1. Holy crap! You're Spider-Man.
Copy !req
2. - He can be your—
- Dude at the desk!
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3. You're hanging out
with Harry Osborn?
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4. In addition to being a vapid pretty boy,
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5. he's the heir of a big business tycoon.
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6. You are the man selling weapons?
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7. These people,
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8. this situation, it's all beneath me.
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9. My name should be held in higher regard
than Stark, Banner, Osborn!
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10. I almost got jumped out there.
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11. Her name's Carmilla Black.
She's lieutenant for the local riffraff.
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12. You wanna protect your family?
Without us pushing back,
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13. Gargan and Carmilla would be
knockin' on their front door.
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14. Big mistake, kid.
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15. We should call you "Tombstone."
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16. Kinda like it.
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17. - Nico! I hope it's cool I invited Harry.
- Nice to meet you, Nico.
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18. After the Armistice,
negotiations were held to draft
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19. the Treaty of Versailles.
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20. It was signed on—
And remember this date, people.
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21. - It'll be on the test.
- Nico. Hey! Nico.
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22. I know you aren't
paying attention but June 28th, 1919.
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23. - Can you get Nico for me?
- What? No.
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24. That was the end
of World War I.
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25. - Please. It's important.
- Dude, leave me alone.
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26. - I don't even know you.
- Oh.
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27. Well, hi. I'm Peter.
It's nice to meet you. Now, do—
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28. Hi. Is my teaching getting in the way
of your conversation?
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29. You two can both see me after class.
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30. Peter, I know you're doing
well in this class,
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31. but that doesn't mean you can goof off
and distract the other students.
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32. I'm really sorry, Ms. Anand.
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33. Just focus up. I'd hate to see
another student placed on probation
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34. after, well— You probably already know.
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35. Yeah.
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36. What do I already know?
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37. I hate
that I have to do this, but...
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38. I warned you, Lincoln.
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39. In spite of everything, this was gonna be
a season to remember.
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40. Ain't gonna to be the same
without you, kid. Put her there.
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41. So, you're just done with the team then?
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42. According to Coach, I am.
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43. That's all you're gonna say?
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44. You don't have to
explain yourself to him,
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45. but I think I'm owed something
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46. as someone you supposedly care about.
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47. Pearl, I do care about you.
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48. Then where have you even been, Lon?
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49. Skipping your games?
Not showing up for class?
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50. I... I don't understand.
What are you doing?
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51. Look, I had to make a decision
for my family. They come first.
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52. And they still need me.
This place... doesn't.
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53. Lonnie, please. Nothing's been the same
since I drove you home that day.
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54. There's more to this. Just talk to me!
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55. - Maybe I can help.
- No. You can't.
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56. I've always tried so hard to live up to
how everyone here sees me.
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57. It's a relief not to have to worry
about that anymore.
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58. Lonnie. School isn't over!
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59. Lonnie!
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60. - Are you mad at me?
- Of course not.
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61. Then why are you ignoring me in class?
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62. Because we have
a huge history test coming up,
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63. and I don't wanna fail it?
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64. - I guess that makes sense.
- You don't have to be paranoid, Pete.
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65. I'm always honest with you,
just like you are with me.
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66. Right. Well, then, honestly,
I feel guilty that I invited Harry along
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67. to see the movie with us
without talking to you first.
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68. I was worried you might have been upset.
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69. Oh, that? Nah. It's cool, Pete.
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70. I mean, a heads-up next time
would be nice, but no sweat.
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71. Okay. Great. Heads up,
I want all three of us to hang out again.
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72. Tonight. At my house.
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73. I don't know about that, Pete.
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74. I see enough of him online.
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75. This morning,
he made a sponsored post for luxury water.
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76. It's just water, but more expensive.
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77. Look, if you guys just spend
a little time together,
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78. I think you'll become super good friends.
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79. Oh, yeah? How'd you arrive
at that conclusion, Mr. Matchmaker?
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80. Uh, transitive property?
If Peter plus Nico equals friendship,
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81. and Peter plus Harry
also equals friendship,
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82. then, theoretically, Nico plus Harry
should equal friendship, too.
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83. Okay, okay. If it'll get you
to stop doing algebra with our names,
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84. I'll come over tonight.
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85. Awesome! Because Nico plus Peter
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86. always equals a good time!
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87. I'm serious! Nico plus math equals
a homicidal rampage!
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88. No Lincoln again, huh?
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89. All right.
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90. Well, you need a partner, Parker.
Join up with Pearl and Emma.
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91. Hey!
Guess we're a team now. This'll be fun.
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92. Do you know what's going on
with Lonnie, though?
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93. Who knows? One week, it's all going great,
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94. and the next, he can't be bothered
to tell me what's really going on.
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95. Forget that. Forget him!
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96. - Uh...
- Let's just do our lab work, Peter.
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97. Who are you?
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98. - Today, Secretary of State—
- Lonnie? What a surprise.
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99. - What, you catch an early train?
- Uh...
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100. Yeah. Made good time.
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101. - Oh, no practice?
- Canceled.
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102. All right. Well, kick your shoes off
before you come in the kitchen.
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103. Just did the floors.
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104. Bull. I'm supposed to be
the screw-up, not you.
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105. You think I like lying to them, Dre?
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106. It's not like I can explain
I twisted my life up for the One Tenth.
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107. - All to save me?
- Yeah. Try bein' a little more grateful.
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108. Man, it was the wrong call!
I've always had less to lose than you.
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109. That's why I started rolling
with those guys in the first place.
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110. Look, I just wanted a place
to feel useful.
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111. Where people didn't know me
as your little brother!
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112. But you went and took that, too, huh?
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113. - Leave it, Dre. What's done is done.
- But, it's not done, Lonnie.
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114. You can't hide what you're doing forever.
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115. You think Mom and Dad won't
ask questions at graduation,
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116. ready to take pictures
and you're not there?
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117. - Where you goin' now?
- Anywhere you're not!
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118. Tonight sounds awesome, Peter.
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119. Are you sure I'm not gonna be
a third wheel to you and Nico, though?
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120. No. Definitely not!
Why would you think that?
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121. Because, last time we all hung out,
I felt like a third wheel.
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122. Look, I know it's hard to, like,
play catch-up
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123. and force being friends with each other,
but don't worry.
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124. I'll be there to make sure
everyone's gellin', vibin', havin' fun.
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125. Not too much fun.
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126. I need my son back in one piece.
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127. Wow. Mr. Osborn,
you look like a secret agent. Pew, pew.
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128. Mm-hmm. Yeah. Not bad, Dad.
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129. Just dressing the part
for a charity dinner.
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130. I guess we're all taking the night off.
Deservedly so. Enjoy, boys.
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131. Let me grab my bag from Pops' office,
and then we can head out too, dude.
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132. Jeanne?
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133. You're not supposed to be up here.
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134. - Then why are you here?
- I'm, uh, friends with Mr. Osborn's son.
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135. He gave me special access, but otherwise,
no one's supposed to be on this floor.
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136. Hmm.
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137. Guess I did not realize that.
Catch ya later, skeeter.
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138. All right. You ready?
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139. Ah! Hope you guys are hungry.
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140. I found the guac
in the back of the fridge,
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141. - so just, you know, beware.
- Got it.
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142. Now, I set up Ben's old VCR
and organized his movies for you guys.
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143. And, just so you know,
I put all the R-rated stuff
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144. that you definitely should not watch
right on top.
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145. - You're the best, May.
- You are not so bad yourself.
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146. Be safe, kiddo. And do not wait up for me.
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147. - Mm.
- So, how's everything tasting?
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148. Mm! Hey, hey! What kinda caviar is this?
It's so sweet and chewy.
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149. - They're raisins, dude.
- Oh, for real?
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150. I've never had 'em. They're bomb!
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151. You've never had a raisin?
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152. Nah. I definitely need
this recipe, though.
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153. Your mom's an awesome chef.
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154. She's pretty great.
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155. But, uh, May's actually my aunt.
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156. My mom passed away a while back.
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157. Oh. I'm sorry, I shouldn't have assumed.
Hey, my mom's not around anymore, either.
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158. Hmm.
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159. You know,
Nico actually lives with a foster family.
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160. So, that means we all...
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161. Huh? Huh?
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162. Not exactly a killer icebreaker, Pete.
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163. Okay. Okay. New idea.
I have something perfect.
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164. - Let's watch an old movie.
- Yo! Are those VHS tapes?
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165. - Totally vintage.
- That's insane. Let me see.
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166. - Oh, this looks great.
- So does this.
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167. - Oh, uh... Let's, uh... Let's watch yours.
- Oh, no, no! Yours. I, uh... insist.
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168. No. Mine might be too scary.
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169. So, uh, your pick it is.
You don't need to be nice.
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170. Oh. I'm not being nice.
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171. I just feel like
the movie you picked is superior,
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172. - even though I haven't seen it.
- That doesn't make sense.
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173. It does.
You look like a movie pro.
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174. You look like
you walked out of Sundance.
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175. Wait. Was that a compliment or—
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176. Guys, it's cool. Nico wants a slasher,
and, Harry, you want an action movie.
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177. That's no problem because we got Predator.
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178. - Nice!
- Cool.
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179. Uh...
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180. Ah! What happened?
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181. I think it tried to bite you!
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182. Yo, Peter, you're gonna need
to explain how to...
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183. Everything okay, Pete?
You seem distracted.
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184. No! This? I... I don't care about this.
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185. Tonight, I'm hanging with you guys.
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186. Lagos will never be
the same after the tragic loss of life
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187. we all witnessed during
the Avengers' actions there.
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188. But the road to recovery starts here.
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189. Which is why I want to personally thank
some of our top donors
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190. to the disaster relief effort.
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191. Mr. Norman Osborn, Oscorp.
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192. Mrs. Eleanor Bishop, Bishop Security.
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193. Oliver Kingsworth, Kingsworth...
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194. - Good to see you.
- Excellent.
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195. - Secretary Ross.
- Mr. Osborn. Enjoying the party?
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196. Of course.
The bacon-wrapped dates were well worth
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197. the $100,000 check I cut for the cause.
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198. Pretty soon, organizations
like this won't have to rely on you
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199. to bankroll clean-up anymore.
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200. The unstable status quo will be
greatly tempered,
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201. now that the Sokovia Accords
are in effect.
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202. I'm sure. Although we both know
not everyone has fallen in line
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203. with the Accords.
How is the search for Steve Rogers going?
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204. That's classified, of course.
A bit above your substantial pay grade.
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205. Well, rest assured, Mr. Secretary,
you can add Oscorp
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206. to the chorus of support.
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207. Anything you need,
we graciously offer our services.
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208. Whether that be in the form
of government contracts
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209. or assisting you
in bringing in any rogue Avengers
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210. that are in violation of the Accords.
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211. And, in the interest of transparency,
you should know
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212. we have recently been deploying
a superhuman asset
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213. - of our own here in New York.
- Is that so?
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214. Spider-Man.
Obviously, I am more than happy
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215. to cooperate with registration,
but what I provide must remain classified.
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216. - Proprietary secrets.
- Oh, we can keep this quiet.
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217. As long as you're willing to sign
on behalf of this John Gallo.
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218. I'm glad we could come
to an understanding.
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219. I have big ways
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220. to expand on this project.
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221. Ways for Oscorp to provide cutting-edge
security solutions worldwide.
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222. You might wanna start
with security solutions
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223. for your own building.
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224. I'll look into that.
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225. You have to roll doubles
to get out of jail, Harry.
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226. Whoa, whoa, whoa, I thought I had
a "Get Out of Jail Free" card.
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227. No. You traded it to me
for my pink trivia wedge.
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228. Right. Well, I'll trade it back
for your battleship I sunk.
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229. Peter can't trade again until he's
out of the chocolate swamp, remember?
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230. Told you guys it'd be fun
to try to play every game at once.
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231. I was winning! I think.
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232. What? I never agreed
to turnin' my phone off.
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233. That was a you thing, Peter.
'Sup? You got Harry.
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234. Harry, put Peter on the phone.
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235. Oh. Hi, Dad. It's for you.
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236. Mr. Osborn. Is everything okay?
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237. There's been a breach reported
on the crown floor at Oscorp Tower,
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238. and the on-site security
is not responding.
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239. I need you to suit up and investigate.
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240. But I thought you said
this was like a night off.
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241. - 'Cause we kinda just started to—
- Peter, this'll be quick.
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242. I just need you to ensure
Oscorp is not compromised.
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243. I wouldn't ask if it wasn't important.
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244. - Right. Okay.
- Much appreciated.
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245. I'll circle back soon.
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246. Uh, sorry, he was asking my opinion
on some Oscorp stuff.
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247. Must've been big
to need an answer so fast.
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248. Oh, yeah. I mean, he... he was gonna...
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249. change the name of the company.
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250. He was like, "What do you think? OsMart?"
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251. And I was like, "No. You know,
you should stick with Oscorp."
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252. Wow. He must have gotten hammered
at that charity dinner.
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253. All right.
Well, uh, let's rewind the movie.
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254. I totally lost track of what was going on.
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255. Actually, while I was back there,
I saw we were out of soda,
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256. so I'm gonna just run really quick
and buy some at the corner store.
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257. I'll come with you.
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258. Uh, that's okay! Just, no, relax.
Sit tight.
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259. Watch the apartment, and make sure
no one robs us, please.
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260. Hmm? Hmm.
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261. - Whoa!
- Oh, you good?
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262. Yeah.
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263. What is he doing?
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264. Out cold.
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265. Come on, man.
You gotta hang on.
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266. - Please.
- Hmm.
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267. It's cold. It's cold.
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268. I promised you and your family
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269. I would get you home safe.
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270. - So... Uh...
- Hey, I wa—
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271. - Sorry. You go.
- That's okay.
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272. I didn't have anything after "so".
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273. Hmm.
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274. I wonder what's taking Pete so long.
I'll call him.
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275. Yo, are those Tarot?
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276. Huh? Yeah. I... You know what that is?
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277. Totally. I'm actually super
into that type of... spiritual stuff.
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278. - Really?
- Uh, yeah. Check it out!
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279. This is lapis lazuli. Look.
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280. - I could give you a reading if you want?
- Dude, let's do it! Read me!
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281. I see it. The light.
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282. Huh?
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283. Stop right... there?
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284. Don't mind me. I was just leaving.
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285. Aw, so soon? We were just getting
to know each other. Hang out for a while.
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286. Huh.
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287. - This stuff is sticky.
- Yeah. It's web.
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288. I'm a spider. It's kinda my thing.
Isn't that obvious?
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289. Not from my perspective.
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290. But I'll make
a mental note of it!
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291. - What? I guess you saw that coming.
- Eh. Not quite.
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292. Whoa, man! We're so high up.
This is incredible!
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293. Definitely top five super-battles for me.
What about you?
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294. I don't really keep track, kid.
But, yeah. It's pretty cool.
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295. You're... really good... at fighting.
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296. Thanks. You're not.
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297. Whatever!
I'm definitely getting better.
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298. And if I catch the actual devil...
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299. during a B and E...
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300. that's gotta make me, like,
the greatest crime fighter of all time.
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301. I can tell you're young.
You're trying to do the right thing.
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302. But this isn't it.
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303. Are you really lecturing me
on what's right and wrong
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304. when you're dressed like that?
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305. I'm trying to help you understand
what's really going on.
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306. Osborn is hiding something.
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307. Everyone's hiding something.
Including you.
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308. Or did you forget you're wearing a mask?
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309. Sweet dreams, kid.
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310. The Devil means you must contend
with the darker forces that hold you back.
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311. Cool, cool.
So, now I flip the other card over
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312. and try to find the match, yeah?
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313. What? I... I thought you said
you were into this stuff?
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314. I am! But, like,
as fashion accessories.
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315. I don't actually believe in it.
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316. Forget it.
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317. Uh...
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318. Look, sorry, Nico. I really appreciate
you giving me a chance here.
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319. I don't make a lot of friends, okay?
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320. It's lucky I even met Peter.
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321. Yeah. Pete's great.
That's why we're best friends.
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322. Yeah. I know! And I think that's awesome,
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323. because Peter's so awesome.
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324. So, like, you two probably have
an awesome friendship.
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325. Absolutely, we do.
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326. And I'm not trying to come between that.
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327. Don't worry. You can't.
Pete and I have each other's backs.
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328. Been like that since day one.
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329. Yeah. I can totally tell.
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330. We're a dynamic duo, you know?
We tell each other everything.
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331. Everything?
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332. Even, you know...
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333. Know what?
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334. Peter's secret?
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335. His secret? Yeah. All of them.
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336. - You'll have to be more specific.
- Peter's a...
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337. Gallo,
put Spider-Man on the phone.
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338. - Give me a sitrep.
- Okay. What's a sitrep?
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339. - Tell me what happened.
- Oh, right. Well, it was a break-in.
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340. There was this guy dressed like a devil,
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341. and he said you were hiding something.
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342. Stay there.
We'll talk this out in person.
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343. Wait. Mr. Osborn, I can't.
Nico and Harry are waiting for—
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344. I'm pulling into the garage now.
Just wait. I'll be up shortly.
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345. And I'll explain everything.
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346. I know what the thief
must have been after.
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347. I've been doing research
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348. into the devices you encountered
on those criminals.
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349. You have? Uh, since when?
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350. Since I first saw them and had a suspicion
about where they came from.
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351. - Otto Octavius.
- Who's that?
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352. A gifted scientist. Not unlike you, Peter.
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353. He's a mind with unlimited potential,
and unlimited vision as well.
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354. I brought Otto into the fold
at Oscorp years ago
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355. because I believed in him. In his ideas.
He was great for the company.
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356. Well, if he's so great,
why is he turning every crook
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357. in New York City into walking weapons?
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358. Because he could never
quite get over himself.
Copy !req
359. Otto hated sharing recognition with me
for what we accomplished at Oscorp.
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360. After everything we'd been through,
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361. he stole the projects
we worked on together
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362. and took them underground.
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363. This is a modular smart alloy
we were developing
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364. to protect U.S. soldiers.
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365. You encountered it being used
in that young woman's arm blades
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366. at that jewelry heist.
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367. This could've been revolutionary.
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368. And he's just repurposing it
and giving it away?
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369. It's shameful what he's been reduced to.
All because of his own arrogance.
Copy !req
370. Because he couldn't stop believing
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371. that the world owed him something
for his brilliance.
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372. Money, fame, respect.
Even if he got all three,
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373. I don't think he'd be happy.
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374. If we stop Octavius,
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375. we stop his designs
from getting into the wrong hands.
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376. I wish I'd known this sooner.
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377. I couldn't pin the blame on Otto
until I knew for sure it was him.
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378. But now that he's sent that devil
to try to dig into my files on him,
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379. there's no question.
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380. Well, are you sure
they're workin' together?
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381. 'Cause the guy I fought tonight
wasn't like the others.
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382. He was trained and smart.
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383. And he didn't rely
on some gimmicky piece of tech.
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384. Sounds like a professional.
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385. Otto hired someone reliable for this job,
because he knows he's in trouble.
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386. The truth is,
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387. because his Octavius Tech is modified
from old Oscorp designs,
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388. I think we can track him down through it.
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389. - Really?
- It'll take time,
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390. and we'll have to figure out
what type of power he's using
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391. to get this gear operational.
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392. But, yes. Really.
Otto knows I'm coming for him.
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393. And he's too scared to face an old friend.
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394. Oh, crap, my friends!
I have to get back. Bye, Mr. Osborn!
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395. Hey! The bodega was out of soda,
but I got ice.
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396. No soda? Bummer.
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397. Are you sure Spider-Man can't
get us some, Pete?
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398. He's in there, right? Ha-ha.
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399. I've—
What are you talking about?
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400. Harry was trying to tell me that you're—
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401. Uh...
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402. Okay. Nico, I...
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403. I... I gotta go.
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404. I thought she knew!
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405. Carmilla hasn't made
any more moves against us.
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406. She was probably just trying
to freak you out.
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407. If you're worried, you can stay
the night here. We'll keep you safe.
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408. Yeah. Thanks, Don.
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409. The plan worked.
He led me right to their hideout.
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410. - I've got eyes on 'em.
- Good work.
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411. Mr. Gargan,
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412. let me just say, you're gorgeous!
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