The battle between the Darkness
and the Light has waged eternal,
their armies fueled by
souls harvested on Earth.
The Lord of Darkness, Malebolgia,
has sent a lieutenant...
...to recruit men who will
help destroy the world...
...in exchange for wealth and power...
...and provide enough souls
to complete his army...
...and allow Armageddon to begin.
All Malebolgia needs now is a great soldier,
someone to lead his hordes
to the gates of Heaven...
...and burn them down.
Like him, I killed in the name of good,
but the violence of my life, pulled
my soul towards the darkness.
But I fought and freed my soul.
Now I watch for others like me.
Men are the ones who create evil on Earth.
It is the choices they make
that enslave their souls.
This is the test.
Josef as-Amifar, the leader of the
Algerian Revolutionary Front...
...was killed yesterday along
with 26 innocent civilians...
...in a vicious rocket attack
at an airport in Hong Kong.
There has been an outpouring
of anti-U. S. sentiments...
...sweeping across the globe.
Protesters in Libya,
Bosnia, France, Moscow...
...and the United States...
...are joining together to denounce this....
Simmons is the best.
Simmons is not the problem.
He's overseas killing the bad guys...
Like the hero that he thinks he is.
We made a deal, Wynn.
Where the hell is the ultimate
weapon you promised us?
This isn't a game we're playing.
Engineering a biological
weapon is an exact science.
You want it done right,
you do it my way.
This five-year plan of yours
just chaps my buttocks.
I'm making you a guarantee.
All you have to do is keep
certain agencies off my back...
...and make damn sure I get all
that I've been promised.
This is me you're taking to.
If I say you're the man, you're the man.
You do for me, and in no time
you'll be running this place.
And when the big piata
breaks, you'll get it all.
Just make sure you keep
your end of the bargain.
P.S...
There's one more item on our 'to do' list.
It requires your personal attention.
We need you to help recruit a
very special soldier for us.
Your all-time favorite killer, Al Simmons.
Simmons? He's doing a
great job where he is.
Why do you want him?
Why do you people always question?
Why ask 'Why', when 'How'
is so much more fun?
Oh... not again.
Hey, Wanda, do me a favor.
- Yeah?
Buy your man a watch.
He's on his way out.
Do me a favor.
What's that?
Make sure he's back for
dinner tomorrow night.
I'll do my best.
Make sure he's back for
dinner, tomorrow night, Terry.
Yes, ma'am.
Hey, Spaz.
Same routine, all right?
Guard the house.
Guard Wanda.
Great guard dog.
Here.
Hey, Al, what happened last night?
Look at this.
What a friggin' mess.
We were supposed to be
taking out the bad guys,
not innocent bystanders.
Another Jason Wynn special.
What do you mean?
Seems like an awful lot of Wynn's
ops have screwed the pooch lately.
Don't worry, Al. Lighten up.
I got your back.
Semper Fi.
Good to go.
All right.
I'm gonna keep my eye on Wynn.
Vehicle secure.
The airport kill zone was supposed
to be clear of civilians.
An unfortunate, but necessary sacrifice.
You want someone filling
body bags, you send Priest.
If you can't handle it, I will.
I will send whoever,
wherever I choose.
You will follow orders,
and do your job.
Got a problem with that, soldier?
Yes, I do, sir...
...and I want out.
I always knew you'd lose your nerve.
You don't quit us, son.
We are not the U.S. Postal Service.
Have you read your profile recently?
You are a borderline psychopath,
perfect for government service.
No guilt, no fear.
You're a killing machine.
You're wrong about me, Wynn.
- Am I?
Have you ever stopped to consider that
you won't be happy doing anything else?
I made up my mind.
Nothing I can say to make you change it?
Nothing.
All right.
I'll arrange for your transfer...
...right after we've run this last operation.
North Korean refinery secretly
producing biological weapons.
It's up to us to take out the plant...
...and carefully destroy all
the biochemical viruses.
Come on, son.
This is top priority.
Let's get it over with.
What the hell is going on here?
Wynn.
Priorities have changed, Al.
There's a town less than
a mile away from here.
If you release the virus,
they'll all die.
A town with approximately
8,000 experimental hosts.
Are you out of your damn mind?
I'm not gonna let you do this.
Looks like I'm up for a promotion.
You wipe his ass, too?
You son of a bitch.
You knew what was going on all along.
I do believe he's catching on.
Enjoy your retirement, old friend.
Oh, and by the way, don't
worry about Wanda.
I'll take good care of her.
You touch her, and you're a dead man.
You're the dead man.
See you later, Al.
Wanda.
Aw, look who was left in the oven too long.
I told him well-done, not burnt.
Their gonna have fun with you.
Boo.
Hey, mister, you don't look so good.
Hey, mister, you thirsty?
Hey, mister, you thirsty?
Get the...
Get lost, kid.
What are you looking at, old man?
You tell me.
You've been gone a long time, friend.
What are you talking about?
Where am I?
Rat city.
Part of the alley.
I sleep over there.
This is a holy place.
All are welcome here.
Here, Zack, here.
Yeah, right.
I've seen worse faces, mister.
My dad used to work for a mortician.
Thanks, kid.
I feel much better now.
Don't loiter.
Let's go. Let's go.
You're welcome to join us...
if you choose.
I got a home.
A new spawn has emerged
from the darkness.
Reborn on Earth...
...drawn to the alley by an unknown force...
...his necroplasmic body wracked by pain...
...his memories fragmented.
To him, North Korea was moments ago.
But Malebolgia kept him secluded
in darkness five long years...
...while things on Earth changed in ways...
...that will only feed his anger
and desire for revenge.
He sets out to reclaim his humanity.
How much is left remains to be seen.
One...
...two...
...three.
Wanda.
I don't have a choice.
I'll always love you...
...forever.
How's this doing?
- I don't know...
I'm gonna get the troops
some more lemonade, OK?
I'll take some.
Spaz.
They say it's a trick, but it's snot.
Ah.
I'm amazing, aren't I?.
Hey, little girl, where you going?
Want some candy?
Cyan.
You OK, baby? Huh, huh?
Terry. Terry.
I like children... fried.
Terry.
Wanda...
What's going on?
I came out here and this man
was lying next to Cyan.
Are you OK, honey?
- Uh huh.
What are you doing back here, huh?
What is it?
Beat it, 'fore I call the cops, huh.
Come on, get outta here.
Oh, there you are.
I've been looking everywhere for you.
Bad Crispy. Bad Crispy.
Clown not like.
Sorry for the turbulence, folks.
He's harmless.
He's safe as milk.
Just a freak accident with some Jiffy Pop.
All right, that's it. Just get your stuff,
get out of here and take him with you.
Oh, what an adorable little girl.
Oh, look at her...
Can I keep her?
Hey.
Oh, of course not.
No pets allowed.
A little something for lovely here?
Baby exorcist.
All right.
Come on, my barbecued friend.
Don't want to keep that side order
of potato salad waiting, now do we?
Terry...
He knew my name.
- Are you sure?
Come on.
Let's get the kids inside.
You can't get married.
Wanda's the best thing
that ever happened to me.
I'm there for you, buddy.
This is my last mission.
Wait for me.
I just don't want to lose you, baby.
You will never lose me.
I promise.
Oh, yes we are...
Master and I are going to have words.
He knows I hate clowns.
God, I hate 'em.
I hate 'em all.
I hate Bozo, Ronald, Chuckles...
...with their freakin' dumb noses
and their lousy party hats.
I don't mind being short, fat, and ugly,
but the pay sucks.
What? Hey.
Easy with that face.
I'm eating.
Oops. A wet one.
I hope I didn't stain my underwear.
Look at that.
Skid marks.
Get away from me, you freak.
Oh, coming from a monster,
that really hurts my feelings.
Hey, come back here, bacon face.
I'm not done with you yet.
Feels like my skin is about to explode.
That's your viral necroplasm
going through its larval stage.
Move over.
Pretty soon you're gonna
get hair in funny places,
and you're gonna start thinking about girls.
Tell me about it.
Talk to me.
Just get me to a hospital.
A hospital?
Have you looked in a mirror,
lately, burnt man walking?
Even the entire cast of 'ER'
couldn't put you back together again.
How do I put this to you?
You're, ah, pushing up daisies.
You're in permanent nap time.
You're fertilizer.
Hey, is any of this sinking in?
You're dead.
D-e-d. Dead.
I guess five years feeding earthworms...
...has eaten what little
brain there was in there.
What are you?
Well, allow me to kick-start your memory.
Hang on.
These flashbacks can be killers.
You're the dead man.
This is the bargain.
If you lead my army, you
can see Wanda again.
What is your answer?
Yes...
Yes, I will lead your army.
Anything for Wanda.
If you fail me, you will die.
Avenge your murder.
Kill Jason Wynn.
Foul Malebolgia spent five
years preparing the Earth...
...for your arrival, mister.
A little death,
a little destruction...
...perfect marriage.
Speaking of marriage...
...guess who's not your wifeola anymore?
And the winners are: Wanda and Terry.
Multiplying like rabbits.
And jumpin' and pumpin'...
...and doin' it and...
You stay away from her.
I don't want Wanda.
I want you to take care of Wynn.
And then you and the army can
kick some angelic buttocks.
And in return for your services,
we'll get Wanda back for you.
Heck, you could have every
Wanda on the planet.
Why settle for leftovers, huh?
I like this guy.
Oh, you kill me.
Go ahead, stud.
This is all some sadistic game of Wynn's.
And when I catch him...
...he's gonna wish he had killed
me when he had the chance.
That's it.
That's the spirit.
Just think of me as your guardian angel.
The clown from Hell.
You're Jimmy Stewart,
and I'm Clarence.
'Uh, well, well, every time somebody farts,
'a demon gets his wings, ah...'
Oops, twins.
Get away from me, you
foul-smelling maggot.
Well, you still don't get
it, do you, Amnesia Boy?
We're gonna have to dig a little deeper.
What is this?
This is where old folks go after Florida, son.
What is that you say?
Can I dig up my body now?
Why, certainly.
Of course you can.
If you strike oil, half of it is mine.
Start digging.
I command the forces of darkness
to bestow their powers unto me.
Told you we needed to watch the Exorcist.
Hey, how 'bout we get back
to that sacri-fighting idea?
You know what I need here, man?
A fresh skull, man.
Yeah, you.
A fresh skull...
Get away.
- A fresh skull.
A little bit more dead inside.
Noooooo.....
Oh, come on.
You scream like a girl.
Do it like this.
Someone's a little angry 'cause
they died and went to...
Hello, my mutant, hello, my carcass,
hello, my bug-infested corpse.
Did, like, Satan send you guys?
How come God hogs up all
the good followers,
and we get all the retards?
Hey, what's up with that face?
Get your hands off me.
Help.
What is that?
Look, it's so big.
That thing...
Shocked and amazed at the
wonders of necroflesh?
You're not alone.
For a limited time only,
you, too, can have this
handsome epidermis...
...for the eensy price of your
soul and a butt load of pain.
Let's get out of here.
- Oh, my God.
I hate weekend Satanists, don't you?
Look at you.
Look at you...
From spawn larva to full-fledged
Hellspawn in record time.
What... is this?
Oh, boy, you were tied to the tracks,
and that stupid train just kept
running over you, now, didn't it?
Running over you.
Name of the people and things of Hell,
I dub thee...
Spawn.
General of Hell's armies.
Arise, Your Crispness.
Arise, Duke of Deep-Fried.
Sultan of Sizzling.
Emir of Ooey-Gooey.
All right, so I suck as a clown.
Bite me.
Now look, do your job, and I'll be
the first to kiss your black butt,
but if you can't hack it,
I'll gladly FedEx your worthless carcass...
...back to the frying pan,
where Malebolgia will be
waiting for both of us.
You'll wake up the dead.
Ooh, that's you.
You know, dead people
can still die, Shreky.
All I got to do is cut off your head.
Oh, God.
Did you have to use the 'G' word?
La, la, la, la, la, la, la...
Wanda...
What have I done?
You done with this Hallmark moment?
Cos I can't take any more of
this sentimental crap. Come on.
I'll come back when your armor hardens.
Don't play with it.
You'll go blind.
I have a few more details to attend to,
and then we can play.
Yuck.
I hate anchovies.
Um, I tastes so good, I
could kick some puppies.
Good.
This freak stuff's gonna come in handy...
...when I get my hands on Wynn.
You're letting them get to you.
Easy, friend.
Every choice has its consequences.
Who are you?
An assassin... like you.
Only, I killed for the Kingdom
of Saxony, 500 years ago.
I am Cogliostro.
That's all you need to know...
for now.
Are there any normal people left on Earth?
Or is everyone just back from Hell?
How do you address the
accusations from some...
...quarters that the CIA
only acts to protect...
...protect the government's
economic interests...
...in the regions of conflict?
I think the government
has been as attentive...
...to the sensitivities of the
nations involved, as possible.
Since the unfortunate incident
in Southeast Asia last week,
Director Wynn has been meeting
with several world leaders...
...in an attempt to quell the proliferation...
...of global conflicts.
And has this produced
any positive results?
I heard that last week's peace summit
between the Arabs and Israelis was...
Fitzgerald may be a spineless bureaucrat,
but he's doing a great P.R. job for me.
Whole world is going to
Hell in a hand basket.
But, thanks to him, he's just
another story on the 5:00 news.
Like lambs to the slaughter.
The best is yet to come.
There it is, Jess.
Finally ready.
HEAT-16.
Makes the Ebola virus look like a skin rash.
That North Korean biochemical
operation really paid off.
We have harvested the ultimate
weapon from those diseased bodies,
now we have the only vaccine.
Was there ever any doubt?
- Never.
Now we have weapons in place
to disperse HEAT-16...
...over half of this godforsaken globe.
Soon the whole world
will be at my command.
Anyone who refuses to join my consorte...
...he won't be around to argue.
Time to get reacquainted, Jason.
Director Wynn, Terry Fitzgerald is here.
Send him in.
Speak of the devil. Come in, Terry.
Good to see you.
Director, the car is waiting downstairs.
- Good.
You know Agent Priest.
- Yes.
Could I have a word with you...
alone?
Of course.
Would you excuse us, my dear?
Glad you dropped by, son.
I been meaning to commend you on
the way you've handled the media.
Those rumors about me were
becoming a real headache.
Let's have a drink.
- Thank you.
I know we've been covering up problems...
...with our missions overseas.
I really can't keep lying like this, sir.
Lying? Really?
I'd like to put a team together,
analyze the field op data,
get to the bottom of it.
But you're not an analyst anymore, Terry.
Well, there's no reason
not to take a look, sir.
On the contrary.
- Beg your pardon?
Tell me...
how are Cyan and Wanda?
Little girl just had a birthday, didn't she?
They're both fine.
I'm glad to hear that.
Now, let's get something straight.
I run this organization the way I see fit,
and I will do whatever is
necessary to keep it that way.
Your job is to make damn sure
the public agrees with me.
That clear enough?
Yes
- Good.
The car is waiting.
Achmed and Abdullah.
Achmed, my friend.
Abdullah, good to see you.
Up.
This one here.
Excuse us.
- No...but...
Excuse me, sir.
Urgent call.
Gentlemen...
Have you made a decision?
Your HEAT-16 test was very impressive.
Tell, me, how do you control
delivery of the weapon?
The latest in nanotechnology.
Let me assure you, gentlemen,
the weapon is problem-free.
We've already placed orders
with several of our allies.
You're becoming quite a
powerful man, Mr Wynn.
Your consortium will soon
rival the United Nations.
Not at all, sir.
I'm just a facilitator.
Thank you.
My partners are the beneficiaries.
To my partners, gentlemen.
Fitzgerald.
- Code red security breach, sir.
Where?
- At the armory.
A detail's en-route.
I'm on my way.
Damn it.
Agent Priest has arrived.
Wait here.
There's been a break-in at A-6, the armory.
Who?
- We don't know.
There's a security detail
downstairs with Priest.
Let's get out of here.
You.
Who are you?
What's the matter, Jason?
You don't recognize your own handiwork?
You left me to die in that
bio-chem plant, remember?
Simmons.
You sent me to Hell, Jason.
I'm here to return the favor.
I trusted you.
Jesus.
- How could you marry Wanda?
How could you?
Al, when you died...
Wanda was devastated.
Do you know about Cyan?
Time to die, Jason.
Nice outfit, asshole.
Damn.
What the hell is that?
It's Simmons.
What are you talking about?
That thing is Simmons.
I want you to nail him, now.
It's a little early for Halloween, Simmons.
Where you're going,
every day's Halloween.
You don't have the guts.
You're right.
Coming, coming.
Will that be the same or
separate checks, lady?
Just when I was getting sick
of you whining about Wanda,
you do us proud.
So congrats on your first mission.
Go ahead, inspect 'em.
Hell yeah.
Shoot on sight.
I say again- shoot on sight.
Get a light on him.
There.
You see him?
- No, sir.
Where the hell'd he go?
Negative, sir.
There he is.
- All right. Take him.
All right, what have we got here, fellas?
Gunshot wound to the head, Doc.
Ah, she's dead.
Come on.
- All right.
Let's go.
Easy.
Yup...there.
That's it.
Yeah, make some room here.
Make some room.
Put her around the back.
- Keep her on back.
Why didn't you warn me about Simmons?
Spawn was ready sooner than I expected,
so don't get your panties in a wad.
Always bitching at me...
'Why didn't you tell me about Simmons?'
'Why didn't you tell me
it was going to hurt?'
'Am I going to go to Hell?'.
Oh, grow up, you sniveling ninny.
At least you had fun compared to them.
Fun?
Does this look like Playland to you?
- No.
No, he killed Jessica.
He damn near killed me.
You say that like it's a bad thing.
No, Jerky.
Jerky, Spawn's a big idiot.
Look, he's been through Hell.
As soon as he finishes
one more little detail,
he'll be ready to join us.
Now, I've done my part.
How about yours?
How we doing on your front?
HEAT-16 is ready to go.
It better be, bozo.
It better be.
The armies ready.
The Spawn's ready.
The HEAT-16 completes the picture.
Congrat-a-freak-a-lations.
What's Simmons got to do with all this?
Oh, he's just the highest-scoring
killer of all time, that's all.
If we hadn't recruited him, the
other side would have, musclehead.
Odjiguy, almost forgot again.
Memo from Brimstone Breath...
...we're gonna rig a
fancy-schmancy device...
...that connects your heartbeat
to the HEAT-16 bomb,
so if your heart stops
ticking, the bomb goes off.
We don't want any smart-ass fruitcake...
...taking you out ahead of schedule.
Sort of an insurance policy
from the good hands people.
That's a good idea.
I like that.
Now I want your special attention
dealing with Spawn, you hear me?
Gladly.
- Good.
Now, stay sharp.
The night is young.
Ladies?
Ooh, Clownie.
Ah, yes.
Have you ever been to a
clown's pink playpen?
Well, I think it's about time.
Oh, it's all good, baby.
It's all good, yeah.
When all the world is mine,
I will personally fry your lard-ass.
As you've seen,
the terrible North Korean
biochemical disaster...
...unleashed a whole host of new diseases.
Ten thousand people died
in the first month...
...after the disaster five years ago.
Since then, millions of people have
contracted these fatal diseases:
Diphtheria, cholera, smallpox.
Diseases that had been virtually wiped out.
Thought I was getting rid
of the world's vermin,
and I turn out to be one of them.
...death.
With outbreaks around the world...
...and the number of sick and dying
children continues to grow.
It's up to us to put an end...
...to the suffering of
these innocent children.
Spaz.
What happened to you?
I was playing with Spaz, and I fell down.
Are you all right?
Yeah, I'm OK.
Wow.
Your face is weird.
Cool.
What's your name?
Spawn.
I'm Cyan.
You have your mother's eyes.
I knew her a long time ago.
Let's get you back to your mother.
My, my, my.
What a pretty little dress.
I wonder if she's got it in my size?
Spawnie, Spawnie, he's our man.
If he can't kill'em, no one can.
Yay, Spawnie.
'S' to the 'p' to the 'a' to the 'awn.'
Go, Spawnie, go, Spawnie.
You fool.
I put you on Earth...
...to make sure Spawn keeps
his end of the bargain.
Why'd you pick him to
lead the army anyway?
What are you thinking?
It should be me.
I had the tenure.
It's not fair.
It's not fair.
And that's exactly the kind of talk...
...we don't tolerate
around here, right, boss?
Enough.
Spawn must choose...
...to murder Wynn and release the virus.
Then my army will be complete.
Now, now, boss...
This is your last chance.
Thank you.
Excuse me.
Cyan.
Honey, didn't I tell you
not to leave my sight?
I was playing with Spaz, and I fell down,
and Spawn came and helped me.
You're not supposed to
talk to strangers, either.
Spawn's not a stranger, Mommy.
Wanda.
We're going home, right now.
- What's going on, Terry?
Terry, what is going on?
Explain later.
- No, explain now.
I'm not going through this again...
No secrets.
There was trouble at the reception.
Wynn was attacked.
I don't wanna take any chances.
Trust me.
OK.
Go home.
Fix your seat belt, honey.
What the hell is going on?
Daddy, what about Spaz?
Spaz?
Spaz.
Go home, Spaz.
Spazy.
Spaz.
Honey, he knows the way back
home better than we do.
OK?
- OK.
Let's go, Terry.
You don't want to be where I'm going.
OK, but it's your funeral.
What the hell are you doing, boy?
You puking up decent food?
It's rotten.
Tastes fine to me.
You think we eat so good you can
just spit up what you like, huh?
No.
- Now, don't talk back to me.
Eat this.
No, don't.
He's my dad.
Keep away from him.
B.P. and heart rate?
One-thirty-four over 77, heart rate, 60.
Let's increase the flow to 3.5.
We're ready for the monitor.
I'm gonna make a small incision...
...so that we can insert this heart monitor.
You're going to feel a slight pinch.
Whoa, awesome hardware.
What are you gonna do with it?
Throw someone a going-away party.
Need any help?
Listen, kid...
I'm not looking to make friends.
Hey.
What's your name?
- Zack.
I'm Al.
That's Spaz.
Hi, Spaz.
Hey...
Yeah.
Breathe normally, Director.
The system is now operational.
As per your orders, Director Wynn,
if your vital signs flat-line for any reason,
the device will up-link and
detonate the HEAT-16 bombs.
No one would dare kill you.
Good work, Doc.
What a double cross.
First I got Wynn to kill Spawn
and create the HEAT-16 bomb.
Now I get Spawn to murder
Wynn and release the virus.
If all goes well, this should hurt like hell.
I can't believe I actually
got Wynn to get operated.
What a maroon.
It's going to send the Earth into a tailspin...
...of death and destruction.
It's time.
You know, sometimes I wake up at night,
down in the alley, and wonder...
Is this Hell?
Not yet...
...but soon.
Heads up.
Hah, got one.
So who's your new friend, Spawn?
Get out of here, Zack.
- But...
Go.
Miss me?
Here's Clownie.
So...It was you who told Wynn to kill me.
Guilty as charged.
Before I blow your fat circus ass away,
I wanna know why you picked
me to lead your war.
Well, well, if it isn't Curious Crispy.
Your DNA spelled DOA.
We just nursed it along.
All those assassin missions were
just training for what's coming.
Let's get down to business.
Wynn's finally got that
HEAT-16 virus bomb working.
Made especially for you.
Get things started with a
big, wet, infectious...
Kabomb.
And all you have to do is just
lead us to the holy land,
so we can burn it down.
You filthy little piece of vermin.
What makes you think I
would join your army?
You can take your army and shove it.
Sounds like a country song...
'You take the army of yours and shove it.'
You take that.
Oh, oh, you got that, 'I want
to beat the fat little man'...
Look in your eye.
I'm going to cut you into 50 pieces...
...and mail you to every state.
I'm gonna take your intestines and...
I don't know how you put
up with all this crap.
You're a bigger fool than I thought...
...if you think you're
going to wreck my plans.
You're gonna do just what you promised.
Put down my dog.
Nice doggie.
Heel, fetch...
No, I got it.
Play dead.
You want to do it the hard way?
I warned you.
I'm just gonna have to teach you a lesson.
No more clowning around.
I'm not the vindicator...
...or the victimizer...
...or the vaporizer, or the vibrator.
I'm...
...the violator.
Oh, good Lord.
Mom.
Ain't staying around for this.
It ain't safe here.
- What?
We're going.
Violator, one, Spawnie-boy, zero.
You've been violated, girlie-man, huh?
I could have killed you like that.
Twinkle, twinkle, little Spawn.
Gosh, you look like crap.
Go fertilize my lawn.
What, you're not excited yet?
Helter-skelter's coming
down with or without you.
Either you lead the army, or Wynn
plays hockey with Wanda's head.
'Hey, Wanda, come on, how about giving
me some of that sweet stuff, baby.'
'Oh, no.
Oh, please, Wynn, don't, please.'
'Somebody help me, now.'
You...
Stay away from her.
Your choice.
See you at Wanda's.
Don't be late.
Wynn and Wanda sitting in a tree,
L-i-c-k-i-n-g.
It seems he truth has taken its toll on you.
I'm gonna nail that asshole.
You still haven't learned.
Clearance granted.
Downloading secure files.
Yes.
Gotcha, Jason.
I can't afford to be wrong.
Still with us, I see.
Don't worry, Dad, the ambulance is here.
Your vengeance...
...their pain.
Wynn, Wanda...
None of this is worth the cost.
Those are the only things
that matter to me now.
Al Simmons is dead.
Let him go.
I am Simmons, old man.
You're Spawn now,
but that doesn't mean you
have to be what they want.
You're still letting them get to you.
Your anger's your weakness.
And they'll use it to rob you
of any humanity you have left.
Al Simmons knew that violence...
...only makes for more pain and suffering,
no matter which side gives the orders.
He tried to leave off killing,
give himself a second chance.
Your old life is gone.
Accept that.
I still love Wanda.
Put her in the past.
It's the only way you can be free.
She's the only reason I'm here.
The war between Heaven and Hell...
...depends on the choices we make,
and those choices require sacrifice.
That's the test.
Hey.
I didn't know this was going to happen.
I'm gonna nail that dirtbag.
Kiss it good-bye, Clown.
This is just what they want.
You're playing their game.
Then I'll play dirty.
Guns are useless.
- You got a better idea?
I might.
You see, you've been using
your armor only by reflex.
You must learn to control it.
It has trillions of neuroconnections.
They're a living extension
of your own instincts,
instantly translating your thought...
...into physical reality,
so long as you stay clear and focused.
So... that's how it works.
- Yes.
Cool.
- Now try your chains.
You must visualize your objective.
The armor does the rest.
All right, Yoda.
Just wait a second.
You ready?
All right, go.
Not bad.
Don't get cocky.
You've a lot more to learn.
Your cape has its own powers.
I have to get to Wanda's, old man.
Take care of your powers.
When you drain them, you die.
No guts, no glory.
You're catching on.
Won't be needing this.
I want you to return Spaz to me.
No matter how you find him.
Understand?
Hey. Hey, come back.
Get back here.
Now...
...the final test.
Get out of my way.
I'm gonna get Spawn so worked up,
he'll kill Wynn without blinking.
When I'm done with you,
they're gonna change your name to 'Stite.'
Look, Ma, no hands.
I love the smell...
...of burning asphalt in the morning.
Send a boy to do a clown's job, will they?
It's an honor to be a
Hellspawn, you hear me?
Hey, that's not fair.
Time for some necro-goo.
Open wide and say 'Aaagh.'
See you at Wanda's.
Reading secure files.
Christ.
Wynn is out of his mind.
Wanda.
I'm thirsty.
OK, baby.
You want some water?
Establishing connection.
What have you got?
Black bag ops, assassination
lists, everything.
Wynn's been using A-6 to
run a criminal consortium.
He's got some biological weapon.
Calls it HEAT-16.
and it's all there?
Cos I want to get it on tonight's news.
I'm e-mailing you a copy.
It should be enough to bury Wynn.
Let me know if it gets through.
Great.
Daddy?
Hey, sweetheart.
What are you doing here?
Some unfinished business.
Ah, you disappoint me, Terry.
You can't release the virus.
Millions of people will die.
Only those who refuse to join me.
Whatever it is you want,
just take it and go.
I intend to.
Let's go.
On the floor.
The kid stays with me.
Answer the door.
Go on.
It's all right, sweetheart.
Peek-a-boo.
I see you.
You know how hard this place
is to find in the dark?
It's times like these I
appreciate being a midget.
Ohh...
Hello, Cyan. Remember me?
You were at my birthday party.
No duh.
What are you, a regular Einstein?
You sure know how to raise them...
...Don't you?
- Don't you touch her.
Back off, hero.
I'm back by popular demand.
Big as life and twice as rotten.
Does wonders for my asthma.
Where's Spawn?
Let's cut the crap.
Spawn's on his way.
You ready to play?
Of course I am.
Wynn, you better be.
You don't know how much
your heart means to me.
Boo.
Bring 'em, Jerky.
Come on.
Wanda.
- Help me, please.
Careful.
Don't make me nervous.
I might nick something vital.
You touch her, and you die slow.
All right, Spawn.
No more fun and games.
Either you join Hell's army, or she dies...
I will rip your heart out.
Let her go.
So what's it gonna be?
Time's running out.
Too late.
- No.
Wanda.
No.
It's all your fault, Spawn.
She was doing fine till you showed up.
Now you've got nothing left to lose.
For a soulless corpse.
Nothing.
You're wrong.
I still got you.
Cyan...
Don't be afraid.
You can't kill me.
- Is that right?
If my heart stops, then the virus is released,
and everybody in the world dies.
Like you said...
I've got nothing else to lose.
That's right.
Feel the burn.
Get used to it, cos it's payback time.
See you in Hell, Jason.
If you kill me, you kill her.
I'm through doing Hell's dirty work.
You worthless bag of...
How could you let him kill me?
Me, the most important thing in
your entire freakin' universe.
You pansy bacon-crisp.
You should have killed him.
Popped his head like a zit.
It feels... so good.
And feel that butt.
It feels so... hairy.
Oops.
OK, joke's over.
You shoulda killed Jason
when you had the chance.
Never.
Never?
What do you mean never?
Never?
Do you know how hard I've
been working on this?
You set me up, you malignant sow.
What do you think you got the
pacemaker for, turkey, huh?
Your perfect attendance record,
you spoon-sucking dipstick.
I was counting on Spawn killing you.
Then you would get his soul...
...and kick-start the apocalypse now.
Can't trust anybody.
I say destroy the cosmos,
ask questions later.
But first...
...first, I wanna slaughter
each and every one of you.
And then I wanna have a
little crme de Wanda.
I'm gonna let you watch, too.
Yummy yum.
Umm, tastes like chicken.
Mind if I cut in?
Cogliostro.
Come and get me.
Suckers.
He'll be back.
Concentrate on healing.
Come on.
I may not be able to hold him off alone.
Come on down to my world.
All right, you overgrown gecko...
Come and get your throat cut.
If you won't lead my army,
then you must die.
Never.
Bring me Spawn's head.
You will never escape me.
It's all right now, baby.
Come on.
You all right?
They belong together.
There's no place for me here.
Maybe you're the one after all.
You were checking me out
from the start, weren't you?
I'm too old for this.
Not as quick as I used to be.
I've fought this war long enough.
It's time for someone to take over.
What if I sided with Clown?
I'd have killed you.
Right.
Spaz.
I followed him here.
- Thanks, kid.
Spaz?
Use your armor.
Concentrate.
Bite this.
Cut off his head.
You're gonna pay for this.
It's not over yet.
I'll gum you to death.
I'll bite ya.
Hey, Wanda, what do you think
about my little head, huh?
This is your last chance to join up.
Think about it.
Come on.
You'll pay for this.
Give my regards to your boss.
Tell him he's next.
Bow down, now.
I'm gonna die.
Not bad for a dead man.
Oh...
Beginner's luck.
Mr Fitzgerald, is it true that the
documents you've uncovered...
...implicate Jason Wynn?
Yes, that's correct. For the past five
years, I unwittingly participated...
...in Jason Wynn's illegal
manipulation of the A-6...
...in order to further his own personal
ambitions for a worldwide power.
Sir, what caused you so long to respond?
Mr Fitzgerald, the HEAT-16 bombs,
are they still a danger?
The entire HEAT-16 weapon system
has already been destroyed.
Do you have any further comments?
Something I should have
done a long time ago.
The documents that I released
to all media outlets...
...will take care of all the
rest of your questions.
Thank you.
Thank you. Natalie Ford
reporting live with CNB.
Spawn has stopped...
Malebolgia's plans to destroy the Earth.
The choice has been made.
For now.