- I'm leaving town. - I'll be damned.
It's Cat, isn't it?
I'm really happy for you.
I know about Winston.
I know you set him up,
and I know you did it for her.
I didn't tell the boss 'cause
he would've killed the both of you.
Every four years, I decide who sits in that chair.
You just move on to the next guy and expect me to go quietly?
My mutation is aging me
at a dog's clip.
Dr. Faber is
my last chance to survive.
- Where am I? - My private laboratory.
This will all be a lot easier
if you calm down and let me do my work.
I believe that whatever process that allowed
the mutation to stabilize within your body
can be retrofitted
to fully cure the other mutations.
Oh!
She's quite beautiful,
the one who told me how to find you.
Cat.
I'm curious to know if there are others like them.
- My God. - These men was our comrades.
Nothing here for us.
Would you want to be cured?
The Spider was never a hero.
I only did it for the thrill.
Maybe you weren't then,
but there's still time for you to become one.
- Flint, please. - Stay away!
What's left for us here?
Ruby's gone, Flint's past helping.
We're chasing ghosts.
But you and I could have something.
If I tell you...
do you promise you won't hurt him?
I need a drink.
Lo, the irony.
A man controls the flow of alcohol for a city of seven million souls
and yet, my throat is as dry as a camel's hole in a sandstorm.
What happened at the lab?
Find anything interesting?
Yeah.
A lot of dead soldiers.
Some of them old friends.
The good doctor was making freaks in her basement.
Goddamn abomination, if you ask me.
That's all?
She had nothing but a bunch of meat in big jars,
so we burnt the place down.
You burned the place down?
To the goddamn ground.
What do you care?
You're right.
Why would I care about a mad scientist killing veterans?
I'm just a pretty girl who likes to sing and dance.
Well, I often wish you were.
No, you don't. You'd have been bored of me after six months.
Another round?
Does the king ride his sister?
What's the point?
You drink the best whiskey, drive the best car,
own the best club.
What are you fighting for?
The fighting is the point.
It's what gives the whiskey its taste.
Gives the club its danger.
If anything, I owe the mayor a debt of gratitude.
I'll be sure to send flowers to his grave when I bury the bastard.
But you boys have work to do.
With the doctor out of the picture,
we know the score. It's the three of you
to the mayor's one.
So go forth and maraud.
Make some mischief and mayhem.
Raid the mayor's piggy bank.
Buy voters for Hudson.
It's time to show that prick of a politician who's really in charge.
You love it, you know you do.
Dah, dah, dah, dah...
You see, now, this... this is a nice establishment.
Oh, no. Oh, no, it's the boys in blue.
Oh, no.
Hey, you seeing this shit?
Now, folks,
usually I would apologize
for such a disturbance,
but this is most likely the greatest day
of your pathetic and miserable little lives.
What? No applause?
Mm.
Are you the one in charge?
Anybody home?
Mr. Noble is the head of this office,
but I can help you with whatever you need.
Mm.
I'm sure you can, honey.
- Hey. - Hey, relax.
We're just getting into character.
- Ain't that right... - Alice.
- And you don't scare me.
Well, I should.
- Back off. - Oh.
Okay, Alice.
Now, if you wouldn't mind showing us where the mayor keeps all his dough,
that would be much appreciated.
God, I want some free time, fellas. Let's go.
Hey, Alice, you know the deal.
Nobody's supposed to be back...
Don't blame Alice. This was our idea.
Oh, lookee, lookee.
You don't mind if we take some of these things, do you?
No? Good.
We're gonna spread the wealth to the people of New York.
Hey, Dirk. Let's go to work.
Oh, and, um, when you see him,
tell our illustrious friend Morris...
tell him Silvermane sends his regards.
Thank you very much.
Bye-bye.
Are you scared?
Yes, you are.
Come in.
You took my boss and my business.
What'd you forget?
I'm just messing around.
I'm happy for both of you. Genuinely.
- What's wrong? - Have you seen him?
What do you... what do you mean? He's meant to be with you.
- He never showed. - What?
It's been days.
And you're only just now looking for him?
Well, I don't know how it is with you,
but when men stand me up, I don't usually go...
Oh, God, uh, yeah. Say less.
You want a drink?
There's probably a bottle still floating around somewhere.
No, thank you.
When was the last time you heard from him?
Uh, Saturday afternoon.
He showed up with an envelope full of cash.
- That's... - What?
It's just, uh...
Ben's not exactly loose with his money.
Are you saying he's frugal?
I'm saying it's not like him to dump a fistful of cash on my lap
unless he really thought it through.
Well, men get cold feet.
No.
No, you wouldn't be here if that's what you thought was going on.
You're too proud for that.
So, who is it?
Silvermane?
Morris?
The doctor? Stop me anytime if I'm getting warm.
Your hand's on the stove, but I don't know any more than that.
The Daily Bugle, please.
Robbie Robertson.
And he didn't call or leave word in any way, shape or form?
Yes, tell him Janet called. He'll know how to reach me.
Okay, thanks.
Listen, he's like a cat...
If you hear anything, you can reach me at The Alcove.
Okay.
- Thank you. - Sure.
Damn it, Ben, where are you?
Daily Bugle, please.
You know anything about spider muscles, Eamon?
No.
Eh, that's because they don't have any.
They're on a hydraulic system,
shooting fluid to move their legs, as it were.
Their appendages are rather like straws.
Veritable party whistles!
But she didn't love me.
That's okay.
Nobody has to love anybody.
But to go behind my back like that?
With the doctor. What the hell was that?
I mean, that's worse than a betrayal,
That's adding insult to injury.
Mm.
But Eamon, I digress,
because right here in the palm of my hand,
I hold the antidote...
to all of my problems.
Yeah, well, you ain't the first one to figure that one out, pal.
It's kind of how we stay in business.
Keep 'em coming, Eamon.
There you go.
They're using my campaign money to fund my goddamn opponent.
Please, help-help me to understand
how a thing like this can happen.
I mean, it-it could be something, anything,
a-anything that enlightens me as to how it is
that you're letting Silvermane run roughshod all over my city.
You mean, other than the fact that he's got three guys on his side
that can't be subdued by ordinary means?
Two of my cops tried and got electrocuted.
Does that enlighten you, Mayor?
Fine. You know what?
It's done, that's in the past.
But what I want to know is what you plan on doing about it now.
You're the goddamn chief of police.
And if you can't fix this, I will find someone who can.
Frankly, Mayor,
I don't think you're gonna be in the position much longer
to do anything about it.
Are you threatening me?
Take it however you like.
But without The Spider...
you're a three-legged horse running in quicksand.
If he's such a good friend of yours,
now's the time to ring him up.
Come on, come on.
Oh!
- That was intense. - That was wild.
- How much did we get? - At least a hundred. Maybe two.
Look at this.
Should I even ask?
- Nope. - Ah, you should've seen it, Eamon.
Two of them supers were standing on the corner,
throwing them in the air.
"Vote for Hudson," they're shouting.
"Vote for Hudson." Fella, you keep chucking bills in the air,
I'm gonna vote for the devil himself.
They ripped off Morris's campaign war chest,
and not a cop in sight.
- What about The Spider? - The Spider?
Yeah, right.
Let's not hold our breath for that one.
What the hell is that supposed to mean?
I mean, have you seen him?
He looks like my mom after ten loads of laundry.
I don't know what he's been up to
for the past half a decade, but the years
haven't been good to him, I'll tell you that much.
Eh, he wasn't that great to begin with.
Well, I didn't miss him.
He probably just came back to, uh, you know,
get his picture in the papers again.
Yeah, he never missed a photo op, that's for sure.
That guy loves the spotlight more than Morris.
He may have missed the spotlight, but he didn't miss a meal.
Maybe, maybe, maybe, maybe The Spider is a guy like anyone else.
You ever think about that?
You ever wonder what his problems were?
He's swinging around burning buildings, saving people,
do you ever think he feels the heat?
Or gets sad?
Or tired?
Or lonely?
Geez, Eamon, where the hell'd you find this guy?
Oh, woe is me,
I'm The Spider, life is so hard.
Oh, look at me in my little mask.
Hey, Mommy, I'm a big boy Spider...
Hey, you're-you're The Spider.
You like that, huh?
- Huh?
Hey! Hey!
Oh, yes, they... yes, pummeling it.
You've got to wonder if they left something in the tank for today.
- Web! Web!
- Web! Web! Web! Web! Web!
Ha! Ha-cha-cha!
Did you see that?
They kicked him and they K'd him.
Come on... oh!
That one's on the house, pal.
To the victor go the spoils, right?
Amazing.
Oh, shit.
What the hell are you doing?
Janet's got me looking all over the city for you.
I'm drinking. What's it look like?
Come on, let's go. You shouldn't be in here like this.
Well, you don't want The Spider here,
they don't want The Spider, and guess what?
I don't want The Spider anywhere.
But do you know what? I can remedy that.
What is that?
It's a little concoction Faber cooked up.
Turns supers into run-of-the-mill schmucks.
Like these clowns.
- What the hell are you doing? - Curing myself.
- Oh, the hell you are. - Hey!
- Give it back. - No.
Give it back, Robbie, now.
No.
And I know that even in the state that you're in,
if you felt right about drinking this,
you would have taken it from me and finished it by now.
All right. All right, all right, all right, all right.
Let's go.
And so, the Lady Judas
betrayed me.
Aw, that's a tough one, man. I'm sorry.
What about everyone else?
What everyone else?
The rest of New York.
You fell for a woman and she didn't fall back.
Not sure why that means that the whole city
should lose the one guy who can help them.
Why should I care?
I risked my life for them for years, and...
the second I don't do exactly what they say,
they hate me for it.
I never hated you for it.
When you quit, I lost everything.
And I never asked you to come back.
'Cause, see, you were my friend, and I understood
the price you were paying to be a hero.
Maybe I had it all wrong. Maybe...
you did it to be praised.
Some hero. I am so impressed.
I-I d... I didn't do it to be a hero.
I did it because, at the time,
it made me feel good, but it doesn't anymore, okay?
Well, then, maybe you should think about why it made you feel good.
And then answer this question:
will you sleep better if you take the antidote after having done nothing
or if you take it after you've helped cure Lonnie and Flint?
You see, those men are soldiers, just like you.
Men who are suffering just like you.
But unlike you, those men are gonna die.
So, what makes you deserve this antidote any more than they do?
And what makes your life more important than those assholes at the bar?
There's a blood feud going on between Silvermane and Morris.
People are gonna die.
But I guess they're not worth saving
because they don't make you feel good anymore.
So, if you're gonna take this just to be the same Ben
you've been for the past five years, then I'll be honest...
I don't really want to be around for that.
Oh, come on.
You've been in a hole ever since Ruby died,
and you've never stopped digging.
This is your chance to put that shovel down.
You couldn't save Ruby because you didn't know.
This time, you have a choice.
You just have to make it.
Here we go.
Oh, my God, where have you been?
- He's drunk. - And looks like shit.
I know.
Wait.
Are you yellow?
What do you mean, "yellow"? You mean like a, like a coward?
No, like a banana. What the hell happened to him?
Well you see, Janet...
first, Cat double-crossed me,
then an old man named Ogden drugged me
and took me to see Dr. Faber, who sliced me open and cut up my guts.
Oh, and the old man
was actually Faber's son, but she cured him.
M-Made him young again.
Then Silvermane and his goons turned up,
I escaped, they torched the laboratory
and I got plastered.
And you beat up some guys in a bar.
And I beat up
some guys in a bar.
Why did Faber kidnap Ben?
Uh, because I'm The Spider.
Oopsie-poopsie, I shouldn't have told you that.
You already did tell me that.
¡Ay, hijo de tu madre!
I'm The Spider, Janet.
I Spider.
The Spider's busy, Janet.
Can't you see that The Spider is busy?
Okay.
You knew?
And you knew that she knew?
What, you're gonna get mad about us keeping secrets?
Well, maybe you should've told me that.
I figured you'd worry less
if you didn't know I knew.
Plus, it's not like you've been very Spidery lately.
What's that for?
You were wearing this the first time I saw you.
Can't believe you remember that.
I remember a lot of things.
Well, do you remember how shy you were at first?
How it took you a year just to say hello to me?
Oh, I wasn't shy.
I was scared.
There wasn't a single German in the war who scared me as much as you did.
- That's ridiculous. - No, it's the truth.
Before you, I didn't think women like you even existed.
Tell me more.
Ah...
I don't know.
You know, beautiful women, you see them around.
Smart women, too. Tough ones.
Talented ones.
Classy, sexy, funny.
Confident.
Determined.
But all of it all at once? It...
I didn't think that would ever happen.
And then there you were.
And then, for you to pick me out of all the men in the world...
for you to see something in me that I couldn't even see in myself, I...
And do you know why I let you in?
I don't know.
Because...
anyone could see the good in me.
But you knew I could also be mean,
and angry and cold.
You loved me at my worst,
and you pushed me to be better.
I love you.
Why can't you get that through your head?
Don't you get it?
I do believe you.
But there's no coming back from this.
You can't touch the Sun and then come back down to Earth again.
This life, uh...
it's got no taste now.
It's got no feel.
- Without you... - But I'm right here.
I'm standing right in front of you.
And I'm long gone.
We went to the doctor's lab.
We saw the truth.
There's no way out. There was never gonna be a way out.
You don't know that.
- Listen, you... - Stop.
I don't care if I die.
- No... - That's not what hurt me.
What hurt me is that you couldn't even wait
for the dirt to hit my casket before you went off with that private dick.
You took him to the old theater.
Where I saw you for the very first time.
Wearing this very dress.
Yeah.
I ain't gonna tell Silvermane.
But he's smart.
He's gonna find out what you did eventually.
And I can't protect you when I'm dead.
I'll have to stick them all.
Once they're free and clear, it'll be my turn.
Well, that's a plan.
Yeah, a terrible plan.
Thanks for the confidence. I think it's a great plan.
Well, what do you want us to say?
Nothing. I just want you to know that this is the end of the story.
No more sick veterans,
no more suffering...
no more Spider.
You've thought this over?
For a long time.
You're a good man, Ben Reilly.
- Ha. - You are.
Look at you, you're helping people again.
That's not why I'm doing it.
Then why are you?
Because with no power
comes no responsibility.
Ladies and gentlemen,
we have more breaking news to report.
We have just learned that the Silvermane gang is still at it,
this time in Harlem, where they've been seen pillaging
a police warehouse, stealing back all the confiscated hooch
from Morris's big sting operation,
and the cops are standing around doing nothing.
Who's in charge of the city, Mr. Morris?
Harlem.
Say, do me a favor.
Just let me talk to him before you swoop in and make it a fight.
You think I want to fight? Look at me. Wrong.
Take a bottle on your way out, and vote for Hudson.
- Vote for Hudson. - From Silvermane.
Vote for Hudson.
Hey, vote for Hudson.
- Okay, sure. - Vote for Hudson.
Thanks, man.
- Hi. - You're welcome.
- From Silvermane. - Oh, what, are you a child?
Take it. Take it.
Go. Go, yeah.
Just get out of here.
Lonnie.
- I just want to talk. - Save your breath.
I've picked my side. This is how it is now.
But why?
What are you getting from all this?
A soft bed, hot meals.
More than I've had in a long time.
And since I ain't got much of that left,
I'm gonna enjoy whatever it is I do have.
Come on, Lonnie.
Come on, man, I know you better than this, brother.
- This ain't... - Back off!
Whatever your angle is,
I...
Lonnie, Robbie's just trying to help you.
I'm trying to help you, too.
This doesn't have to be a fight.
Well, it's gonna be.
Okay, not the response I was looking for.
You trying to hurt me?
You should know I live for the pain.
I eat it up.
Uh-oh.
Whoa!
You should've just let me be.
Hey. Hey.
Reilly? Hey.
Where am I?
Are you seeing this?
You're not so tough now, are you?
Oh, no, no. No, not now.
Come on, come on.
Get in.
- Stop them! Don't let them get out! - Come on. Let's go, let's go,
let's go, let's go.
Hey!
My car!
Want to know why I'm helping you out?
Mm-hmm.
I owed you one.
Now we're even.
What about him?
We don't have time to get into all that.
We got to ditch the car and get him somewhere safe.
We'll take him back to my place.
Shouldn't we get him a doctor?
Or a priest?
Nah.
He just needs to rest.
Oh, no, are we still fighting?
Nah. We're good.
What-what's happening?
We are at my place.
You need to rest.
I-I can't.
I need to rest.
Who is he?
He's just a guy.
Why'd he do it?
Why'd he risk his life trying to help me?
He was trying to save me.
I almost killed him.
Because, despite what he wants everyone to believe...
he's a good person.
- The hell is that? - I don't know.
But I know who's gonna want to know.
Son of a bitch.
Ah, shit.
Mr. Mayor?
The police chief is on his way.
He's got news.
Who cares?
So,
where you gonna go?
I don't know.
My mom's always wanted to see Niagara Falls.
Sounds as good a place as any.
- Mm-hmm. - You like maple syrup?
As much as the next guy.
Yeah...
So, listen, um,
- I wish I could do more... - I'm good.
Yes, you are.
We're good.
Everything you done for me...
not a lot of guys would've went through the trouble.
And everything you did to get your job back at the Bugle?
I hope they understand what you're worth.
This city needs men like you
just as much as it needs a guy like him.
Brother.
My man.
When?
A few hours ago.
Which one?
Lonnie Lincoln.
Is this true?
- We lost Lonnie? - That's right.
We seen it with our own four eyes.
How?
The Spider showed up out of nowhere.
- The Spider was there? - The Spider?
Lonnie was gonna kill him dead until that reporter jumped in
and jabbed him with something.
- Jabbed him with what? - Ah...
Have some goddamn specificity when you talk to me.
He stuck him with one of these.
Right in the eye.
Whatever it is, it brought the big fella down.
Had him on his hands and knees, sobbing like a baby.
Raze out the written troubles of the brain,
and with some sweet oblivious antidote...
cleanse the stuffed bosom
of that perilous stuff
which weighs upon the heart.
Looks like the good doctor wasn't so crazy after all.
So, Faber managed to give some of that stuff to The Spider.
Well, what are we gonna do, boss?
What are you thinking?
I'll tell you what we're gonna do.
We are gonna find The Spider.
- Get me Ben Reilly. - Get me Ben Reilly.