"Like all us students, Midtown High's crack team of educators and staff race to get out on Fridays." "All the mega-homework Dr. Dooms, the ever-grumpy Hulks, the too-eager-to-bolt Batrocs, all except Stan." "He's our janitor." "He always works late." "But tonight he is not alone." "Ultimate Spider-Man  02x19 (15)" " Stan By Me" " Want help lighting that, M.J.?" " Pete, as your lab partners, we should be cruising on your genius science skills, not covering because you miss every chem lab." "And sacrificing our Friday night to make them all up." "Uh, it builds character?" "So let me just get this lit and..." " Great job." " The power went out." "I wouldn't worry." "This is probably nothing." "Are your pulses pounding?" "Can you feel its eyes upon you?" "The dweller in the dark is watching." "Relax, Harry." "It's just Stan." "Don't relax." "A stealthy strangeness stalks these hallowed halls." "I've seen its shadow." "I've heard it in the walls at night." "Hmm." "Nick Fury had tons of security devices installed here," "But I can't let Stan find out" "Midtown High is actually SHIELD Town High." "I need a well-timed distraction." "Hey, guys." "Let's call it a night." "As if on cue, my distraction." "None other than acting Principal Coulson," "Agent of SHIELD." "Though M.J. and Harry don't know that." "No idea why the power's out, but it may not be back on tonight, so..." "Whoa!" "What was that?" " Hey!" " Were those scratches there before?" "Is this the kind of stuff you've been seeing?" "Yes." "But never let it be said that I use 15 words where one will do just fine." "I think Principal Coulson was about to tell us to go home, right?" "Principal Coulson!" "Principal Coulson!" "Are you okay?" "Hmm." "Great gosh a-molly." "A loafer." "Is that Coulson's?" "One shoe?" "Nobody leaves one shoe unless... unless..." "Unless something is..." "I have to say it." "Afoot." "Okay, I didn't have to say it." "A monster at Midtown High?" "This calls for heroes, not kids and a janitor." "But how suspicious will it look if I run off and Spidey shows up?" "Need a plan." "Ooh, got it." "M.J., Harry, you two go for help." "I'll stay here." " Stan, go find some..." " I'm not leaving." "I've been looking for a great story to launch the Midtown High journalism blog." "This could be top-of-page stuff." "The ceiling!" "And I'm... not leaving you guys here alone." "So how do I get into my costume, get my tech on, and get my team if these guys won't leave me alone?" " Why don't you go for help, Pete?" " Stan, you read my mind." "You sure you'll be safe here?" "Safe, kid?" "Hey, have you seen me wield this mop?" "Ah!" "Whoa." "Okay." "Seen it." "I'll send help fast." "Thank you, brand-new-clothes cocoon web." "Whoever invented you, moi, must be pretty sharp." "It's time to call the team for backup." "Help!" "Team!" "Help!" "Coulson!" "If this were any normal detention hall," "I'd say wrecked desks were no big deal." "But SHIELD modified this time-out room  to whoosh us heroes to the tri-carrier ata moment'snotice." "Hey, this doesn't look like something broke in." "This looks like something broke out." "What kind of monster could do this?" "Many odd denizens of the dark can be found creeping about in your school after hours." "Behold, the devilish Dragon Man." "The mysterious Man Wolf." "The lurid Lunch Lady." "Uh-oh." "I better sweep back over to my friends." "Now stay close." "Because even though equipment's gone missing from everywhere, the first hint of malevolent malcontent was a mysterious hissing in this room." "The help Pete went to go get is never gonna find us." "We should have stayed where we were." "Just ignore Harry, Stan." "He doesn't appreciate a good journalistic lead." "You said hissing?" "Something's behind me." "Aah!" "Greetings, study bugs." "Everyone okay?" "Spider-Man." "You're just in time." "Uh..." "Spider-Man?" "Oh, great." "You should give him a chance, Harry." "He's a hero." "He's just misunderstood." "Couldn't have said it better myself." "And how does Spider-Man just happen to be at Midtown High?" "At night?" "A scared, geeky kid was running down the street yelling," ""Monster!" "School!" "School!" "Monster!"" "Peter." "I need to get you guys out of here..." "Whatever it is, it's close." "Ugh!" "Face the mighty mop of Madripoor!" "How'd you get so good with a mop?" "I gotta be." "You seen the cafeteria?" "I'll take your word." "Boy, it looks like you've got yourself a handful." "Ugh." "Ew." "Yuck!" "Ugh." "Nasty with a capital "T."" "Looks like... reptile skin." "Which would be very bad if it was shed from who I think the shedder might be." "I need the team." "You need a watch repair shop too." "This is no watch." "It's the only way I have to contact them." "Make that "had."" "Anyway, get behind me and stick together." "This just got a whole lot more dangerous." "Hey, guys!" "Check this out." "What do you think did all this?" "I don't wanna say until I know for sure." "Wires ripped out." "That explains your power outage." "That must be where Principal Coulson was taken." " Do we follow?" " Follow we do." "Principal Coulson?" "Keep back!" "He's here!" "And I know who he is." "Ugh!" "Lizard." "I really have to start listening to my hunches sooner." "Long time no brutal sneak attack, Doc." "How've you been?" "Me?" "I've been great." "Just wishing you'd get cured and go back to being my pal, Doc Connors." "Mary Jane, if you're looking for a story, we are witness to the fight of a lifetime." "As... and I know only one word to describe him... the Amazing Spider-Man battling the loathsome Lizard in one of the most daringly dramatic dazzlers to date." "The very soul of the high school resting in his heroic hands." "Spidey puts the fix on his cold-blooded adversary." "But can Spider-Man withstand such sheer power, such Stark savagery?" "Have to say, I like Stan's style, and not having to say anything clever gives more time to get, you know, beat on." "Ooh!" "Aah!" "Aah!" "Doc!" "Please!" "Try to remember we're friends!" "Aah!" "Ugh!" "No!" "Stay back." "Aah!" "Help me!" "Harry!" "No!" "Another hostage in the hands of the man monster men call the Lizard." "Stan, you know this school inside and out." "Where would Lizard take Principal Coulson and Harry?" "Follow as I impart ingenious insights of a custodial character." "You're gonna regret not calling your team when you had the chance." "Aren't you worried you're putting your friends in danger?" "There's help, and then there's you two." "What is the Lizard doing here?" "Why is he taking hostages?" "He's not." "He's taking equipment." "Maybe he only wanted the tech panel and Harry just got in his way." "Smart." "You should be a reporter." "Lizard's taking tech all right." "Including my crushed communicator." "So I'm left to face his foul Fury absolutely alone." "Oh, great." "Now I'm talking like Stan." "You're not alone." "You've got us." "Who?" "Oh... oh!" "You." "Well, that's very sweet, but run for the doors!" "Go get help!" "Not a chance." "This is my story." "Besides, Peter Parker went for help." "It should be here any second." " Yay, Parker." " Just because we don't have a super power" " doesn't mean we're powerless." " We can be your team!" "Uh..." "Ooh, my back." "If I was a rowdy reptile," "I'd use the detention room to sneak in and out." "The detention room?" "No!" "Uh, um, nothing to see here." "I..." "I looked before." "I'll check it again." "Yep, all clear." "Where next?" "You're an outsider." "Let us look." "We know this place better than you." "I wanna save Harry, but... if I let her see SHIELD's secrets," "Fury'll have me for lunch." "Come in." "This room is a must-see." "But... but... but..." " What is that?" " Subway maintenance access tunnels." "Is this a tunnel under our school?" "M.J. does have a power." "A journalist power of observation." "And it's about to blow SHIELD's cover." "Time for some Spidey smooth talk." "That's, uh, um, well..." "I, um... one of..." "Those are the secret SHIELD tubes, M.J., and I am Peter Parker!" "Duh." "Of course it's a tunnel." "You never heard that Midtown High is built over the abandoned subway "M" line?" " Of course." " Yeah, of course." "The perfect Lizard escape route." "Good one, Stan." "Well, my greatness is only overshadowed by my modesty." "Anyway, sorry for the mess." " It's time we took more precautions." " Huh?" "What's this for?" "So you can't be taken hostage while I'm investigating." "You'll be safe." "Nothing short of the Hulk can snap this webbing." "Putting us in a closet is not teamwork." "Come back here." "Have no fear." "Stan is here." "But Spider-Man said nothing short of the Hulk can snap his webs." "Did you ever try to get chewing gum off the bottom of a desk?" "I'm starting to think you may be a story too, Stan." "Did I use my modesty line already?" "At least I have the element of..." "Aah!" "...surprise." "Did I say I had the element of surprise?" "Huh?" "Iron Fist?" "Nova?" "Is that you?" "Stan?" "M.J.?" "Wait." "You guys?" "Did that?" " Ugly didn't know what hit him." " But I think he figured it out." "Aah!" "Spider-Man!" "M.J.?" "No!" "Aah!" "I'll never get this place clean by Monday." "Thanks for the help, but I gotta take care of this now, Stan." "Stan?" "Whoa." "Impressive." "But M.J. and Harry are at risk." "You gotta leave this to the pros, A.K.A. Spider me?" "In a closed school, the custodian is captain." "We take a solemn oath to clean up every mess, to never abandon ship." "Or... was that in the merchant marines?" " What direction did that come from?" " This way." "Maintenance room." "I know those acoustics anywhere." " Huzzah!" " Spider-Man!" "Whoa." "You called it, Stan." "Lair of the Lizard." "And he's got Harry and Coulson." "Spider-Man!" "Hero's dilemma..." "how do I save M.J." "and stop the Lizard at the same time?" "First stop..." "M.J." "Or both." "I can try to do both." "Ugh!" "M.J., hang on!" "This won't take me long." "You can't do it alone, wall-crawler." "Let me help." "Ah!" "Don't sink!" "Think buoyant thoughts." "Ugh!" "Taser webs!" "Going up." "The Lizard worked hard for this." "But what's he putting together?" " Of course." " Harry's coming around." " How's Principal Coulson?" " Still out cold." "But he can help me get my team in here." "Fury, Spider-Man." "We're in the..." "Oh, shnizzle!" "Ugh." "Aah!" "You..." "leave Lizard... alone." "You're not the Lizard!" "You're Doctor Curt Connors, and I know you remember that, because I know what you're building." "This thing." "It's to modify your brainwaves, right?" "Stabilize them?" "We can help you." "All we need is a minute or two and we can finish it, Doc." "We can make this work." "Together?" "If you just give us the minute we need, it'll be over for the Lizard part of you." "We can do this." "If we're gonna do this, we have to do it now!" "Yah!" "Lighten up, Lizard lips." "Ooh!" "Ugh!" "Pretty slick." "Let's polish him off." "Keep it up!" "I'm almost done!" "Finish it, Spidey." "Your team can hold him." "What is that machine for?" "The Connors part of his brain built it to drive out the Lizard." "Why isn't it working?" "Working good." "Erase Connors." "Connors no more." "Lizard... forever!" "Oh, no." "The Lizard part of his brain changed it to drive out Connors?" "And I just helped!" "Aah!" "Yah!" "Get them all to safety." "Before it's too late." "What about you?" "I can't just leave you." "I know a back way out of here." "Only you can save your friends." "I don't like leaving Stan." "Trust him." "He can look after himself." "Let's go." "Nuh-uh!" "I'm not leaving without my whole team." "Kabosh!" "Whoa!" "This may not be the team I wanted, but we did the job as good as anyone could." "That was awesome." "Yeah." "Let's not ever do it again." " No way." " Uh-uh." "Agreed." "Earlier tonight, the biggest story of the year happened right here in Midtown High." "I was there, and I'll report every detail." "Why so glum, chum?" "Your friend's gonna make a splash with her story." "It seems kinda sad no one could reach Doctor... uh, that Lizard guy." "You can't save everyone." "But you can't stop trying." " You did good." " Me?" "Uh, I'm..." "I'm talking about Spidey." "Me too." "Listen, kid, I've met all the greats, and you could be as good as any of 'em." "That's what I'm gonna tell Fury in my report." "Report?" "Uh, Stan?" "Wait up." " You're a SHIELD agent, Stan?" " One of the originals." "What other master of linguistic arts could pen the bombastic acronym..." "Strategic Homeland Intervention Enforcement and Logistics Division?" "I wish I felt better about this, but I failed Doctor Connors." "You'll fix it." "Just keep studying and trust your team." "Hey, nobody ever did it alone." "Not even me." "Hey, Steve." "And now I know I can accomplish plenty" " when I trust..." " Excelsior!"