Marvel's Spider-Man

Web shooters.

Proportionate strength of a spider.

And it still takes me just as long to organize this place as anyone else.

Who knew science was so messy?

He shoots, he...

hits his teacher with a dirty rag.

Sorry, Max. It's quite all right, Peter.

I'm just happy to see you balancing out

your science work with a little athleticism.

I make room when I can. Speaking of which,

since Tony Stark took the V-252 back to the Avengers Compound,

do you want me to put its container in storage?

No, that's okay. It's really no bother.

In fact, we'll have more room for...

I said no, Peter. I, uh...

I like it there. Sort of reminds me of what could've been.

Oh. I get it. Sorry, Max.

No worries. In fact, why don't you head home?

You can come in early and finish up in the morning.

I can't. I promised Flash Thompson

- I'd tutor him before school tomorrow. - Flash Thompson?

The Midtown lad who won the Stark Expo?

Don't remind me. Flash got lucky.

And I'll have my work cut out for me if I'm going to teach him anything about science.

People can surprise you, Peter. You're a perfect example.

I never would've thought you'd agree to tutor the boy

who caused you so much grief at Midtown.

Well, he did something I didn't expect. He asked for my help.

See? He's off to a good start.

And he's quite the football star.

I'm looking forward to seeing him play this weekend.

Tell you what. Let's call it a night anyway.

I can straighten these things up on my own.

You sure? Thanks, Max.

Oh, yeah! Getting out

earlier than expected, and not a mugger in sight.

I might actually get a good night's sleep for a change.

Whoo-hoo-hoo... Ah!

Uh, hello, spider-sense?

Let me know the next time you're gonna take a vacation.

I don't like being caught off guard by...

Is that the black suit?

Is that my black suit?

And all this time, I thought black was slimming.

*Marvel's SPIDER MAN* Season 01 Episode 13

*Marvel's SPIDER MAN* Episode Title: "Venom"

So this is what it was like to fight me in this costume.

Well, a larger, more monstrous version of me

who's clearly taken the V-252 to a much darker place.

'Cause from that wet, gnarly grin,

I'd say the "V" stood for "Venom"!

Whoa! My spider-sense still isn't working!

Can it not sense the Symbiote?

Either way, looks like I need to rely on my other gifts.

I don't mean bowling!

Although...

I'm still going for the strike!

I know the V-252's securely at Avengers Tower.

So are you another one?

'Cause it seems unlikely it could've escaped, unless...

Unless it bonded with Tony before he could contain it.

Mr. Stark, is that you?

If it is, you should know you're really stretching out my suit.

Unless you're just looking to see who wore it best!

In which case,

let's just say I turned a lot of heads wearing that thing.

Not like Tony to put people in harm's way.

But I have to remember the suit

made me do a lot of things I didn't want to either.

Like throwing a bus!

Definitely wouldn't throw a bus!

That's right. You don't like that, do you?

Let's see what a cacophony of car alarms sounds like.

I was just showing off that I knew what "cacophony" meant.

And now he's gone.

Guess there's only one way of knowing if the Symbiote has taken over Tony Stark,

and that's for Spidey to ask him directly.

Tony! It's your old pal, Spidey.

Too friendly. Mr. Stark, Spider-Man.

Remember that V-252 you took?

It didn't, by chance, take over your mind, did it?

Too direct.

Mr. Stark, it's Spider-Man,

and depending on how you answer this question, you may need my help.

Oh-ho-ho, that's good! That's gooood.

Call Tony Stark.

Leave a message.

Uh, hi. This is Spider-Man with a message for Tony Stark.

Mr. Stark, depending on how you answer this question,

I may need your help.

You may need your help! My help!

Call me back, please.

Real smooth, Parker.

And monoammonium phosphate

is a compound that can separate the...

- Flash! - Huh? What? What? What?

You're the one who asked me here, remember?

Now, do you wanna learn about the exciting world of chemical compounds, or not?

To be honest, Parker, I could care less.

But my grades are down, and Mr. Salerno says

if I don't pass tomorrow's science exam,

I can't play in the big game this weekend.

So? I'm not the biggest sports fan, but... won't there be other games?

Are you kidding me?

This game is against our biggest rival, Truman High.

And I may not be much in the classroom,

but I am the king of the football field!

A nerd like you couldn't understand

the pressures of being a hero.

- A hero? Yeah, right. - Well, well, well!

If it isn't Flash-In-The-Pan Thompson!

Kevin Wyatt.

I forgot Truman High's quarter-hack has family in this neighborhood.

What do you want?

I wanna see you eat turf this weekend.

But rumor has it you won't be able to play

'cause your grades are no good.

Keep it up, and you won't be able to play

'cause your legs are no good!

Flash, getting in a fight isn't going to solve anything.

Better listen to your nerd buddy, Thompson.

Nicely played, Flash.

If you really wanna stick it to him, ace this test.

Then you can settle your argument on the field.

You really think I can pass, tiny tutor?

Is an amoeba a single-celled organism?

Huh? I don't know!

Still no word from Tony. That's not good.

'Cause if the Symbiote was looking for a host like its original,

Tony and I are both smart, we're both superheroes,

and we were both in close contact with the V-252.

- Peter. - Aah!

Didn't mean to startle you.

I just saw your... your door open.

That's all right.

You okay, Max? You look tired.

Oh, I've been working late most nights.

It's probably just catching up with me.

What are you busy with?

Well, I'm devising a way to track the V-252.

Why? We know exactly where it is.

Tony took it to Avengers Compound, remember?

Yeah, but Spider-Man told me he thought he saw it last night,

and I started to wonder.

What if the Symbiote bonded with Mr. Stark?

Hmm. That could be catastrophic.

Fortunately, I know for a fact

that Tony is off-planet with the Avengers on a secret mission.

Really?

That's a relief. I think.

What do you mean?

Well, that means it's not Tony. But it's still out there.

And Spider-Man says his spider-sense is useless against it.

Which is why I'm working on a way to track it.

Didn't you say once that the Symbiote gave off

a unique quantum oscillation of 35 gigahertz?

It was actually 38 gigahertz.

But... I really don't want you getting involved in this, Peter.

Promise me you'll leave the dangerous stuff to the superheroes.

You have my word.

Technically, I wasn't lying to Max,

since I am a superhero,

but I still don't feel good about it.

Fortunately, the data he gave me comes in handy.

There!

Instead of a GPS, I've made myself a VPS:

Venom Positioning System.

- Let's get started. - After you.

Venom Symbiote detected. Turn right on Broadway.

Yes! Once again, science gets the upper hand!

And with the sonic blaster attached to my glove,

that hand is gonna feel like a fist.

Swing left at 47th Street.

Okay, Venom.

Let's see how you feel when someone sneaks up on you undetected.

- Arriving at your destination. - Huh?

Oh, come on!

You ruined my surpri...

Everybody, get to safety!

And while you're at it, cover your ears!

He's neutralizing the sonic blasts with the lead in those manhole covers!

My sonic blaster!

Venom approaching.

Tell me something I don't know!

Phone, call Max's fax machine!

Dialing.

Thank goodness for dated technology.

Where'd he go?

Gone. And it looks like the VPS was damaged in the fight.

Based on that move with the manhole covers,

I wasn't wrong about Venom being somewhat smart.

But with Tony Stark off the suspect list,

who's another person that fits the bill?

Everyone at Horizon High has had access to the V-252.

Gwen, Anya...

Miles has powers similar to mine.

He doesn't quite match Venom's size.

Maybe Max can give me a list of all the people who worked on it.

Wait a minute. What about Max?

He's had the most exposure to it.