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Batman is hanging around admiring his imaginext batcopter when spiderman in his new spidercopter arrives and challenges batman to a chopper race. spiderman is beating batman in the helicopter race when they spot venom having tied up iron man. Tony stark is not happy until spiderman shoots venom with a missile and batman grabs him with his grabby claws on his batcopter. Batman tells ironman that he was winning the race but spider man says he wasn't.