S01E17 "The Fearsome Four"

Characters: Peter Parker/Spider-Man; Aunt May; Marcus Grantby-Fox; Miles Morales; Gwen Stacy; Raymond Warren; Spencer Smythe; Flash Thompson; Dr. Otto Octavius; Shocker; The Scorpion; Harry Osborn; various human-animal hybrids;

Teaser
Daytime. Open on SPIDER-MAN fighting a gargantuan thug as burglar alarms shrilly ring. Spidey quickly defeats him and webs him to a lamppost. As he departs, he remarks to the man: "You're a big one, alright. Just not the big one I'm looking for." On the rooftops he reflects that it shouldn't be so hard to track down The Rhino: it's not like the beast-man is exactly subtle. But on the bright side, the chase is keeping him outdoors and giving him lots of exercise; as he swings off in answer to another alarm, he ruefully laments that it also gives him lots of chances to meet new people with exciting criminal hobbies. People are running from a shop as he dives inside it, where he finds another hulking figure. But his taunt dies on his lips as it turns on him with a snarl. It's not the Rhino, but it's another animal hybrid, this one with the head of a walrus.

Act I
A lengthy fight develops between Spider-Man and the walrus-man, with the creature slashing through any webs that Spidey lays down, and dodging in and out of any and all traps that he lays down for the creature. The fight climaxes in a street when the walrus-man is cut off by several black cars out of which leap half a dozen security men in suits and dark glasses; these same men drive off Spidey with pistol shots and even shoot at the police as they bundle tranquilized walrus-man into a truck. Spidey manages to get a tracker onto one of the cars, but is pulled back from pursuit and further investigation by a phone call from AUNT MAY, who asks if he's gotten distracted from his trip to the grocery store.

Dissolve to the motorcade of black cars, including the truck, driving up to a mansion. There a grief-stricken man—MARCUS GRANTBY-FOX—watches as the unconscious walrus-man is removed from the truck. Into a cell phone he says, "He's back. What do you want me to do now?"

At home, while unloading the groceries, Peter gets a phone call from MILES MORALES, who asks if he has seen the news coverage of the walrus-man; Peter goes into the living room to turn on the TV and watches the Daily Bugle report, and he and Miles agree that it looks like the same kind of incident as at their Halloween party and the dance where the Rhino appeared. The two boys agree to meet at the scene of the attack to look for evidence.

Dissolve to the scene of the walrus-man's capture, with Peter, Miles, and GWEN STACY looking around. It's a busy street, so the teens follow the hybrid's trail into some back alleys, where they retrieve some tissue samples. Their field gear is only sufficient to tell them that the tissues are similar to those of the Rhino and the man-wolves, so Gwen calls her uncle and leaves a voicemail when he doesn't pick up, then suggests that they're likely to run into him anyway that night. When Peter asks why that is, he gets a look from both Gwen and Miles: Horizon's football team will be playing Midtown's that night, and isn't he planning on going?

In his classroom at Midtown High, RAYMOND WARREN admits a visitor: SPENCER SMYTHE, who reports that "the sedative" is working; Warren retorts that of course it is. Smythe asks if they are really going to give Grantby-Fox the antidote; Warren, as he hands Smythe a vial, retorts that it's poor business practice to double-cross one's customers. "But," he adds, "be sure to collect the payment before handing over the goods." Phone messages are playing as they talk, and Gwen's voice comes on, asking to meet her uncle to talk about the tissue samples she and her friends found. Smythe worries aloud that investigators might be on their trail; Warren tells him that he will arrange for a diversion.

In the stands of a football stadium, Peter, Gwen, Miles and MAX MODELL watch a high school game. Peter observes that he didn't know that Horizon even fielded any sports teams; when Miles teases him about always having his nose in a book, Peter says that when he was at Midtown he tried not to pay attention to sports, and he visibly winces when the crowd starts cheering Flash Thompson's name. Modell tells Peter he needs to get away from his studies, and chides him for "all work and no play." "Take me for example," Modell says. "I'm supposed to be doing final calculations for next week's rocket launch at Cordco, but here I am playing hooky. Hey, let's try starting a wave!" he adds, drawing askance glances.

The field lights go on; simultaneously, Peter's spider-sense starts tingling hard. He rises watch the field for signs of danger, and is surprised—with the rest of the crowd—when the Midtown cheerleaders start transforming into were-cats.

Act II
Both the crowd in the stands and the teams on the field panic, and there's a mad rush on the exits. Spider-Man appears, vaulting over their heads and onto the field to battle the transformed cheerleaders. He is getting the worst of it until FLASH THOMPSON rallies the football teams to help. (As they grapple with the transformed cheerleaders, there are various wisecracks about this not being the kind of fun anyone wants to have with a cheerleader.)

The battle ends in a victory, with the cheerleaders all webbed up, and with a discomfited Spider-Man exchanging expressions of gratitude with the admiring Flash. He is saved by calls from Gwen and Miles, who are up near the field lights. He swings up to talk to them. They point out that some of the lights are fakes added onto the array and are spraying the field with low-level gamma rays. This must be what set off the transformation, they conclude; but it means that the cheerleaders were already infected with some kind of toxin that was only awaiting a trigger. That must have also been how the walrus-person was transformed, and all three grimly conclude that the city might be full of walking time bombs just waiting for exposure to gamma rays before going off. There's no telling who set the gamma projectors up on the football field, but by examining them they might be able to figure out where they came from, which could lead to the perpetrator. Spider-Man says he'll take the investigation from there; Gwen says that she and Miles will collect their friend Peter, which causes Spidey to stammer awkwardly about seeing them later before he quickly swings away.

Dissolve to later that night: Spider-Man scampers over the roof of a darkened industrial facility and in through a window. He talks by phone to Miles as he explores, revealing that the facility belongs to a military contractor. In one of the storage bays he finds some crates; he cross-references the serial numbers with some numbers that Miles sends to him via the screen on his forearm gauntlet; when he finds a match, he rips the crates open, revealing them to be empty: "This is definitely where someone's been getting their gamma ray projectors," he tells Miles, then ducks away as a crew of security guards comes in. Miles asks if he's going to stop them when they pick up a very large crate; Spidey says it will be better to track the crate to its delivery point.

Act III
Night. A truck exits the contractor facility with Spider-Man clinging to the roof. He talks to Miles, telling him that the truck is carrying another projector, this one much larger than the ones they found at Midtown, suggesting it is meant to serve a much more sinister purpose.

When the truck arrives at its destination—another industrial facility—Spidey slips away and onto the roof to watch as the projector is unloaded. He is grimly surprised to see DR. OTTO OCTAVIUS taking delivery of it, and watches as Doc Ock and THE SCORPION carry it inside. He follows via an upstairs window, and watches in the work bay as the projector is uncrated and carried over to some half-assembled equipment. As Doc Ock begins to work on the projector, Spider-Man hits him and it with a web.

To Ock's vexed cry—"What are you up to, insect?"—Spidey retorts that he's there to stop Ock's crew from causing any more mutations. As Ock asks, "What are you talking about?" Spider-Man has to dodge incoming fire as both SHOCKER and The Scorpion attack him; Ock is more interested in protecting the projector from the battle. The fight seesaws until Spidey, feeling himself cornered, webs a control unit from Ock's hand and threatens to blast the neighborhood with gamma rays. "So what if you do?" Ock demands, and forcibly restrains his colleagues when they try charging Spider-Man again. Spidey tells the company what he thinks they already know, that someone is using gamma rays to set off mutations like those that created the Rhino, and that if anyone in the room has the mutation, he will set it off by turning on the gamma projector. Ock insists he has no idea what Spider-Man is talking about, but the argument is interrupted by the arrival of Grantby-Fox, who is in a military uniform, accompanied by Spencer Smythe. Grantby-Fox orders Spider-Man to return the control unit to Dr. Octavius, telling him that Octavius is working on a top-secret military contract; when Spidey asks about the missing gamma projectors, Grantby-Fox tells him that the government is aware of the thefts and is investigating, but that they have nothing to do with Octavius. Spider-Man hesitates, then returns the control unit. As Shocker charges him, he ducks out and escapes.

Inside the facility, Octavius physically hauls Spencer Smythe close, and angrily asks if he knows anything about the "stolen projectors" that Spider-Man was talking about; Smythe smoothly says that he doesn't. Octavius, suspicious, tells Smythe that he (Smythe) is a member of the League of Super-Scientists now, and that he can have no secrets from them; Smythe insists that he hasn't any secrets. Octavius: So how did you convince Grantby-Fox to turn over a gamma projector to them? Smythe: I told him what we wanted to do with it. Octavius looks dissatisfied, but releases Smythe, who leaves. He is caught at the door by a haggard Grantby-Fox, who only says "The antidote?" to him. Smythe slips him the vial he got earlier from the Jackal. "And this will cure my boy?" Grantby-Fox anxiously asks. Smythe assures him: "It's bad business to double-cross our customers."

Dissolve to Peter in his Horizon lab. Miles comes in, and to Peter's "Well?" he says that Gwen still won't believe that Octavius could be mixed up in it. "And you?" Peter asks. Miles shrugs and says that he never liked the doc, but making human-animal monster hybrids doesn't seem like his style; then he asks Peter's opinion. Peter, vexed, says he hopes it is Ock, because he doesn't want to think that there's another super-villain out there.

Close with The Jackal—the transformed Warren—hooting with delight as he scrolls through his phone: the screen shows a parade of faces. "The projector in place, a spy in Octavius's silly League ... and my choice of victim when the time is right." He stops scrolling when HARRY OSBORN'S face appears.

No commentary.

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