kind of a big deal
around here.
[door opens, closes]
Locker numbers.
All five digits.
There goes my 2-3-7 theory.
[chatter]
Here. Put that on,
and you won't have to worry
about any uniform
demerits.
Okay. Thanks.
Well, I don't want
to keep you, so...
Oh, please. You helped me out
with Douglas.
The least I can do
is give you a personal tour.
[Grady]
I know what you're thinking--
best library ever.
This is my secret
thinking spot.
Oh. I can see Headmaster
Rappaccini down there.
Hi!
[thinking]
So much for keeping
a low profile.
Sure, my experiment
shot smelly green
goop all over,
but they didn't have
to be mean about it.
Wow. Huh. Feels good
to get this off my chest.
Thanks, man. You get me.
Wait. What's in there?
Yeah, no.
Room 237's off-limits.
I mean, not for me
and a couple other
elite kids.
That's where the special,
special projects happen.
[Spider-Man]
Room 237's right inside there.
Time for a stakeout.
Exciting!
Exciting.
Exciting.
Pshew!
Pshew. Pshew.
Pshew, pshew, pshew.
Pshew pshew pshew
pshew pshew.
Exciting...
[gasps]
[sighs]
[snoring]
[sighs]
What am I expecting here?
Another teen
with crazy super-powers
to just pop by?
[grunts]
And a teen with crazy
super-powers.
Careful what you wish for.
Okay. Looks like I lost
sneaky power teen already.
I wait three hours
with no snacks
to find a clue,
and the first thing I do is--
Uhh!
Every bug's worst nightmare.
Stop making so much noise.
Ms. Marvel?
Call Tony.
[phone ringing]
The Ms. Marvel?
[gasps]
I've seen you.
Oh, you're great.
Are you calling Tony Stark?
Because I totally know him.
We teamed up once.
[ringing continues]
Kind of busy running point
here, Ms. Marvel.
Some Avengers
are out on ops so dark,
even I don't know
where they are.
I've got a tagalong--
Spider-Man.
He must be that weird kid
I saw scouting out
the school today.
Spider-Man?
Are you sure it's him?
Webs, tights, annoying?
Totally him. Put PJ's on.
Tony? Hey. Hi. It's me.
There was this girl with powers
who went to this school,
and she was all, "237,"
and I was all,
"Is that a locker number?" and--
Look, kid, I don't have
time to sort this out.
Ms. Marvel's
on Avengers business,
so I guess you are now, too.
[both]
Wait. What?
Are you saying
I'm an Avenger?
No.
No.
Listen, Tony,
for someone who is
apparently undercover,
he didn't--
Oh. I'm super stealthy.
Hey. Quit it.
Sorry.
Telling PJ's to scram
won't get us anywhere.
He's just as eager as you,
so make the best of it, okay?
Besides, two heads
are better, right?
Play nice.
Uhh!
So, uh,
you guys are looking into
the crazy super-teen,
too, huh?
Super strong with these,
uh, energy blasts.
Which would all be cool
if she wasn't babbling
like a crazy person.
You know
what that's like?
I can imagine.
[gasps]
Whoa.
[grunts]
[chatter]
[scanner beeps]
The Avengers
intercepted chatter
about an experimental
weapons program
being somehow
linked to this school.
This is the only place
at Bilderberg
I haven't been able
to check out yet.
[Ms. Marvel]
Bilderberg is a front for AIM?
[Spider-Man]
Advanced Idea Mechanics--
that team of super-science
bad guys?
I've taken some
of them down before.
Iron Man is gonna be
so impressed with me.
With you?
[Spider-Man]
Whoops.
[splat]
What was that?
Intruder!
Uh-oh.
Halt! We've got you!
[groans]
Did I say Iron Man
would be impressed?
I think we interrupted their
evil science fair or something.
Yaah!
[grunts]
[shouting]
Ooh, Ms. Marvel,
what big hands--
Don't.
What? You heard
that one before?
Quick,
take off your costume.
Um, uh, what?
The bad guys are looking
for Spider-Man
and Ms. Marvel.
Ohh!
I get it.
Secure the perimeter.
Lock down the south
and west gates,
and leave no stone
unturned.
Now, now.
One foot apart,
lovebirds.
[sighs]
That was close.
Yes, we were. Heh.
I mean, i-it was.
Look, sorry about being a jerk
when we were talking to Tony,
but this was supposed to be
my first Avenger solo mission,
and I wasn't really counting
on a sidekick.
That's okay.
[dialing]
We actually make
a pretty good team.
I--
Wait. Sidekick?
I can't believe AIM
is running this school.
We've got to tell Tony.
Yes. We should totally
call for backup
and definitely not figure out
what AIM is up to
by ourselves,
even though that
would be the most epic
first solo mission ever.
Technically, it's not
a solo mission anymore,
but I like the way
you think.
Okay. Step 1--
get back into AIM's
high-security
underground lair
so we can get our eyes
on whatever AIM's
special project is.
Which we can't do
without one of those
all-access swipey IDs.
I might know a guy.
So, being an Avenger--
that's got to be great, right?
Like the part where people
don't hurl insults at you
while you're saving them.
Oh, sure.
It's always roses.
Like when your every move
gets compared
to a prince of Asgard
and the literal
Captain of America.
Plus, I love
always following orders
and never doing my own thing.
Sorry.
But for what it's worth,
I'm excited to be
working with you.
Uh, because you're
a good superhero.
That's the only reason.
[beeping]
Found him.
Ugh.
Who is it?
Huh. I guess no one.
[knock on door]
Guys, stop messing around.
I'm trying to work.
Oh. Headmaster.
We need to bring
the remaining candidates
online now.
B-But the DNA sequencing
isn't ready.
We'll have the same
problem as last time.
Grady, hostiles have been
spotted on campus.
If we don't do this now,
all the progress
we've worked for is at risk.
I-I guess I can try to make
adjustments on the fly.
What? Douglas?
He is definitely
not ready.
Hey, it's like
you said, Grady.
You don't pick the candidates.
I guess after tonight,
you won't be the only
special one around here.
[scanner beeps]
You two are the last
feasible candidates.
Unfortunately,
we must move forward
before the procedure
can be perfectly
aligned to your DNA.
But I'm confident
at least one of you
will emerge
as the new vanguard
of AIM's forces.
AIM is experimenting
on students?
Guess I was right about
the evil science fair.
I'm worried about injury
to the volunteers.
I'll let you know
when you should be
worrying, Mr. Scraps.
[Spider-Man]
Hulk, Captain Marvel,
and Captain America?
What is AIM
doing to them?
We've got to help them.
We can't just rush in.
We'd never make it
to them.
Initiate energy transfer
on my mark.
Mark!
[groaning]
I'm...so...
buff!
[laughing]
Pretty sure the school board
wouldn't approve of this.
[Ms. Marvel]
This just got really real.
Avengers emergency
distress signal engaged.
We're deep underground.
You sure Tony's gonna
get that signal?
Hope so,
'cause the odds are slim
that you and I can
take out these AIM guys,
plus Douglas with the powers
of two Captains and a Hulk.
Yeah, but if backup
might not be coming
from the outside,
then let's round up
some backup from in here.
So...much...power...
He's going to lose control,
just like the last one.
Focus, Douglas.
You are an initiate of AIM.
You will fight
the forces of ignorance
that undermine our progress.
Now show us what you can do.
[chuckling]
That guy Douglas--
I met him.
He was a bully
even before he got powers.
Prepare the chamber again.
But our volunteers'
vitals are low.
If I had more time--
Time is a luxury
we don't have.
If we detach the power,
we might be able
to get them free.
Sticking your noses into
other people's business?
Around here, that earns you
a beatdown.
Spider-Man?
Ms. Marvel?
Were they trying
to free the subjects?
What's going on?
Ignore them. Initiate
the energy transfer now!
But don't those two know
the Avengers volunteered
for this research?
Progress always has
its enemies, Mr. Scraps.
Focus on your work.
[grunts]
Hey, Douglas,
eat superhero team-up.
I never liked that guy.
[groaning]
You fools cannot stop me--
the Scientist Supreme,
leader of AIM.
More like "scientist
supremely aggravating."
Haah!
Try to get them out of there.
I'll cover you. Slap!
An Avenger is covering me
in battle!
That's got to automatically
make me at least half-Avenger
by default, right?
Quarter?
[screaming]
[groaning]
[grunts]
Subject number 2. Perfect.
Destroy the intruders!
What with all
the impending doom,
I should just
let you know now,
it was cool working with you.
Back at ya. Embiggen!
[crash]
Hey, want to be friends?
Whoa! Guess not.
Your loss.
[shouting]
You're no match
for AIM, you fool!
Maybe not alone, but--
Superhero smackdown!
[groans]
AIM, box them in. Pour it on!
Kid, you seem
like an okay guy.
How'd you get wrapped up
with criminals like AIM?
AIM is a criminal
organization?
They said
they were scientists.
Trust me.
You can be both.
Oh, man. I thought
I was doing a good thing.
Maybe getting some extra
credit out of it, too.
Okay, so you wound up
turning your classmates
into evil super weapons.
How do we undo it?
Get them into the chamber,
and I'll try
to reverse the process.
Yaah!
I think not.
Aah!
What are you doing?
It's not calibrated for me!
Yaah!
Grady! We'll get you
out of there, buddy!
Ugh!
His DNA is not a match!
Aah!
Aah!
[Spider-Man]
Before Grady recovers,
get Super Kids 1 and 2
into the chamber,
and I'll try to send
the power back upstream.
"Sending power
back upstream"
does not sound
like real science.
Whoa!
I think--
I think that's it!
Where's my extra credit?
[all groaning]
Guys, are you okay?
Hulk! Big guy!
You may have stopped
this operation,
but now we have the two of you
to add to our experiment!
Aah!
Stop talking.
Thank you, Ms. Marvel.
Somebody send
a distress signal?
Yeah. I'd say
villain class
is dismissed.
If I knew what was going on,
I would never
have been a part of it.
It's not like Headmaster
Rappaccini said, "Hey,
do you want to imprison
the Avengers?"
Because my answer
would have been, "No way!"
Wha-- What's going on?
Your school was a front
for a mad scientist
trying to take over the world.
Bad news-- some of your
teachers were evil.
Good news-- you'll probably
get a couple days off.
Yeah! Hey! Yeah!
All right!
Whoo-hoo!
So, maybe not the solo
mission I was hoping for,
but, as team-ups go,
you make a great sidekick.
Well, I just--
Wait.
I'm nobody's sidekick!
If the Avengers
ever need any help
with their computer systems,
I've kind of got
some free time now.
Thanks, but between
Tony Stark and Bruce Banner,
we're kind of covered.
Whoa!
Ohh!
Yeah. Got to say,
your team is impressive.
Come on.
Okay, everybody.
Smile!
Photo b*mb!
[timer trills]
[shutter clicks]
Huh?
"Thanks for the assist.
"For a menace, you make
a pretty decent hero,
"and an even better friend.
Best, Ms. M."
You, sir, are friends
with Avengers.
"P.S. Check out
today's newspaper.
Should help with your image."
[panting]
I bet a headline about Spidey
becoming the Avengers' BFF
will do wonders for my rep.
[gasps]
Oh, come on!
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02x05 - School of Hard Knocks
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Gifted teenager Peter Parker is given superpowers when he is bitten by a radioactive spider during a school field trip to Oscorp Industries.
Gifted teenager Peter Parker is given superpowers when he is bitten by a radioactive spider during a school field trip to Oscorp Industries.