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THE AMAZING SPIDER-MAN
by
GUY M. DERRITT
rawjaded@hotmail.com
My Name
My Address
My Address
City, State ZIP
© 2003, Me Again (999) 999-9999
The Amazing Spider-Man
FADE IN:
INT. PETER PARKER'S BEDROOM - MORNING
7 AM - We move about the room, and discover it to be the
haven of a high school science nerd. The walls are covered
with posters from science exhibits, tables of elemental and
chemical compounds. Science Books and magazines. Also
scattered about are small lab apparatuses that are in
constant use, and a very expensive looking microscope that
someone scrimped and saved to buy. At the center of the room,
scurrying about like a lab rat is PETER PARKER. Hopelessly
clumsy, face framed in glasses, he has an endearing, lost,
quality to him. He scrambles to ready himself for school,
while taking note of several small experiments he has running
in his room.
Peter, a look of disappointment on his face, is surveying a
strange-looking mess on top of his desk. A glass, crushed by
a 25 pound metal barbell- and a white powdery substance
scattered about the surface. Peter runs his right index
finger through the dust pile collecting a small sample. He
lifts his glasses, squinting his eyes to inspect the residue
more closely. We can see that behind the thick frames, and
confused crinkling of his face, that Peter is actually a
rather handsome young man.
He types quickly on a laptop computer.
PETER
..Hmm.. Although my addition of
several chemical agents to the
industrial adhesive resulted in a
nearly 200% increase in strength,
the mixture seems to have made the
compound more unstable. The
adhesive breaks down after
approximately 60 minutes to a fine
powder...
(Huffs)
..I'm currently at a loss as to
the method by which-
He's cut off by a SHARP BEEPING SOUND. Turning in the
direction of the sound, Peter focuses on a small black box
resembling an old-fashioned pocket transistor radio. The
device appears crude and home-made, with wires and exposed
internal parts. A RED BEAD LIGHT BLINKS in time with the
BEEP.
A smile comes over Peter's face and he rushes to his door.
opening it we see A MAN IN HIS MID-FIFTIES walking toward
Peter's room. He carries a tiny disc shaped object.
Just in front of Peter, the man looks up and we are greeted
by the kindly smile of UNCLE BEN PARKER.
UNCLE BEN
Hey Pete!
PETER
Morning Uncle Ben..
UNCLE BEN
Well- our little monitor bug is
working.. I think we've got a
future- Parker & Parker.. Your
scientific vision and my
electronics expertise.. GE had
better run for cover..
PETER
Yeah, that's great- At least
something's working..
Uncle Ben looks in, noticing the scene at Peter's desk.
UNCLE BEN
Oh.. The adhesive thing didn't
work out, huh?
Peter shakes his head.
UNCLE BEN
(continuing)
Well, let's get some of your Aunt
May's wheat cakes into you.. Get
the blood flowin' to your brain.
He places an arm on Peter's shoulder and they walk out of the
room and into the hallway.
PETER
..I know I'm close on this
adhesive thing.. Maybe more
additives.. Slightly different
proportions..
UNCLE BEN
..Yeah, well, just don't blow up
the house, okay? We just finished
paying for it...
Peter laughs.
CUT TO:
INT. PARKER DINING ROOM - CONTINUING
AUNT MAY PARKER the charming compliment to Ben sets a lovely
table for the family breakfast. Taking care of her family is
clearly the pride of her life. She beams at the sight of
Peter and Ben descending the stairs.
AUNT MAY
Morning boys...
Peter greets Aunt May with a kiss on the cheek.
PETER
Morning Aunt May..
The family sits down to the breakfast table. They begin
taking liberally from the array of foods: wheatcakes,
sausages and eggs.
UNCLE BEN
Hey Pete- maybe what your adhesive
needs is a dash of your Aunt May's
wheatcake batter.. That's about as
thick as cement..
He winks playfully. Aunt May smirks back at Ben.
AUNT MAY
I think it'll still break over
your hard head Mr. Parker..
She laughs playfully as well. Peter smiles at the interplay
between his Aunt & Uncle. This is truly a happy home.
UNCLE BEN
Pete- turn up the volume on the
TV..
Peter reaches over and turns up the volume on the nearby
portable TV.
The morning news program runs videotaped footage of a WINGED
MAN engaging in a battle with the police after the robbery of
The New York Diamond Exchange.
NEWS CASTER
-Robbery in the Diamond District
yesterday by the bizarre criminal
who calls himself The Vulture..
These are the first video images
of the winged felon..
PETER
He looks like he's in his 60's..
AUNT MAY
See Ben? You've been wondering
what to do since you've retired..
You could join that fella there-
call yourself The Turkey.. You'd
have something to do, and I'd have
all the eggs I need..
Peter and Ben laugh.
CUT TO:
EXT. MIDTOWN HIGH SCHOOL - MORNING
Peter walks toward the school, still light-hearted from his
breakfast. This is until he receives the hard slam by a
bulky shoulder from behind. Peter looks up perturbed, but
immediately knows the source of the blow. FLASH THOMPSON,
High School jock, and jerk. He and HIS FOOTBALL JACKETED
ENTOURAGE strut past Peter. Flash looks back at him.
FLASH
Hey Parker, even with a second set
of eyes you still can't manage to
keep outta the way of progress,
huh?
PETER
Sorry- I didn't know they
designated this street a "Moron
Crossing"..
Flash, a little too slow to make a comeback snarls at Peter
and continues into the building. Peter's face twists at the
unfairness of life.
Continuing into school, he walks past an E Class Mercedes as
it rolls to a double-parked stop.
INT. MERCEDES - CONTINUING
Within the luxury vehicle, NORMAN OSBORN sits next to his
teenaged son HARRY. They share an almost frightening
physical resemblance.
HARRY
Will you be home when I get there
tonight?
Norman, face buried in the Wall Street Journal, scarcely
glances over at Harry.
NORMAN
I don't think so, son. We've got
tons off work to do to at the
plant.
HARRY
Dad.. It's been three weeks since
you've come home from the
hospital, and we've hardly had one
dinner together..
Norman slowly lowers the newspaper, planting a fearful gaze
on his son. Harry nervously looks away.
NORMAN
(In a deathly cold
voice)
We can afford this lifestyle only
because of my dedication to my
work, Harry. It's time you became
A MAN and stopped looking for me
to hold your hand every night...
Harry nods, knowing anything further would be unwise. He
quickly exits the car.
NORMAN
(continuing)
Harry!
Harry freezes and quickly turns back to his father.
NORMAN
(continuing)
Have a nice day, son..
A tender smile overtakes Norman's face. Harry, clearly
confused, nods again and dashes into the building.
CUT TO:
INT. MIDTOWN HIGH CORRIDOR - CONTINUING
Harry enters the corridor. Flash and his buddies are by the
lockers and notice him.
FLASH
Hey Osborn- How goes it?
Harry slaps a hand into Flash's.
HARRY
-Chillin' Flash..
FLASH
So what was it this morning? The
Merc, the Beamer, the Rolls?
HARRY
The merc..
Flash glances over at Peter, removing books from his locker.
FLASH
How 'bout you Parker, the
cross-town bus or the express?
Flash's boys snicker.
Peter shakes his head, slamming his locker door shut.
CUT TO:
INT. SCIENCE CLASS - AFTERNOON
The science teacher, DR. MILES WARREN writes the words:
VISCOSITY OF GASES across the chalk board. When he finishes,
he turns toward the class.
WARREN
-So- As the chalk board alleges-
today, we're discussing the
Viscosity of Gases.. Please turn
to page 120 in your text books..
With varying enthusiasm the class turns to the requested page.
This is with the noticeable exception of Peter. A slightly
guilty expression on his face, his attention is elsewhere.
Specifically to his slight front left.
PANNING, we see exactly what it is that holds Peter's
attention.
GWEN STACY. Another example of how uneven life's randomness
can be. She's blonde, and far too beautiful to be real. But
this, in-and-of itself is not what stuns Peter. What's truly
unique is that she is genuinely oblivious to her beauty. And
furthermore, her attention is actually focused in her text
book.
Dr. Warren paces in front of the class, reading from the text
book.
WARREN
(continuing)
..It is a general property of
fluids that an applied shearing
force, that produces flow in the
fluid is resisted by a force that
is proportional to the gradient
flow of velocity in the fluid..
This phenomenon is known as
viscosity..
Looking up to see that the class is still with him, Warren
fixates on Peter, and sees that he's caught in the tractor
pull of Gwen's aura.
WARREN
(continuing)
..Maybe Mr. Parker can continue
for us..
PETER
(Still looking at
Gwen)
-That would be beautiful..
The burst of laughter from the assembled class is like a
splash of water in Peter's face. He remembers to be
embarrassed, and even moreso, as Gwen is now looking at him
with curious laughter on her face.
CUT TO:
INT. MIDTOWN HIGH CORRIDOR - AFTERNOON
Peter at his locker still grimaces over the science class
debacle. Peter's locker is an extension of his bedroom.
Instead of a supermodel gracing the inner door he has a
poster of the super-computer he's hoping to purchase when he
saves enough money. There are yet more science books and
magazines as well as miscellaneous items as varied as Cold-
Tylenol, to a small toolset, to machinist's oil.
Dr. Warren stops next to him.
WARREN
Hey Peter- Are you coming to the
Genetics Exhibition at ESU today?
I hear it's going to be simply
gorgeous..
Peter looks down. Warren playfully brushes Peter's shoulder,
and Peter manages a slight smile.
WARREN
(continuing)
I'll see you there..
Warren walks off.
Peter glances over and sees Gwen at her locker. Slowly, he
finds his feet moving in her direction.
PETER
(To Himself)
..Parker.. you are about to do yet
another incredibly stupid thing..
Of course the most stunning
creature to ever grace the dirt
with her footprint wants to go to
a science exhibition with King of
the pocket-protectors..
Peter is within a step of Gwen. His lips purse to form a
word when- Flash Thompson cuts him off without the slightest
bit of notice.
FLASH
Hey Gwen- That outfit screams for
a night of partying with Flash..
Harsh reality sinking in, Peter shrinks backward, hoping no
one notices him. Frustrated, he shambles back to his locker.
GWEN
(Regards Flash with
total disdain)
I'm busy Flash...
FLASH
That's okay, everybody makes
mistakes.. The important thing is
you can make up for it.. What
could better than the embrace of
Thompson?
GWEN
Well, if the Genetics Exhibition
at ESU doesn't work, maybe being
gnawed at by piranhas will do..
Flash's face twists as though he'd heard something dreadful.
FLASH
(Uttered with disgust)
-Genetics Exhibition!!!
He turns away in horror, and spots Peter.
FLASH
(continuing)
Parker! This is your fault!
Peter turns at the sound of his name. He looks up, confused
to find Flash aggressively charging towards him.
THE STUDENTS passing by pause at the sight of Flash's fast
advance toward Peter, sensing some action.
FLASH
(continuing)
You're like a disease, spreading
dweebitis to the unsuspecting
victims..
Peter, composing himself, extends his hand, halting Flash.
PETER
Hold it, Flash! You want a fight?
Flash is momentarily shocked by Peter's public display of
defiance. Then he's quickly excited by the prospect.
FLASH
Of course!!
Peter quickly crouches-
PETER
Then just cross this line-
Peter swipes his hand across the floor creating an imaginary
line.
Flash storms across the invisible barrier- AND SLIPS-
VIOLENTLY FLYING UPWARD AND CRASHING ON HIS BUTT.
The Crowd en masse explodes into laughter.
Peter, sensing his next best move is a hasty retreat, bolts
out of there, only pausing to smile at the TUBE OF CLEAR
LUBRICATING OIL in his palm.
Gwen, watching Peter run, has an expression of mild
admiration for his cleverness.
CUT TO:
INT. MIDTOWN HIGH CORRIDOR/STAIRWAY - CONTINUING
Peter runs up the hallway, heading for the stairs.
VOICE (O.S.)
Hey Parker!
Peter pauses nervously and then turns, to find Harry Osborn
facing him down.
Knowing that this is one of Flash's friends, Peter yields,
figuring, as usual, his luck's run out.
PETER
..Yeah?
HARRY
(His stern face turns
into a grin)
..Nice one..
He gives Peter a subtle thumbs up.
Peter nods and continues through the stairway door.
CUT TO:
INT. EMPIRE STATE UNIVERSITY SCIENCE DEPARTMENT - AFTERNOON
The huge science lab is elaborately designed with State-of-
The-Art equipment. The setting has however been slightly
altered so as to accommodate spectators for a demonstration.
DR. CURT CONNORS, a handsome, affable man despite being
amputated of his right arm, and his colleague DR. MICHAEL
MORBIUS a tall, pale man with dark hair and intense features
stand before a huge Cyclotron. THROUGH A PROTECTIVE GLASS
ENCASING TUBE, PERIODIC BURSTS OF RADIOACTIVE PARTICLE BEAMS
CAN BE SEEN GENERATING IN DAZZLING DISPLAY.
THE CROWD OF SPECTATORS are amazed at the spectacle.
MORBIUS
Good afternoon. I'm Dr. Michael
Morbius. The research of myself,
and my colleague Dr. Curtis
Connors has been in dealing with
the effect of various forms of
radiation on the human genome. In
recent years, we've seen the
effects caused by such exposures.
We all know of the famous Dr. Reed
Richards and his band of
superhuman adventurers.
There is also evidence of an
emerging number of individuals
born displaying the effects of
genetic mutations. Our
experiments are attempting to
categorize exactly how the various
forms of radiation we may come in
contact with will effect the human
genetic structure, so as to
prevent future undesirable
mishaps.. And at the same time,
how the enhancement might be
beneficial in the treatment of
disease or birth defects..
As the lecture continues, Peter enters the laboratory. At
the back of the standing room only crowd, he has a bit of
trouble seeing. Then he notices Dr. Warren standing near the
front of the crowd.
PETER
Dr. Warren!
Warren turns, smiling at Peter and beckoning him to come
forward and join him. Peter politely, if clumsily makes his
way through the crowd, until he gets a glimpse of Gwen Stacy
within the crowd, and out and out tumbles. Peter falls into
another of the crowd creating a domino effect of falling
bodies. The last link in the chain reaches out to the nearby
wall for support. THE PERSON'S HAND inadvertently hits a
switch on the wall, KICKING UP THE LABORATORY'S VENTILATION
SYSTEM WITH A ROAR. The crowd is now completely disrupted by
the calamity. A deeply abashed Peter rises, smiling and
nervously waving apologetically to the crowd. He looks over
at Gwen who is giggling, despite her best attempts not to.
PETER
(continuing; To Gwen)
..Hi.. Nice to see you again..
Dr. Morbius tries to recover the composure of the audience.
MORBIUS
Well, that concludes the comedy
portion of our show, folks.. Let's
give the young man a hand.
The crowd laughs and applauds. Peter playfully bows trying
to make light of the disruption.
MORBIUS
(continuing)
I'd now like to bring Dr. Connors
forward to continue with the
exhibition..
TO AUDIENCE APPLAUSE, DR. CONNORS STEPS TO CENTER STAGE.
CUT TO:
INT. AIR DUCT - CONTINUOUS
Within the air duct, a spider, nested within its web, is
about to partake of a meal of a freshly captured fly. Just
then, the ventilation system blows; UPSETTING THE SPIDERWEB,
and BLOWING THE SPIDER WITHIN, down the air shaft.
CONNORS (V.O.)
Thank you. We're not completely
certain why these extraordinary
events have occurred.. Perhaps
it's a jumpstart to the next step
in man's evolution..
CUT TO:
INT. ESU LABORATORY - CONTINUOUS
The Spider plunges through the open vent landing on top of
the Cyclotron. Attempting to get its bearings, the Spider
climbs over the CYCLOTRON'S VACUUM CHAMBER. AT THAT MOMENT,
THE VACUUM SWITCHES ON, and THE SPIDER IS SUCKED INTO THE
CHAMBER.
CONNORS (V.O.)
Perhaps it is a reminder by a
Higher Power that as man advances
toward the future, we must
remember that we are still
children in the eyes of the
universe..
An IONIC PARTICLE BEAM BLASTS THROUGH THE CHAMBER, THE
RESIDUAL ENERGY BATHING THE SPIDER.
The Vacuum switches back on, and the spider is sucked out of
the vacuum chamber along with waste particles in the
aftermath of the blast.
CONNORS (V.O.)
(continuing)
And that our growth
technologically must be tempered
with an awareness of just how
little we truly know-
The Spider, along with the particles are sucked through an
exhaust tube and filtered into a toxic waste unit. But the
Spider, the only living object within the mass of waste
particles manages to grasp the tubing inner wall and cling
to it. It tears a small opening through the filter and climbs
into the adjacent air duct.
CONNORS (V.O.)
(continuing)
-And how far we have yet to go..
The Spider, A PULSATING GREEN GLOW now surrounding it, makes
the trek through the laboratory ventilation system finding
its way back to an open vent. Extending a web strand, the
spider begins a descent into the open area of the laboratory.
CONNORS (V.O.)
(continuing)
Perhaps its a wake-up call to us
to be aware of all the little
things that can so easily change
our fate, and guide us towards our
destiny...
DISSOLVE TO:
LATER. At this point, The Exhibition is ending.
Dr. Warren leads Peter over to meet Dr. Connors.
WARREN
Curt Connors, I'd like for you to
meet my most promising student,
Peter Parker-
Peter and Connors shake hands.
CONNORS
- Well- aside from your talent for
show stealing- I'd take a
recommendation from Miles Warren
to be a good thing..
PETER
Thank you, sir..
(aghast smile)
I figure a big entrance makes a
memorable impression.. I'm a huge
admirer of your work Dr. Connors..
A tad shy at this point, Peter's eyes dart nervously about
the room. He spies that Gwen is preparing to leave.
PETER
(continuing)
-Uh.. Doctors, could you excuse me
for one moment?
Peter, fiercely determined scurries toward Gwen.
At the same moment, the Spider is continuing its descent. The
light in the room obscures its irradiated glow. But the
Spider's descent is unsteady and faltering, as though the
creature is weakening.
Peter extends his hand, to reach towards Gwen.
PETER
(continuing)
-H-Hey-
At that second, the Spider drops from its web strand, landing
atop Peter's extended hand. Gwen turns, and at the same
moment, THE SPIDER BITES INTO PETER'S HAND.
A SHOCK runs through Peter's body and he convulses.
PETER
(continuing; Screams)
OWWW!
GWEN
(Confused; concerned)
-Are you okay?
The shock past, Peter tries to recover his cool. He
straightens up and the Spider falls unnoticed from his hand.
Hitting the floor, the tiny Spider goes limp and dies.
PETER
(Huffs; annoyed with
himself)
..Yeah.. I'll be okay..
Gwen stands waiting for him to continue.
GWEN
..So.. did you want to tell me
something?
Peter spots the Spider and is at a momentary loss. Then,
completely frustrated with yet again looking stupid in front
of Gwen, throws up his shoulders.
PETER
(Sighs)
No.. Not really. It's just in case
you weren't completely convinced
I was an idiot, I figured I'd
remove all room for debate..
Gwen is half amused and half believing this to be true.
Peter begins to feel dizzy.
PETER
(continuing)
..I'd better bail before the roof
falls in too.
Without any further fanfare Peter makes a dash toward the
door.
Doctors Warren and Connors look strangely at Peter's exit and
then back at each other.
WARREN
..Bright boy, but in need of some
social skills..
Connors shakes his head.
CUT TO:
EXT. ESU CAMPUS - DUSK
As Peter crosses the campus he grows increasingly ill.
PETER
..Well.. I suppose dying would be
the logical ending to the day I'm
having..
CUT TO:
INT. PARKER HOME - EVENING
Peter stumbles into the house. Cramping up and sweating.
Aunt May, stepping casually from the kitchen, quickens her
pace seeing Peter's state.
AUNT MAY
Peter! What's wrong?
She embraces him, checking his head.
AUNT MAY
(continuing)
..You've got a fever!
PETER
I got some kind of a bug bite..
Uncle Ben emerges from the basement.
UNCLE BEN
What happened?
Aunt May walks Peter to the stairs.
AUNT MAY
-I think we can add bug bites to
Peter's list of allergies Hon-
Grab the Epinephrine..
Ben nods.
CUT TO:
INT. PETER PARKER'S BEDROOM - EVENING
Peter is changed into sweats and is in bed. Aunt May and
Uncle Ben are tending to him.
Aunt May removes a thermometer from Peter's mouth and checks
it.
AUNT MAY
-Well you've got a pretty high
fever, but you don't have any
swelling or trouble breathing, so..
She places her hand on his forehead.
AUNT MAY
(continuing)
You might have a case of the flu..
I'm going to get you some Tylenol..
Aunt May gets up and hurries to the door then turns back.
AUNT MAY
(continuing)
-Ben, make sure he stays still..
If the fever doesn't go down in a
few hours we're taking him to the
hospital..
UNCLE BEN
(Calming her)
..Okay Dear..
Peter lies restlessly, his symptoms knocking the strength out
of him.
PETER
...Uncle Ben... If you really love
me... Just let me die...
UNCLE BEN
..Uh-huh.. Is that the delirium
talking there, Pete?
PETER
..School..
(Feigning crying)
Beautiful girl..
UNCLE BEN
..I think I see the cause of your
fever..
PETER
..Like something out of a dream..
You ever meet someone like that?
UNCLE BEN
..Yeah. -Married her as I recall..
PETER
..She's even interested in
science.. And I made myself look
like a total loser..
UNCLE BEN
..These things happen Pete..
You're not feeling well, things
like that can throw a situation
all out of proportion.. You rest
up tonight. Things'll be alot
different in the morning.. I
promise you.
Exhausted, Peter lies backward and hopelessly closes his eyes.
CUT TO:
INT. GWEN STACY'S BEDROOM - EVENING
Gwen sits typing at her computer, glasses resting at the edge
of her nose.
There's a knock on her open door. Gwen turns to greet her
father, POLICE CAPTAIN GEORGE STACY. In his mid-fifties he
has a strength about him that radiates from a warm-heart.
CAPTAIN STACY
..All finished your homework?
GWEN
Just about Dad.. What are you
doing tonight?
CAPTAIN STACY
Me? Sitting down to a movie and
checking over some police reports..
GWEN
..Need any help?
CAPTAIN STACY
(Smiles)
From my best cop? Sure, but..
GWEN
But what?
CAPTAIN STACY
-Well... No father wants to rush
his little girl out the door-
Especially when she's grown into
a teenaged Venus.. But, I'd figure
you'd want to spend at least some
of your time with fellas closer to
your own age..
GWEN
(Rolls her eyes)
Pass.
CAPTAIN STACY
What's wrong? I'm sure you don't
lack for date requests..
GWEN
No. Plenty of requests.. Just not
from the right sources..
CAPTAIN STACY
Meaning?
GWEN
-Well, most of the guys who come
at me are jock doofuses or wannabe
playboys..
(Pause)
Then there's this one guy.. But
even if he worked up the nerve to
ask me out, I think he'd get us
both killed, he's such a klutz..
CAPTAIN STACY
(Smiles)
..But you like him..
GWEN
I don't know.. There's something..
Different about him..
CUT TO:
INT. HALLWAY OUTSIDE PETER PARKER'S BEDROOM - MIDNIGHT
It's hours later. Aunt May is quietly exiting Peter's
bedroom. She walks toward her and Ben's bedroom. Ben awaits
her in the doorway.
UNCLE BEN
How's he doing?
AUNT MAY
..Just like I thought.. His
fever's gone. He's sleeping like
a log.. A little Tylenol and honey-
lemon tea will do it every time..
UNCLE BEN
The boy comes from good stock..
The Parker men are strong as young
oxen..
AUNT MAY
(smiles at Ben
suggestively)
..Don't I know..
She puts her arm around him and they walk into their bedroom.
CUT TO:
INT. PETER PARKER'S BEDROOM - CONTINUING
DOLLY-IN ON SLEEPING PETER. AS WE MOVE FORWARD THERE ARE
QUICK INSERTS OF EFFECTS SHOTS:
EFFECTS SHOTS GIVE QUICK GLIMPSES OF WHAT IS GOING ON
INTERNALLY IN PETER'S BODY:
MUSCLE AND BONE FORTIFIES IN DENSITY, NOT SO MUCH GROWING
LARGER AS THE CELLULAR TISSUE IS MULTIPLYING AND CREATING A
TIGHTER CONNECTION.
TENDONS BECOME MORE ELASTIC, BLOOD FLOW IS MORE INTENSE.
AN ENERGY GLOW SIMILAR TO THAT OF THE SPIDER BEGINS TO ENGULF
THE INTERNAL STRUCTURE OF PETER'S BODY, BUILDING TO CRITICAL
MASS UNTIL-
PETER'S EYELIDS FLY OPEN.
He sits up in bed, looking around in the darkness. All of
the symptoms he had are gone. He's strangely energized. He
climbs out of bed, still uncertain as to what's happening to
him, but knowing that he feels better than he's ever felt in
his life.
Inexplicably, even to himself, he finds himself walking
toward his window. He opens it, and begins to climb out of
it.
CUT TO:
EXT. PARKER HOUSE/ ROOF - CONTINUING
Peter climbs out of his window and onto the rooftop. He
feels the night air against his body and a smile comes over
his face. He walks to the edge of the rooftop, and then
sits, looking out over the neighborhood.
He can't make sense of the sudden power he feels surging
through his body. He reaches toward the steel pipe which
allows smoke from the kitchen to be vented out of the house.
Grasping hold of it, HE PROCEEDS TO CRUSH IT EFFORTLESSLY.
Stunned by what he's done, and then remembering the trouble
he'll get into for doing it, he grabs it with both hands and
just as easily RE-OPENS THE CRUSHED AREA.
Intrigued by his newfound strength, Peter walks back to his
window, and leaps- effortlessly bounding a height of 7 feet,
landing on the second tier of his family's rooftop. He lands
instinctively in a spider-like crouch. Looking over, he
makes the leap between his house and the next, approximately
double the distance he'd just jumped, and lands with equal
ease.
Peter is now fully in the grips of his newly acquired
strength and begins to move throughout the neighborhood,
jumping from roof to roof, trying each time to extend the
distance of each leap.
He reaches an area of apartment buildings. Peter stands at
the front of one roof. And decides to attempt a leap across
the length of this roof to land on the one across, a distance
of at least 120 feet. Without a running start, Peter makes
the jump. He sails across the length of the first rooftop,
but as he reaches the edge of the roof, and continues over,
his arc is too short. He sees he won't make it the full
distance, and there's a good 6 story drop to the ground- He
figures this is the usual Parker Luck working in top form.
Frightened, Peter instinctively reaches out to grab something-
Anything. Eyes closed, he readies himself for a hard
landing. Then he realizes that his fall has stopped
abruptly. Peter opens his eyes- AND FINDS THAT HE'S CLINGING
TO THE WALL.
At first Peter thinks this has to be still a sign of his
delirium. He's clinging to the wall just like - Like a
spider. Then things begin to make sense.
Slowly, cautiously- Peter releases his right hand, and places
it down at his lower right. His hand continues to cling to
the wall. Peter turns his entire body so that he is facing
completely upside down. Yet he still clings to the wall.
He spins his body back around, and begins climbing upward,
toward the top of the roof.
From here, Peter moves to the outer areas of the
neighborhood, jumping on and crawling the walls of the
apartment buildings. At first, landing with a slight
clumsiness and uncertainty to his grip. But with each moment
growing more fluent and certain of his movements. No longer
simply Peter Parker- no longer only a man.
Peter becomes oblivious to anything other than the amazing
powers he has acquired.
AS WE TRAVEL ALONG WITH HIM, WE GET GLIMPSES OF THE SEAMIER
AREAS SURROUNDING HIS FAMILY'S HOUSE. SIGNS OF CRIMINALS,
DRUGS BEING DEALT, PROSTITUTES STROLLING.
EXT. STREET - NIGHT
Spread out across one street is a GANG OF BURGLARS. THE LOOK
OUTS are positioned strategically over the block, while the
INSIDE MEN work the buildings in the area.
INT. APARTMENT BUILDING - CONTINUOUS
Several of the GANG MEMBERS have ravaged an apartment, and
are carrying their loot down the stairs, when one of them
glances out of a stairwell window and spots Peter on the wall
of the adjacent building. He FREAKS.
BURGLAR 1
(Eyes bulging)
Holy mother f-
The others pause.
BURGLAR 2
What is it?
Peter is now out of sight.
BURGLAR 1
There was guy!- A guy on the
freakin' wall! Crawlin' like a bug!
BURGLAR 3
What are you talking about? You
been smokin' that good weed?
BURGLAR 1
Yeah- But that's besides the point-
There really was a guy stickin' on
the freakin' wall!
BURGLAR 2
Let's get outta here, or his dope
dreams 'll be the least of our
problems!
The others follow his lead and continue down the stairs, but
Burglar 1 glances out the window, to confirm that he's not
that crazy. He draws a gun, determined to blow whatever this
thing is back to Hell. Burglar 2 spots this and is incensed,
grabbing Burglar 1 by the collar.
BURGLAR 2
(continuing)
What are you- stupid?! You're
always drawin' that thing at the
drop of hat! The Big Man has no
use for stupid in this gang..
Burglar 2 turns and continues down the stairs. Burglar 1
curls his lip angrily, but puts the gun away and follows.
CUT TO:
EXT. STREET - CONTINUOUS
The Gang converges on the street. They prepare to make their
escape when they hear POLICE SIRENS. They expected this, and
calmly, but quickly scatter.
CUT TO:
EXT. SIDE STREET - CONTINUOUS
Peter leaps from a building wall, landing on the street.
Walking over to a parked car, he reaches under the bumper,
AND LIFTS THE REAR OF THE CAR. He places it back down,
laughing to himself uncontrollably. At that moment he hears
the POLICE SIRENS. He turns, and sees several MEMBERS OF THE
BURGLARY GANG running towards him, with THREE BEAT COPS IN
HOT PURSUIT. Confused, Peter side steps the Gang Members
allowing them to continue on their way.
The last of the Gang Members is Burglar 1. He and Peter's
eyes meet as he runs past.
The cops continue chasing the gang- But the last COP, stops
as he reaches Peter-
COP
(Raging)
What the hell's the matter with
you?! Why didn't you stop any of
them?!
Peter becomes coolly defiant.
PETER
Calm down, pal- You're paid to
handle this kinda thing. I'm an
innocent bystander..
COP
Innocent Bystander? You don't
give a damn about what happens to
your own neighborhood?
PETER
As long as they stay outta my
house it's not my problem.. I'll
take care of my own- But I'm not
risking my neck for anybody else..
COP
If I had the time I'd bust you for
aiding and abetting-
PETER
(Consumed with his
power)
Not a good idea..
The Cop gets the vibe that Peter is not simply talking trash.
Hesitantly, the Cop turns away and joins the others in
pursuing the crooks.
Peter smirks.
CUT TO:
INT. PARKER HOME - MORNING
Uncle Ben climbs the stairs in his morning ritual to wake
Peter.
CUT TO:
INT. PETER PARKER'S BEDROOM - CONTINUING
Peter is at his desk. It's clear that he has not slept.
Still bustling with excitement over his newly acquired
abilities, he types excitedly on his lap top.
ON HIS LAPTOP WE SEE THAT PETER HAS CREATED A CHART,
DETAILING HIS ABILITIES, AND THE LEVELS TO WHICH THEY WORK.
There's a knock on the door. Peter LEAPS from his chair,
clearing the length of the room, landing in front of the
door. He opens it to greet Uncle Ben.
UNCLE BEN
How you feeling Pete?
PETER
(Giddy)
Uncle Ben... There are no words..
For how good I feel..
UNCLE BEN
-Yeah.. Your Aunt May's remedies
do work wonders.. She learned 'em
from her Grandmother-
PETER
-No- Uncle Ben- You don't
understand-
Peter looks about the room for some way to show Uncle Ben
what's he means. He spots his chair.
PETER
(continuing)
-Just watch..
Peter leaps and somersaults, then lands and balances himself
on the back of the chair with his right arm, as the chair
teeters on its rear legs.
Ben's mouth is agape.
UNCLE BEN
Now.. Honey-Lemon Tea never did
that for me..
PETER
It wasn't the tea Uncle Ben.. it
was The Spider-
UNCLE BEN
The what?
Peter Springs from the chair, landing perfectly on his feet.
PETER
The spider that bit me yesterday..
Somehow- it gave me its powers..
UNCLE BEN
..Wait a minute.. you mean you eat
flies and spin webs?
Peter looks at him strangely.
PETER
No.. no... But I can do this-
Against the wall is a file cabinet that easily weighs 200
pounds. Peter reaches underneath it and LIFTS IT WITH ONE
HAND. Uncle Ben is dumbfounded.
Peter places the cabinet back down.
PETER
(continuing)
-And then there's this-
PETER LEAPS AND FLIPS- LANDING ON AND CLINGING TO THE CEILING.
WE SEE FROM PETER'S UPSIDE DOWN POV that Uncle Ben is frozen.
UNCLE BEN
(Stunned)
..Okay.. I'm going to go back
outside this door, and when I come
back in, I want my real nephew to
be here..
Peter drops from the ceiling landing softly in a crouch. He
clasps Uncle Ben's shoulders trying to reassure him.
PETER
Uncle Ben I know its a shock..
Uncle Ben, attempting to get his bearings, slowly sits
himself on Peter's bed.
UNCLE BEN
..Peter.. When you were 12 and you
tried to re-wire the house to make
it more energy efficient- That was
a shock.. There are no words for
what I'm feeling right now..
PETER
Uncle Ben.. No matter what I'm
like physically, I'm still the
same Peter I always was..
Uncle Ben focuses on Peter's eyes. He grasps Peter at his
shoulders.
UNCLE BEN
(Affectionately)
I know that Peter..
PETER
..I'm not sure what this all
means.. But there's got to be
something good in all this for
us.. These powers-
UNCLE BEN
But you have to remember all that
comes with power Peter..
Peter's uncertain of what Uncle Ben means.
UNCLE BEN
(continuing)
-With great power comes great
responsibility..
Peter takes the words for granted.
PETER
..Well.. of course.. But.. We have
a responsibility to ourselves..
This can mean so many good things
for us. You, me, Aunt May..
UNCLE BEN
May.. Peter.. You'd better keep
this between us for right now..
PETER
But why?
UNCLE BEN
Well, you know how your Aunt May
got when you started puberty..
PETER
..Burning candles and going to
Church twice a week..
UNCLE BEN
Yeah.. This is a little more
extreme..
Peter nods in agreement.
UNCLE BEN
(continuing)
Peter.. The world by-enlarge might
not be ready for this.
PETER
But there's others like me.. The
Fantastic Four-
UNCLE BEN
They have lots of money to live
aloof in that tower of theirs.
And more than that, they have each
other. Aside from your aunt and
me, you're alone in this. You
don't know who might want to use
you or hurt you.. For now at
least.. This has got to be our
secret.
Peter considers Ben's words and nods in agreement.
PETER
What do you think I should do next?
UNCLE BEN
Well... For now, just go about
your normal routine, for your Aunt
May's benefit. Get ready for
school- And we'll talk about it
some more tonight when you get
home.
Peter again nods. He then considers what a loving father,
friend and confidant he has in his Uncle.
PETER
..Thanks for this Uncle Ben.. This
and everything else..
They hug.
CUT TO:
EXT. MIDTOWN HIGH SCHOOL - MORNING
Peter, still in a daze over all that's happened approaches
the school.
He gets a glimpse of Flash Thompson and his boys walking to
school.
Peter's face takes on a malicious grin, imagining crushing
Flash into a fine powder. Peter starts to quicken his pace.
But as he walks, Uncle Ben's words roll through his mind:
UNCLE BEN (V.O.)
This has got to be our secret..
Peter stops himself, despite every fiber of his body wanting
to kick Flash's ass. Peter decides he can't just sit in a
classroom with all of this energy roaring within him.
For probably the first time in his life, Peter chooses to
play hooky. He turns and walks away from the school.
Gwen Stacy is walking toward the school entrance at that
moment and spots Peter walk up the block and disappear around
the corner. She shrugs, chalking it up to just more weird
behavior on Peter's part.
CUT TO:
EXT. OSCORP - AFTERNOON
ESTABLISHING SHOT.
Oscorp is an gigantic, imposing technological research
complex. At once a representation of all that is both good,
and bad with modern technology.
CUT TO:
INT. OSCORP - CONTINUOUS
DOLLY THROUGH THE LAB, GETTING GLIMPSES OF VARIOUS
EXPERIMENTS IN PROGRESS. WEAPONS SYSTEMS, ROBOTICS, AVIATION
ET AL.
END DOLLY: We stop at the aftermath of an experiment gone
disastrously wrong. An area of about 20 square yards is near
decimated by an explosion. It is clearly from weeks earlier
because the remnant debris has been cleared away, leaving
only the scarred walls and floor.
CUT TO:
CLOSE-UP of A PHOTOGRAPH OF THE PREVIOUS SCENE OF DESTRUCTION.
PULLBACK AND WE SEE THAT WE ARE IN:
INT. OSCORP BOARDROOM - CONTINUOUS
There is a meeting of THE OSCORP BOARD MEMBERS. A DOZEN
BROOKS BROTHERS SUITED WALLSTREET BULLS.
At one end of the table sits Oscorp Senior VP MENDEL STROMM.
Stromm, bald, in his late forties with hard-frozen features
observes the board meeting through small round spectacles.
Across from him sits Chairman, Norman Osborn.
There is an ugly, twisted grimace burned into Osborn's face
as he reviews the photos of the damage to the plant.
An Oscorp PROJECT MANAGER stands before the displays of the
enlarged photos of the scene of the accident, taken from
various angles. Referring to the images as needed with a
LASER POINTER The Project Manager gives his assessment of the
damages.
PROJECT MANAGER
..The damage to sector E will
require 3 months to be repaired,
at a cost of fifteen million
dollars.. But this is nothing by
comparison to the amount of money
that the corporation has sank into
the failed Cold Fusion project.
It will take a least two years to
both recoup the damages as well as
get the project back on track..
BOARD MEMBER 1
But by that time there's every
chance that we'll lose our lead in
the development of the Cold Fusion
Processor.. I understand that
Stark International is already at
work on their own processor..
NORMAN
..Stark is at least a year away
from perfecting their processor..
I know that mine is ready now. It
was only this setback-
BOARD MEMBER 2
-But there was this setback.
Norman- Many on the board felt you
were rushing the test.. And now
the company is in a major
financial bind because of it..
STROMM
..I don't want to throw any I-told-
you-sos into this, but I will go
on record as having said we were
putting too many of our eggs in
the Cold Fusion basket, gentlemen..
Norman stares across the conference table at Stromm, a cold,
quiet anger of betrayal in Norman's eyes.
STROMM
(continuing)
Not to toot my own horn, but it
was my idea to focus more of our
resources toward the development
of our robotics division..
NORMAN
(Snidely)
-Of which you're the director
Dr. Stromm..
STROMM
(Defensively)
Well, Norman- Let's look at the
facts.
Even on the limited budget from
which I have to work, we were key
in the development of the robotic
tentacles being used by Otto
Octavius in his Nuclear research
work..
Norman snorts at the mention of this.
NORMAN
..Octopus arms..
STROMM
..Those octopus arms have garnered
major notice by the defense
department! We're now developing
several proposals for the
government's use!
Norman is about to retort angrily when cut off-
BOARD MEMBER 2
-Please gentlemen! We know that
everyone here has nothing but the
best intentions in mind for the
company and our shareholders. And
let's not forget that Norman was
seriously injured during the
accident involving the Cold Fusion
processor..
BOARD MEMBER 1
Of course.. But be that as it
may.. Norman- as Chairman of the
board and President of Oscorp, we
need to see some pretty fancy
footwork on your part and in short
order.. Or we'll have to seriously
reconsider the direction in which
Oscorp is moving..
Sweat covers Norman's forehead. He nods gravely.
CUT TO:
INT. NORMAN OSBORN'S OFFICE - AFTERNOON
Norman sits at his desk. A harsh scowl on his face. Across
from him, a TV monitor runs a videotape of the COLD FUSION
TEST.
ON THE VIDEO, NORMAN, A PROUD SMILE ON HIS FACE ADDRESSES THE
CAMERA.
VIDEO NORMAN
Good afternoon. I'm Dr. Norman
Osborn.. We are here today for the
first test run of the Oscorp Cold
Fusion Processor. If successful,
the Processor will be a self-
replicating energy source, capable
of providing power to a small city
for up to 10 years for a fraction
of current cost and with minimal
maintenance..
BEHIND NORMAN IS THE LARGE COLD FUSION PROCESSOR PROTOTYPE.
THE CAMERA ROAMS AROUND AS NORMAN'S ASSISTANTS WORK IN
PREPARING THE PROTOTYPE FOR ITS TEST RUN.
THERE IS A JUMP CUT IN THE TAPE- AND WE SEE NORMAN NEAR THE
POWER GRID FOR THE PROTOTYPE.
NORMAN REFERS TO A SINGLE SWITCH.
VIDEO NORMAN
(continuing)
And now with a flip of this
switch, the future of energy
production begins..
NORMAN FLICKS THE SWITCH.
THE PROCESSOR BEGINS TO HUM AND GLOW.
THEN UNEXPECTEDLY VAPORS BEGIN TO RISE. THERE'S A HARSH
ENERGY SURGE.
VIDEO NORMAN
(continuing)
-Wait a- Um- there seems to be
something wrong- Jenson - clear
the area!
JENSON, ONE OF NORMAN'S ASSISTANTS DIRECTS THE OTHERS TO GET
OUT OF THERE QUICKLY.
NORMAN TURNS TOWARD THE PROCESSOR, AS IF HIS BEST WISHES CAN
CAUSE IT TO WORK PROPERLY.
THE PROCESSOR EXPLODES - THE VIDEOTAPE GOES DEAD.
Norman at his desk, lowers his head to the table, and pounds
it hard.
The quaking of the desk causes several items resting atop of
it to shake. One of which is a SMALL FIGURINE OF A MEDIEVAL
GOBLIN. It totters and falls.
Osborn notices it and picks it up, staring deeply at the
hideous grin that the figure displays.
As Norman looks at it, WE HEAR VERY LOW, BUT RISING,
GUTTURAL, INHUMAN GROWL that would appear to be coming from
the Goblin figure. But more likely, and frighteningly, it
seems to be a sign of something rising within Norman's own
psyche.
CUT TO:
INT. SUBWAY CAR - AFTERNOON
Peter, curled up in his seat like a ball rides the subway
aimlessly, trying to think of what to do with this abilities.
Looking around the near empty train, his eyes make contact
with a PASSENGER across from him. The Passenger is reading
a newspaper. The headline line reads: "ELECTRO" "ROBS
SECURITY EXCHANGE".
But this doesn't garner Peter's attention. On an ad page
Peter sees a block reading:
TONIGHT ONLY!!
AMATEUR WRESTLERS - TRY YOUR LUCK AGAINST A WRESTLING
CHAMPION!
WORLD WIDE WRESTLING CHAMP CRUSHER HOGAN TAKES ON ALL COMERS!
$1,000.00 CASH PRIZE FOR FIRST MAN TO LAST 3 MINUTES IN THE
RING!
A light bulb goes on in Peter's head. And a grin overtakes
his face.
DISSOLVE TO:
INT. PARKER DINING ROOM - EVENING
Aunt May and Uncle Ben are having dinner. May notices that
Ben is continually looking back and forth at the front door.
AUNT MAY
What's the matter, Hon?
Ben tries not to look overly concerned. He goes back to
eating.
UNCLE BEN
N-Nothing.. Just wondering when
Peter's coming home..
AUNT MAY
He's probably at the library.. Or
helping Dr. Warren.. You know..
UNCLE BEN
..I know.. It's just- well- He had
that flu bug or whatever it was
yesterday..
AUNT MAY
(Playfully)
Hey.. Don't go muscling in on my
territory.. I'm the full-time
worrier in this house.. Get a
hobby of your own..
Ben smiles at her, and continues eating along with her.
CU BEN. As he brings a forkful to his mouth, WE CAN SEE how
deeply worried he really is for Peter.
CUT TO:
INT. WRESTLING AUDITORIUM - EVENING
There is AN IMMENSE CROWD OF WRESTLING FANS cheering,
cursing, throwing popcorn in reaction to what's going on in
the center ring.
CRUSHER HOGAN, a massive steroid-charged engine of
destruction is in the midst of battling not one, not two, but
FOUR AMATEUR WRESTLERS at once. He tosses, punches and
chokes them, displaying for one and all his superiority in
the ring. And the audience loves every second of it.
Peter walks down the aisle of the arena. Despite his amazing
powers, he still feels a bit intimidated. He spots a VENDOR
selling merchandise. Peter stops him and buys a cheesy
wrestling mask from him. The Vendor, looking for his next
sale, barely gives the unimpressive Peter a first glance.
Peter continues toward the ring. A few feet away, he's
nearly hit by something, and moves quickly to get out of the
path. IT'S ONE OF THE WRESTLERS- He crashes onto the
auditorium floor and rolls in pain.
Peter looks up into the ring in awe.
Within the ring, two of the remaining wrestlers have a hold
on each of Hogan's arms, and the third is slamming punches
into Hogan's midsection. Hogan laughs this off, head-butting
the wrestler throwing the punches. He then follows by
tossing each of the wrestlers holding him across the ring.
The amateurs lay in a pile, knowing its best to remain there.
The audience cheers wildly, as Hogan stands in the middle of
the ring flexing his muscles.
The MC of the event steps into the ring declaring Hogan the
victor.
Crusher snatches the MC's microphone.
CRUSHER
(Roars)
-Ain't there nobody fit to wrassel
wit' me?
The crowd roars along with him.
From beneath the roar, a small voice can be only slightly
heard.
VOICE
-Um.. Excuse me...
Crusher, noticing something waves to the crowd to silence
them. They immediately comply.
VOICE
(continuing)
Eh- Excuse me?
Crusher stomps the edge of the ring and looks down at the
floor, and sees Peter, all of 150 pounds, head covered with
the goofy wrestling mask.
PETER
..Uh.. I- I'd like to try...
You could hear a feather hit the floor. Then, THE ENTIRE
AUDIENCE BURSTS INTO HYSTERICAL LAUGHTER, ALONG WITH CRUSHER.
Peter looks around, then jumps onto the edge of the ring.
Another jump and he's over the top rope and in the middle of
the ring.
MC
(To Audience)
Well you gotta hand to him folks-
the little fella's got guts..
CRUSHER
Not after I rip 'em out of him!
Crusher charges at Peter. Peter calmly leans back, meeting
Crusher's charge with his extended foot- WHICH SENDS CRUSHER
FLYING ACROSS THE RING, SLAMMING INTO THE ROPES.
The crowd is as stunned as Crusher.
Crusher rises and charges again, grabbing Peter in a bearhug-
Peter somersaults, freeing himself of Crusher's grip, and
landing, lifting Crusher WITH ONE HAND. He tosses Crusher,
sending him crashing onto the canvas.
Crusher, now visibly stunned, without getting up, spins his
body around trying to grab at Peter's legs. Peter
somersaults over the grab attempt, landing gracefully on the
ring's turn-buckle.
Crusher gets to his feet and quickly moves in. Peter
intercepts him with a hard punch to his face. Crusher's
knees buckle. But Peter grabs him at the shoulders to hold
him up. Slowly, Peter rises to stand on the top rope, easily
lifting and balancing Crusher's near-unconscious body over
his head as though Crusher were a trophy of Peter's victory.
The aghast spectators don't know what to make of this. But
then begin to cheer as wildly as they had for Crusher.
Peter effortlessly tosses Crusher back onto the canvas. This
time, Crusher realizes its best not to get up again.
CUT TO:
INT. MAY & BEN PARKER BEDROOM - NIGHT
May lies sleeping, with her head on Ben's shoulder. Ben
continues to worry about Peter. Trying not to disturb May,
he reaches for the clock on the night stand.
But the movement does wake May. Hazy and yawning she looks
up at Ben.
AUNT MAY
What time is it?
UNCLE BEN
..About 10:30..
AUNT MAY
When did Peter get in?
Ben doesn't answer, knowing the truth will upset her. But he
can't lie to her either, so his jaw just bunches up.
AUNT MAY
(continuing; Wide
awake and upset)
You mean he's not home yet?
Despite his own worry, Ben knows calming May takes priority.
UNCLE BEN
Calm down, honey.. He's a big guy
now.. He's about to graduate.. Who
knows, maybe he's met a girl..
AUNT MAY
Oh- and you thought that would
make me feel better.. One of those
little hotsies gets her claws into
Peter-
UNCLE BEN
-I think they call them hotties
May..
AUNT MAY
Whatever! With the partying.. The
pot smoking the-
UNCLE BEN
-Or maybe she's someone he wants
to wake-up next for the rest of
his life- Just like you.. You
know, we did a pretty good job
with that kid..
May considers Ben's words and smiles, placing her head back
on his shoulder, and wrapping her arms around his.
THERE'S A NOISE FROM DOWNSTAIRS, AS THAT OF FOOTSTEPS.
May and Ben look-up.
UNCLE BEN
(continuing)
There he is now..
Ben gets up and heads down to meet Peter.
CUT TO:
INT. WRESTLING MANAGER'S OFFICE - NIGHT
Peter, still wearing his wrestling mask, sits across from the
wrestling manager.
MANAGER
-Don't plan on revealing your
identity, huh?
Peter shakes his head.
PETER
Nope.
MANAGER
That's good.. We can play that up..
(Creating the marquee
with his hands)
"Where does he come from? Who is
he?" The mysterious.. Mysterious..
(Looks back at Peter
curiously)
What're you gonna call yourself?
Peter shrugs.
PETER
I'll come up with something..
MANAGER
Make it good.. And come up with a
flashy costume too.. You're gonna
make 5 grand a match to start
with..
PETER
5 grand?!
Peter smiles brightly beneath the mask.
PETER
(continuing)
That'll mean alot to my family..
CUT TO:
INT. PARKER HOME - CONTINUOUS
Ben descends the stairs in the darkened house.
UNCLE BEN
-Pete? You're gonna be in big
trouble when your Aunt May sees
you for not calling- So you'd
better eat your dinner now-
In the darkness of the living room, WE SEE what Ben can't.
That this is not Peter. It's the BURGLAR with the itchy
trigger finger from the previous night. Startled by Ben's
voice he leans back against the wall to stay out of sight-
And draws his gun.
Ben approaches the living room.
UNCLE BEN
(continuing)
-What- did you forget where the
lights are?
BEN FLICKS ON THE LIGHTS.
THERE'S A MUZZLE FLASH AND BOOM.
CUT TO:
EXT. STREET - NIGHT
Peter walks up the street, brimming with excitement.
But as he continues towards his house, Peter's expression
goes from happiness to one of dread as he becomes
INCREASINGLY BATHED IN THE RED FLICKERING LIGHTS OF POLICE
AND PARAMEDICS VEHICLES.
Soon his face reads out-and-out fear. His pace quickens until
he breaks into a run as he sees that THE VEHICLES ARE IN
FRONT OF HIS HOUSE.
Peter runs across the barriers toward the COPS stationed
outside the house.
PETER
What happened?!
COP
-On the other side of the barrier
please-
PETER
This is my house!
COP
Oh- sorry-
Peter and the Cop's eyes meet. In a very cruel coincidence,
both recognize each other from the night before.
COP
(continuing)
..There's been a shooting.. The
husband-
PETER
Uncle Ben!
Peter pushes past the cops as he sees that paramedics are
wheeling Ben out on a stretcher. Aunt May follows
frantically.
PETER
(continuing)
Aunt May!
He rushes into an embrace with her.
AUNT MAY
(Crying
uncontrollably)
Oh Peter-
The paramedics lift Uncle Ben into the ambulance. Ben's eyes
are open. His and Peter's eyes meet and fix on each other.
PARAMEDIC 1
(To May)
Please ma'am- we have to hurry-
May regretfully breaks from her embrace with Peter and climbs
into the ambulance. Peter tries to climb in as well.
The Paramedics bar his path.
PARAMEDIC 1
(continuing)
Sorry buddy- Emergency personnel
only-
AUNT MAY
Meet us at the hospital Peter-
The paramedics slam the doors shut and the ambulance pulls
away.
Peter watches as it draws further away, the flashing lights
running over his face, until the ambulance disappears around
the corner.
His head drops. He feels totally helpless. Angry tears fall
from his eyes, splashing on the ground.
The Cop walks over to Peter. Despite their initial clash, he
can't help but feel Peter's pain. He places his hand on
Peter's shoulder.
COP
..Don't worry kid, we're gonna get
him.. We've got a bunch of units
chasing him over by the Queens
Borough Bridge..
Peter looks up the Cop.
PETER
-You were right.. This is my
fault.. God's punishing me..
COP
Sometimes.. The most important
lessons we learn hurt us the most..
PETER
I have to do something..
COP
..Get to the hospital.. Support
your family.. There's nothing else
you can do..
Peter looks up. A fiery determination he's never known
before wells up in him.
CUT TO:
EXT. QUEENS BOROUGH BRIDGE AREA - NIGHT
A number of Police cars are parked within the industrial area
surrounding the bridge.
THERE'S AN ABANDONED CAR THAT HAS COLLIDED WITH A TELEPHONE
POLE.
Cops are spread out searching the area for The Burglar.
Captain Stacy leads the search.
HIGH ANGLE: WE SEE THE POLICE SEARCHING THE STREET FROM THE
ROOFTOP OF AN ABANDONED WAREHOUSE.
PULLBACK. It's the Burglar, watching as the police search
for him. He laughs to himself, certain that they'll never
find him.
WIDER HIGHER ANGLE: FROM THE LOWER GRID OF THE QUEENS BOROUGH
BRIDGE, PETER SURVEYS THE ENTIRE SCENE. HE SPOTS THE BURGLAR
MOVING ACROSS THE ROOFTOP.
He leaps and climbs his way down, landing on the roof.
Peter makes a final long distance leap, landing directly in
front of the Burglar- in a deep crouch. In the shadows,
Peter makes for a frightening sight.
The Burglar is terrified. His gun in hand- he opens fire at
Peter- But Peter moves with lightning speed, dodging every
shot.
CUT TO:
EXT. QUEENS BOROUGH BRIDGE AREA - CONTINUOUS
On the street, Captain Stacy and the other policemen react to
THE SOUND OF GUNFIRE. Stacy directs the cops to head in the
direction of the shots.
CUT TO:
EXT. WAREHOUSE ROOFTOP - CONTINUOUS
The frightened Burglar shakes at the startling vision before
him.
BURGLAR 1
You- You're that-that bug guy!
PETER
(His voice deep and
scary)
No.. I'm The Spider-Man.. And I'm
going to eat you alive-
The Burglar runs- firing wildly to keep Peter off of him,
entering the building and locking the rooftop door behind him.
Peter gets to the door, and finding it locked- HE TEARS IT
OFF ITS HINGES. Wary of an ambush, he cautiously makes his
way down the stairs.
INT. WAREHOUSE - CONTINUING
Peter makes his way through the darkened warehouse, made all
the more difficult by the wanton jetsam littering the floor
since the warehouse was abandoned.
Nearby, the Burglar lurks. The warehouse is one of his
gang's depots for hiding stolen goods. Thus he knows how to
make his way through it even in the dark.
He finds a hiding place, and gun at the ready, he awaits for
Peter to approach.
Searching, Peter sees an open area and figures this must be
where The Burglar has hidden himself. He moves in.
The Burglar sees Peter come into view, and has a very clean
head shot.
CUT TO:
EXT. WAREHOUSE/STREET - CONTINUOUS
Stacy and his men manage to break into the warehouse. They
storm inside.
CUT TO:
INT. WAREHOUSE - CONTINUING
Peter is in the direct line of fire- But as he steps A
SHOCKWAVE RUNS THROUGH HIS BODY, ALARMING HIM TO THE IMMINENT
DANGER. HIS SPIDER SENSE.
Without another thought, Peter leaps- Just as The Burglar
fires.
The Burglar runs. But before he gets far, A HAND CRASHES
THROUGH AN INTERIOR WINDOW ON THE WALL. Peter Yanks The
Burglar through the window as though he were weightless.
Peter tosses him across the room. The Burglar slams on the
ground hard. He opens fire again. But Peter runs along the
walls and finally the ceiling dodging the last of The
Burglar's bullets, and moving in fast.
Peter leaps and pounces on the helpless thug, slamming his
head into the floor. Then, lifting the Burglar, the light of
the street lamps illuminates The Burglar's face and Peter can
clearly see that this is one of the thieves that he had seen
from the previous night. Peter's anger at both himself, and
the killer overcome him. He slams a hard punch into The
Burglar- sending him flying across the room- AND OUT OF THE
WINDOW.
Peter's eyes bulge as he realizes what he's done. He runs to
the window, only to see to his horror The Burglar's broken
body sprawled out on the street below. Peter is paralyzed at
the sight. He only turns at the oncoming sound of the Police.
In a heartbeat, he's out the window and gone.
Captain Stacy runs to the window, to see to his dismay a
SHADOWY FIGURE scaling the building across the way.
CUT TO:
INT. HOSPITAL WAITING ROOM - NIGHT
Peter is led by a NURSE into the empty waiting room.
NURSE
..Your Uncle is in surgery..
Someone will come and get you when
you can see him..
PETER
-Where's my Aunt?
NURSE
She's in post-op.. I can't take
you there- they restrict the area
to Emergency personnel and spouses.
Peter nods. As the Nurse walks off he continues slowly into
the waiting room and slumps into a seat. His mind reeling,
he ponders what a nightmare this "gift" has turned out to be.
Aunt May, accompanied by a nurse enters the room. Peter
rushes to her.
AUNT MAY
..He's gone Peter.. He died on the
operating table..
She breaks down in Peter's arms.
AUNT MAY
(continuing)
When we were in the ambulance.. He
kept telling me to tell you.. -He
loved you- and for you to..
Remember..
Peter rests his head against hers as his tears fall.
CUT TO:
EXT. GRAVEYARD - MORNING
Rain pours down on the assembled mourners as Ben Parker is
laid to rest. Under an umbrella, Aunt May's head rests
against Peter's shoulder.
CUT TO:
INT. PARKER HOME - AFTERNOON
There is a gathering to remember Uncle Ben. May sits in the
living room, talking with her friend, ANNA WATSON.
Peter is over by the door, greeting the guests.
Captain Stacy enters. He and Peter shake hands.
CAPTAIN STACY
..I don't know if you remember me
Peter.. But your Uncle and I were
good friends...
Peter recognizes him.
PETER
-Of course- Captain Stacy.. It's
been awhile.. It's good to see
you..
CAPTAIN STACY
Do you know my daughter?-
From behind Captain Stacy- Gwen emerges. She and Peter are
both confounded to see each other. Captain Stacy takes
notice of their mutual recognition.
CAPTAIN STACY
(continuing; Smiling)
Well I guess you do..
He further notes that there is more than simple recognition
here.
CAPTAIN STACY
(continuing)
Well.. If you two will excuse me,
I'm going to say hello to your
Aunt, Peter..
Peter nods, and then turns back to Gwen.
GWEN
Peter.. I'm so sorry about your
Uncle..
PETER
Um.. Thank you..
GWEN
I- I didn't know this was your
family. I was wondering why you
hadn't been to school..
PETER
..Really?
GWEN
Well.. like you, hate you- nobody
can forget you..
Peter likes the sound of this.
PETER
I hope its like...
Gwen becomes a little shy.
GWEN
We'll see.
They share a gaze that hints at possibilities.
CUT TO:
INT. NORMAN OSBORN'S OFFICE - EVENING
Norman pours himself a drink. He turns to Mendel Stromm,
seated in front of Norman's desk offering one.
Stromm declines. Norman shrugs and completes his drink. He
sits back at his desk, clearly exhausted.
STROMM
The stress is getting to you
Norman.. I told you not to rush
back.. I'd have handled the
business until you were well.. You
may think that I don't care.. But
we've been friends since college..
NORMAN
I know Mendel.. But you heard
those buzzards.. I've got to save
The Cold Fusion project, not to
mention Oscorp..
STROMM
We're partners.. Nuclear physics
isn't really my line, but I've
been known to come up with a
bright idea or two in my time..
Stromm removes from his coat pocket and places on the table
what appears to be a toy. A ROUND BALL WITH A DOZEN RUBBER
SOFT EDGED SPIKES PROTRUDING FROM ITS CENTER. But after
Stromm releases it, IT BEGINS TO MOVE ON ITS OWN, LIKE A
THING ALIVE. TUMBLING END OVER END, TRAVELING ACROSS OSBORN'S
DESK AVOIDING OBJECTS AS THOUGH IT WERE A SENTIENT BEING.
Osborn smirks at the sight of the tiny robot, as though it
were no more than cute oddity.
But Stromm marvels at it like a proud parent watching his
baby takes its first steps.
Norman sips from his glass, throwing his head back, with
exasperation.
NORMAN
-The Cold Fusion processor was
meant to be a miracle of the 21st
century.. My offering for the
betterment of mankind. You know
the theory was my doctorate's
thesis..
STROMM
Yes, but I never understood it..
If the processor is meant to be so
inexpensive, where does all the up-
front money go?
NORMAN
The process needs to run for a
month before it begins to self-
replicate. During that month, on
a daily basis fresh radioactive
isotopes have to be replaced in
the processor's core. The
isotopes are extremely rare..
STROMM
And expensive..
Norman winks indicating Stromm's got it.
NORMAN
But after the processor is
working, it will make its own, and
we can use them for the production
of future processors.
STROMM
How hard are the isotopes to get?
NORMAN
-It takes about a year to produce
enough at a nuclear power plant
for us to start working again. In
the interest of positive thinking-
There is a single long shot for
us..
STROMM
Which is?
NORMAN
Hiroshima.. Nagasaki. There are
radioactive deposits in both
cities.. A residual gift from the
Atomic bomb.. If we could get to
them, we'd be in good shape..
STROMM
Then why aren't you on a plane to
Japan?
NORMAN
Well there's the rub.. The
Japanese government are not wont
to help an American company with
materials that exist as a result
of the deaths of 300,000 of their
people on our part. It'd be like
us selling the Pearl Harbor
memorial to Mitsubishi as beach
front property..
STROMM
So what are our options?
Norman lifts the ice-filled glass to his forehead to cool it.
NORMAN
I can do alot of drinking.. And
maybe come up with a way to re-
design the Cold Fusion Process..
Perhaps there's a way to replace
the isotopes with pig's crap..
Stromm studies Norman and shakes his head.
CUT TO:
INT. PARKER HOME - EVENING
Captain Stacy is now speaking with Peter and Gwen.
CAPTAIN STACY
..We're keeping at it Peter..
We're going to get the ones behind
your Uncle's death..
Peter is perturbed at the statement.
PETER
..But.. I thought the one that
killed my Uncle was-
CAPTAIN STACY
Killed himself? Well, yeah.. The
trigger man.. The report has the
guy, Richard Underwood, falling to
his death while trying to escape
police pursuit.. But I was there
that night and saw..
(Drifting)
Something..
Peter is uncomfortable, wondering just how much Captain Stacy
saw.
CAPTAIN STACY
(continuing)
It was dark.
(He shakes his head
and refocuses on
Peter)
But anyway.. Underwood was just
one of a gang of thieves that's
been hitting houses all over the
area.
Peter becomes concerned at the sound of this.
PETER
So then.. What happened to my
Uncle.. It could happen again?
CAPTAIN STACY
There's every chance.. The gang
works under a leader we only know
as "The Big Man"..
PETER
So getting to him would put an end
to all of this..
Stacy smiles at Peter's naiveté.
CAPTAIN STACY
Well, I wish it were that simple..
The Big Man may run this
particular group of thugs, but
there are so many others.. The
bosses like to go by clever code
names like Hammerhead- Right now
sitting at the head of the table
is a man named Silvio Manfredi..
But he goes by Silvermane..
DISSOLVE TO:
INT. SILVERMANE OFFICE - NIGHT
In the lavish office reflecting an "old world" taste,
SILVERMANE sits regally behind his desk as though it were a
throne.
In his seventies, the years of hard won mob wars have aged
him, but have also given him an evil wisdom that tells in his
calculated gaze. And the years have not put out the fire
which gives Silvermane the strength of will to rule over the
denizens of the underworld with an iron fist.
He is flanked by his 3 bodyguards and top lieutenant's. Known
as The Enforcers, they are:
BILL "THE OX" STARKEY, standing 6' 11", and weighing 350
pounds. A hulking monster who speaks little but hits very
hard.
"FANCY DAN" MCTEAGUE. The Ox's complete opposite. 5'
exactly, and slight in build. He is a karate expert, quick of
both hand and foot, but also mind and wit.
"MONTANA" WILKES. A Tall slim former cowboy, rustler and
armed robber, Montana has a unique skill in the use of a
lasso as a weapon. He's also a dead shot. His weapon of
choice is a .357 Colt Python.
Silvermane is on the phone.
SILVERMANE
..Of course.. it's been a long
time, but it's always good to hear
from a friend.. How's your
father? ...That's too bad.. Now
then. A man of my years has
little time to waste.. I take it
you have a request?
CROSS CUT:
INT. STROMM'S OFFICE - CONTINUOUS
The one on the other end of Silvermane's call is Stromm.
STROMM
Yes I do sir.. A business
proposal.. I know that you have
connections to gentlemen who work
around the legal circles such as
yourself.. My concern is
specifically in Japan.
CUT BACK AND FORTH BETWEEN SILVERMANE AND STROMM'S OFFICES.
SILVERMANE
..That's possible..
STROMM
There are certain materials
available in Japan that my company
has use for..
SILVERMANE
..And say I were able to get to
these materials.. What would this
mean for me?
STROMM
As you know, my company has
considerable assets..
In the corridor just outside of Stromm's office, Norman
Osborn is walking, on his way out of the office for the
evening. He sees a light from underneath Stromm's closed door.
SILVERMANE
..But I understand that this man
Osborn is the senior partner in
your company. What's his position
on this proposition?
STROMM
..Osborn isn't our concern.. He'll
soon be just a memory within these
walls.
Osborn, standing outside of Stromm's door overhears this.
The stress builds within him, and he nearly blacks out. He
thumps against the door, trying to support himself.
Inside the office, Stromm, hears the noise, and becomes
nervous.
STROMM
(continuing)
Don Manfredi- pardon me for a
moment-
Stromm places the phone down and hurries to the door.
Opening it he finds- No one. He looks down the hallway, and
sees a CLEANING LADY dragging a vacuum. He assumes this is
the source of the noise.
He goes back to his desk and picks up the phone.
STROMM
(continuing)
I apologize, sir..
SILVERMANE
..Not to worry, Mendel. In honor
of my friendship with your father-
I'd be happy to look further into
your proposal..
STROMM
Thank you Don Manfredi.. I'll
await your call..
He hangs up the phone. A satisfied grin across his face.
CUT TO:
INT. PARKER HOME - EVENING
The guests are leaving. Peter is seeing Gwen and Captain
Stacy, the last ones to leave, to the door.
PETER
..So, despite the best efforts of
the police, these men still are
free?
CAPTAIN STACY
..We make a dent.. And we'll keep
chopping away at them. But we
can't kid ourselves. These are
powerful men.
In his mind, Peter hears Uncle Ben's voice:
UNCLE BEN (V.O.)
But you have to remember all that
comes with power Peter.. With
great power comes great
responsibility..
PETER
..And what about the superheroes
roaming out there?
CAPTAIN STACY
Well, they pitch in when they can,
but I think most of those folks
are too concerned about Global
disasters and threats reaching out
from the abyss to worry about
street crime here..
Stacy smiles attempting to reassure Peter.
CAPTAIN STACY
(continuing)
Don't let this worry you Peter..
We're on the job..
PETER
Thank you Captain.. I'm glad to
hear it.
But in Peter's eyes WE SEE that he is worried.
Aunt May joins them at the door.
CAPTAIN STACY
(To May)
..You have a good night, May..
GWEN
Good night Mrs. Parker.. I'll see
you at school, Peter..
PETER
(Smiling at Gwen)
..Looking forward to it.
Captain Stacy and Gwen leave.
Peter closes the door.
Aunt May surveys the house and sighs sadly.
AUNT MAY
Well.. I'd better get to cleaning
up this place..
PETER
No, Aunt May... I'll take care of
it.. You go to bed..
AUNT MAY
(Smiling through her
sadness)
We can do it together..
They begin to move about the living room collecting the trash
and such.
AUNT MAY
(continuing)
I guess this can't compete with
the hours you and Ben would spend
in that basement workshop of his
building whatever contraption
you'd dream up..
She remembers Ben with a warm smile. And then she stops cold
and has to sit down. Peter drops what he's doing and goes to
her placing his arm around her shoulder.
AUNT MAY
(continuing)
-All we have now is each other,
Peter.. We have to hold on tight.
Peter does. But his eyes are focusing elsewhere. In his
mind, an idea is being born.
SLOWLY SUPER-IMPOSE AND FADE:
INT. UNCLE BEN'S WORKSHOP - DAY
The workshop is stocked with tons of items collected over
Ben's lifetime.
Peter stands next to a curious set-up. He has a tube
containing a chemical mixture mounted on an air pressure
pump. A small hose is attached to one the tube's open ends.
The other open end is covered in a mesh material.
Peter holds a triggering device in his hand. HE SQUEEZES THE
TRIGGER- FORCING AIR FROM THE PUMP THROUGH THE TUBE. A GLOB
OF THE THICK CHEMICAL IS PUSHED THROUGH THE TUBE AND SPLATS
AGAINST A TARGETING BOARD 6 FEET AWAY.
Peter looks at the glob of chemical and has a disappointed
expression on his face. He goes to the pump and adjusts the
controls.
JUMP CUT:
Peter fires the pump again. THIS TIME A STRINGY FRAYED NET
IS RELEASED, BUT IT DOES NOT TRAVEL BEYOND THE END OF THE
TUBE.
He goes to adjust the pump again.
JUMP CUT:
Peter fires the pump again. A THIN LINE OF ELASTIC "WEBBING"
REACHES THE TARGETING BOARD.
Peter smiles at the sight of this. He pulls at the center of
the strand, and it stretches like a rubber band and snaps
back. Despite his best effort, he can't cause the line to
snap. He smiles even more deeply.
CUT TO:
Peter sitting at the table welding.
Aunt May comes down the stairs.
AUNT MAY
What are you doing?
PETER
(Stops welding)
..Just a science project..
AUNT MAY
And why aren't you wearing the
goggles for your eyes?
Peter huffs with a smile and puts the goggles on.
AUNT MAY
(continuing)
I don't want you doing anything
where you might be hurt, Peter..
And I'm watching you like a hawk..
PETER
Don't worry, Aunt May.. I won't do
anything dangerous.. I promise..
May begrudgingly accepts Peter's promise and heads back up
the stairs.
Peter goes back to his work.
PETER (V.O.)
..I won't do anything dangerous..
SUPER-IMPOSE AND FADE TO:
INT. PETER PARKER'S BEDROOM - DAY
Peter sitting on his bed, sewing.
PETER
..But Spider-Man will..
PETER LIFTS THE MASK OF SPIDER-MAN. HIS FACE REFLECTS IN THE
PLASTIC LENSES THAT COVER THE EYES.
CUT TO:
INT. OSBORN MANSION - EVENING
Harry knocks on the door of Norman's study. He gets no
response. He knocks again, still no response. He's
bothered, but turns away.
Just then the door opens.
Norman stands, engulfed in shadow in the doorway.
NORMAN
(Cold)
What do you want?
HARRY
I'm going out with my friends.. I
just wanted to say goodbye..
NORMAN
-Goodbye..
He starts to close the door.
HARRY
-Dad- wait-
NORMAN
I'm busy Harry...
HARRY
Dad, you've been busy since you
came back from the hospital.. I
was worried about you the whole
time you were there. And now that
you've come home, you don't have
any time for me? Do I have to
schedule an appointment to see my
own father?
Norman is touched by Harry's words. He steps out of the
doorway and puts his arm around Harry.
NORMAN
I'm sorry son. Things have been
really bad since the accident..
There are so few people around me
that I can trust..
HARRY
You know you can trust me Dad..
Anything I can do to help you, I'd
be happy to-
NORMAN
(Cuts him off,
suddenly,
inexplicably angry.)
Of course Harry- I'm sure there
are lots of things you could do to
help me..
But at this moment, I can't quite
see how C average grades and
getting drunk and partying will
work to stave off the sharks
circling Oscorp.. But if I do-
I'll let you know-
Norman storms back into his den and slams the door.
Harry, wounded by this struggles to make his legs work as he
walks off.
CUT TO:
EXT. OSBORN MANSION - EVENING
Flash Thompson and a few others are waiting for Harry in
Flash's car.
Harry climbs in. Try as he may, he can't quite recover from
the emotional barrage his father just launched on him.
FLASH
What's up Osborn?
HARRY
..It's my Dad- he..
FLASH
Old man diggin' into you?
Harry nods.
FLASH
(continuing)
-I've come to realize that's their
job, man..
HARRY
..How do you deal with it?
Flash looks at him curiously.
FLASH
-The two B's- beer and babes.. An'
we better get to 'em- Cause the
longer we wait, the beer gets hot
and the babes get cold, and that's
just the opposite of what they
oughtta be..
Harry resigns himself that this is as deep a conversation as
he's going to have with Flash. He nods and forces a smile.
They pull off.
CUT TO:
INT. NORMAN OSBORN'S DEN - CONTINUOUS
Norman, mind in a whirl because of the opposing forces that
are clashing within him is nearly staggering. He pours
himself a drink.
THE GUTTURAL MOAN WE HAD HEARD BEFORE IS EVEN MORE EVIDENT
NOW.
Dizzy, Norman makes his way over to the mirror and looks at
himself. But he sees something strange.
SLOWLY- NORMAN'S FACE IN THE MIRROR MORPHS INTO THAT OF THE
GOBLIN. GRINNING, EVIL.
Startled by the hallucination, Norman stumbles backward,
dropping his glass. He falls against his desk trying to find
support. As he strikes the desk, a number of items are
knocked over.
Norman, getting his bearings again, starts to pick up the
fallen objects.
One of them is another statue of The Green Goblin. It's head
is shattered. But this does nothing to quell the hideous
evil grin which looks up at Norman. Norman feels his own
face, just to be certain that he isn't actually transforming
into this creature.
Satisfied that he isn't, he breathes hard. He stands and
walks to his book shelf- and hitting a button, THE SHELF
SLIDES OPEN REVEALING A HIDDEN VAULT.
Norman enters the vault.
INT. SECRET VAULT - CONTINUING
Norman enters a corridor within the seemingly endless vault.
He removes a rolled-up series of schematics, placed on a
shelf. The schematics represent some type of weapon system
and battle suit. Osborn studies the designs.
CUT TO:
INT. MIDTOWN HIGH CORRIDOR - MORNING
Peter walks the halls, still a bit distant because of all the
recent events. He spots Gwen walking and, though hesitant by
reflex, fights past it and walks over to her.
PETER
Hey Gwen..
Gwen looks up at him and smiles.
GWEN
Hi!.. Welcome back.. How's your
Aunt?
PETER
..Okay- you know.. She's dealing
with things in her own way..
They start walking.
GWEN
..And you?
PETER
..Dealing with it.. In my own way..
Gwen nods.
PETER
(continuing)
..So- Before all this happened..
I was really surprised to see you
at the Genetics exhibition at ESU..
GWEN
I don't why.. I've always been
interested in science.. Chemistry
mostly.. I'm going to major in it
in college..
PETER
Seriously?
GWEN
Yeah.. My Dad's work as a police
man got me fascinated with
forensic science.. I might pursue
that as-
Before she can finish, she notices that she and Peter's path
is barred by Flash and his boys.
FLASH
Parker! Nice to see you got the
balls to come back and take your
beating like man..
Peter sighs, remembering his last encounter with Flash. He
looks around, uncertain as to how to deal with Flash without
revealing his powers.
Flash moves in, his fist cocked- Peter braces himself- But
before he can move- Gwen thrusts her palm into Flash's chest
halting his forward movement. She then slides her leg behind
Flash's And shoves- Putting Flash on his ass. Hard.
The gathered students again burst into laughter.
GWEN
(Angry)
I hope landing on your brain
didn't jumble it so much that you
can't understand this Flash-
There's more going on in the world
than you and your ego- Now stop
being an ASS- Or next time you
might not get off so easy..
Flash is so stunned he doesn't know what to say. He raises
his hands in surrender. Gwen smiles at Peter and continues
walking. Peter follows.
PETER
Hey- How did you-
GWEN
My Dad's taught me self-defense
since I was a little kid.. I've
gotta get to class, but let me
know if you ever want some
pointers..
Gwen walks off.
Peter wants to call to her-
HARRY
Hey Parker..
Peter turns to Harry.
HARRY
(continuing)
I heard about your Uncle.. I'm
really sorry, man..
He extends his hand. He and Peter shake.
PETER
Thanks... Harry..
Peter still wants to catch up to Gwen.
HARRY
..I know it's not the same.. But
I almost lost my old man a little
over a month ago.
PETER
Yeah.. The accident at his plant..
I read about it. I've been
following his research for years
now. I'm glad that he pulled
through..
HARRY
..You and your Uncle were pretty
close, huh?
Peter nods.
HARRY
(continuing)
It used to be that way with me and
my Dad..
PETER
Used to be?
HARRY
Things have changed since the
accident..
Harry thinks deep.
HARRY
(continuing)
..But hey- I guess you need to get
going..
Peter looks in the direction that Gwen went, but relents. He
can see that something is deeply troubling Harry, and that he
needs to talk to someone.
PETER
Nah.. Which way are you going?
Harry points the opposite direction.
PETER
(continuing)
Me too.. English class..
Peter smiles and they start walking.
HARRY
-So what was your Uncle like?
CUT TO:
INT. PSYCHIATRIST'S OFFICE - AFTERNOON
Norman Osborn, his head resting in his hand sits across from
a rather impatient DR. BARTON HAMILTON.
HAMILTON
..Dr. Osborn.. I don't generally
take emergency calls so that my
patients can read their palms from
up close.. Was there something you
wanted to talk about?
NORMAN
(Exhales hard)
The past few days.. I've been
seeing things.. Hearing things..
Hamilton sighs.
HAMILTON
..Look, Dr. Osborn.. I know you
never took these sessions very
seriously.. You were only
complying because of pressure from
your board members.. But really..
For the first month of your
therapy all you did was patronize
me. And now all of a sudden
you're having hallucinations?
Please. I have dinner reservations
at that new French-Cambodian
restaurant that took me a month to
get.. So if there's nothing
further..
NORMAN
This is serious.. Dr. Hamilton..
I don't know where else to turn..
Everyone in my company is plotting
against me..
HAMILTON
Ah.. Paranoia.. Now we're getting
somewhere..
Hamilton becomes genuinely interested.
NORMAN
This isn't paranoia! This is real!
HAMILTON
..Uh-huh. Says the gentleman
who's hallucinating..
NORMAN
No.. The things I'm seeing..
hearing.. It's something else..
HAMILTON
Go on..
NORMAN
When I was a child.. Whenever I
did anything wrong.. My father
told me that the Goblins would
take me away at night.. When I
was ten, he put this figure of a
Green Goblin in my room.. He
placed it on my dresser so that
it's gaze was focused on me when
I was in bed.. For the first month
I couldn't sleep.. I was falling
asleep at school.. When my father
was called in by the principal he
beat me and a locked me in a
closet for hours.. When I went to
bed that night he had filled my
room with more goblins.. They were
surrounding me.. I was terrified..
The only way I could sleep was
to.. Befriend them.. I gave them
all names.. voices..
personalities.. They all
represented different sides of my
own personality.. And the most
powerful one.. The king of them
all was The Green Goblin.. He came
to represent strength to me..
Whenever I felt challenged or
frightened I imagined that he was
inside me.. Pushing me.. It got me
through those early years. When I
graduated from high school I
thanked my father for teaching me
to conquer my fears.. Ever since
then, I've kept a figure of the
Green Goblin with me.. As a good
luck charm.. But over the years I
hadn't really thought much more
about it. That is until recently..
HAMILTON
Since the accident..
Norman nods.
HAMILTON
(continuing)
You've become fascinated with The
Goblin in a fetishistic manner?
(Smirks)
..Sexually?
NORMAN
(Vacant- distant)
..He talks to me.. He tells me
about those plotting against me..
Tells me ways that I should..
Handle them..
HAMILTON
I see. Well, Norman.. I can give
you a prescription for Zoloft..
And I want to up our sessions to
3 times a week. For now, I'll
just be observing your behavior..
I'll decide whether or not you
should be hospitalized..
Norman shakes his head.
NORMAN
That can't be right Doctor..
HAMILTON
..Are you going to take my advice,
Norman.. Or would you rather
receive further counsel from the
Green Goblin?
Hamilton laughs.
Norman looks at Hamilton with a deep gaze.
NORMAN
No.. I don't think that's the best
way to deal with this problem..
HAMILTON
..Then what do you suggest?
An evil glimmer is in Norman's eye. A grin overtakes his
face.
NORMAN
..I'm thinking a little.. physical
therapy..
Norman grabs a LETTER OPENER from Hamilton's desk and
proceeds to STAB HAMILTON THROUGH THE HAND, THE LETTER OPENER
STICKING IN THE DESK AND PINNING HAMILTON'S HAND.
HAMILTON LETS OUT A WAIL OF AGONY.
NORMAN
(continuing)
Ah.. I feel better already.. But
you don't sound very good Doctor..
Hamilton continues to whimper in pain. Norman leaps on top
of Hamilton's desk, gripping Hamilton's mouth to silence him.
We can see that THE GREEN GOBLIN has come to life within
Norman.
NORMAN
(continuing; In a
mock caring manner)
Let's see what we can do about
that..
Norman looks about the room.
NORMAN
(continuing)
Well.. No Zoloft around.. Maybe
this'll help..
Norman grabs hold of the Wooden "PSYCHIATRIC EXCELLENCE"
PLAQUE hanging on Hamilton's wall- AND WHACKS HAMILTON OVER
THE HEAD WITH IT- KNOCKING HIM UNCONSCIOUS.
NORMAN
(continuing; Smiling)
I can see immediate improvement..
Let's continue the therapy..
PAN AWAY AS WE HEAR MORE WHACKS.
CUT TO:
INT. WAREHOUSE - EVENING
The warehouse is full of activity, as THE BURGLARY GANG which
we've been introduced to is in full numbers moving stolen
goods out of the warehouse. On the second tier of the
warehouse, the harvesting is conducted under the watch of THE
BIG MAN. Standing 6ft. 6- He is an imposing figure. Dressed
in a dark suit, with a Fedora hat and shades, he tops off his
sinister ensemble with a gold-handled walking stick.
Burglar 2, who we met during the first night, walks up to Big
Man.
BURGLAR 2
Everything's ready to move, Big
Man..
BIG MAN
Good.. We've picked this area
dry.. Time to move on..
Suddenly there is the SOUND OF SHATTERING GLASS. SHARDS FALL
FROM ABOVE THEM. They look up to see that the skylight has
been destroyed- AND THAT A SHADOWY FIGURE IS FALLING TOWARD
THEM.
THE FIGURE LANDS HARD BUT GRACEFULLY ATOP A NEARBY TABLE. A
HANGING LAMP UPSET BY THE RUCKUS SWINGS BACK AND FORTH INTO
THE SHADOWS- AND WE SEE THE FIGURE OF SPIDER-MAN. IN MIDNIGHT
BLUE AND BLOOD RED, COVERED IN A MESH OF SPIDER-WEBBING. HIS
FULL FACE MASK AND REFLECTIVE EYE LENSES GIVE LITTLE HINT
THAT THIS IS A HUMAN BEING STANDING BEFORE THEM. WITH THE
FRIGHTENING ELEGANCE OF HIS NAMESAKE HE MOVES TOWARD THE
STARTLED GANGSTERS.
BIG MAN
(continuing)
What the hell is that?
SPIDER-MAN
Don't mind me boys- I just saw you
were moving and figured maybe I
could get a bargain on a Karaoke
machine..
Burglar 2 draws a pistol and opens fire. Spider-Man dodges
the first shot and is on top of him before he can get off a
second. Spider-Man knocks the gun from his hand, and renders
Burglar 2 unconscious with a single blow. Holding the
insensate thug in one hand, Spidey turns toward Big Man.
SPIDER-MAN
(continuing)
Haven't you ever heard that the
customer is always right? I'm not
recommending this place to my
friends..
BIG MAN
(Fearful)
You're crazy!
But the commotion and gunfire has alerted the rest of Big
Man's gang. As a mass they come charging up the stairs- guns
cocked and chambered.
Spider-Man turns toward them.
BIG MAN
(continuing; Ordering
his men)
Light that freak up!
Spider-man tosses the unconscious thug effortlessly- hitting
Big Man, and knocking him to the ground.
SPIDER-MAN
-You boys take a seat- I want you
to be comfy when you see this-
Spider-Man leaps and somersaults over the crowd of hoods on
the stairs. They can't get a bead on him and fire wildly
above their heads. SPIDER-MAN BOUNCES FROM THE CEILING TO THE
ADJACENT WALL, AND DROPS TOWARD THEM LIKE A FALLING MISSILE.
Spider-Man is quickly overtop of the crowd. Blinding fast
punches and kicks send the crooks flying in all directions.
They're completely overwhelmed in seconds.
Spider-Man, CLINGING BY HIS FEET TO THE WALL, presses the
middle and ring fingers of both hands into his upright palms-
in answer to the strange gesture- NETS OF WEBBING SPRAY FROM
TUBES HIDDEN WITHIN THE WRIST-AREAS OF HIS COSTUME.
THE CROOKS ARE COVERED AND IMMOBILIZED BY THE WEBBING.
Spider-man calmly turns back to Big Man.
SPIDER-MAN
(continuing;
Spreading his arms
wide like a
performer)
Taa-Dahh!
Big Man is too frightened to respond. Spider-man's shoulders
drop in mock sulking manner.
SPIDER-MAN
(continuing; pause;
Sighs)
This is the part where you applaud
and throw money..
Big Man, frightened and at the same time enraged gets to his
feet and moves in.
BIG MAN
All the time it took to put this
gang together You think The Big
Man is lettin' some wallcrawlin'
freakshow in a fright-mask bust it
up in a few seconds?
SPIDER-MAN
Well.. Yeah, Kinda..
Big Man charges swiping hard at Spider-man with his cane.
Big Man flips the cane and exposes a knife at the tip.
Spider-man easily dodges the swings. Big Man uses the moment
to smoothly draw a pistol. But as he whirls it in front of
him, Spider-Man kicks it from his hand.
SPIDER-MAN
(continuing)
Look pal- I get all dressed up for
you guys and this is the thanks I
get? Some people just don't know
the how to show a little
appreciation..
Spider-man swings a hard left and connects on Big Man's jaw,
sending him flying across the room. His unconscious body
slams into the wall.
Spider-Man drops from the wall. He studies the landscape and
sees that all of the gang are either unconscious or
immobilized. Under the mask, Peter Parker sheds his shield of
bravado and is in awe of what he's just accomplished.
There's a BANGING NOISE BELOW. POLICE COME CRASHING THROUGH
THE FRONT DOOR.
Spider-Man looks down. The police spread out ready for a
fire fight and are stunned by what they see.
Captain Stacy leads the men, looking at the webbing that
covers so many of the criminals with complete puzzlement. He
looks up to the second floor. He spots a shadowy figure
standing over Big Man.
CAPTAIN STACY
Freeze!
But the figure does not freeze. He glances down at the
police below.
A NEWS CAMERA CREW ENTERS, VIDEOTAPING THE SCENE.
SPIDER-MAN
No need for that boys- I'm on your
side..
CAPTAIN STACY
(To Cops)
Get up there..
Spider-Man, still in the shadows lifts his arm toward the
ceiling, and fires a webline.
Avoiding the webbed up thugs, Stacy runs up the stairs.
CAPTAIN STACY
(continuing)
Wait!
Spider-Man ascends rapidly on his webline.
SPIDER-MAN
Sorry! Cameras make me break out
in hives!
As Stacy and the others reach the second tier, Spider-Man
disappears through the skylight. They all continue looking
up there for several seconds trying to determine whether this
was a mass-hallucination.
One of the policemen looks over The Big Man's still
unconscious form. He discovers a note resting atop his
chest. Stacy looks at it.
CAPTAIN STACY
(Reading)
.."Compliments of your friendly
neighborhood Spider-Man"..
The News Cameraman focuses his camera on the note.
CAPTAIN STACY
(continuing)
..Spider-Man..
Stacy looks back up at the skylight.
CUT TO:
INT. PARKER HOME - EVENING
Peter enters the house excitedly SLAMMING the door.
PETER
(Happily)
Hey- Aunt May!
Peter looks to his left to see that Aunt May is in the living
room, watching television with her friend Anna Watson.
PETER
(continuing)
Oh- Hello Mrs. Watson..
MRS. WATSON
Hi Peter-
AUNT MAY
Peter- you're just in time-
Peter looks deeper into the living room and sees ANOTHER
FIGURE THERE, WALKING TOWARD HIM.
AUNT MAY
(continuing)
-To meet Anna's niece, Mary Jane..
The wind is knocked out of Peter. As we get a glimpse from
his POV, we see why. MARY JANE WATSON is a walking heart-
attack. Fiery red hair that matches her personality, face of
an angel with sparkling green eyes, a body that adds an
exclamation point to all of this and a smile that seals the
deal.
PETER
..Mary Jane.. Nice to meet you..
MARY JANE
Nice? Face it, Tiger, you just
hit the jackpot..
The words roll off of MJ's tongue as smooth as fine wine.
Peter is more shaken by that sentence than any of the bullets
fired at him an hour earlier combined. When he recovers, he
starts to speak-
But he's cut-off by the EVENING NEWS ON THE TELEVISION.
NEWS CASTER
..We have breaking news of the
arrest of a gang of burglars that
have been terrorizing Eastern
Queens with break-ins and at least
one homicide..
May is agape at hearing this.
PETER
(To May)
-Aunt May, that's what I wanted to
tell you- The guy who shot Uncle
Ben- His whole gang was caught!
On the screen, A news reporter is interviewing Captain Stacy.
TV STACY
..We received an anonymous tip
that someone had tracked the
members of the gang to this
warehouse, and discovered that it
was the hub of their operation.
REPORTER
What about this Spider-Man that
allegedly had a hand in their
capture?
TV STACY
We have no comment on that yet.
It's still under investigation..
The news cuts back to the News Caster.
NEWS CASTER
Who is Spider-Man? This will be
the question on the lips of all of
New York..
The news cuts to THE SHADOWY VIDEO FOOTAGE OF SPIDER-MAN
ASCENDING ON HIS WEBLINE THROUGH THE SKYLIGHT.
Peter looks at the footage proudly beaming.
MARY JANE
Ooohh.. That Spider-Man looks hot..
Peter smiles. He again turns to MJ ready to say something
when-
Aunt May turns to them, a distasteful twist to her mouth.
AUNT MAY
He looks creepier than the
criminals he caught.. What kind of
monster must he be? Peter- I don't
want you out on the streets at
night. You might run across that
creature..
Peter is deeply wounded by this. He doesn't know what to say.
PETER
Uh.. excuse me.. Uh.. It was nice
meeting you Mary Jane..
Bothered, Peter turns away from them and climbs the stairs.
AUNT MAY
Wash-up for dinner, dear..
CUT TO:
INT. PETER PARKER'S BEDROOM - CONTINUING
Peter closes the door to his room. Still hurting from May's
words, he sinks into his chair, wondering if he'll ever find
acceptance for who he is.
CUT TO:
INT. MIDTOWN HIGH CORRIDOR - AFTERNOON
The corridor is filled with students. And the topic of
interest to everyone is Spider-Man.
Students are all carrying THE DAILY BUGLE newspaper that runs
the headline: "SPIDER-MAN" NESTS IN NEW YORK.
Flash Thompson is at the center of a crowd of students
debating the issue.
FLASH
-Did you see the way he flew
through that skylight? It was the
coolest frickin' thing I've ever
seen! He trashes the gang and
disappears.. Reminds me of what I
did to Standard High's defensive
line last week..
Peter overhears this and lights up. He walks toward the crowd
ready to add something. Flash spots Peter, and scowls.
FLASH
(continuing)
The really great thing about
Spider-man is that he's the exact
opposite of a zero like Peter
Parker..
PETER
(Sneers)
-Is that right Thompson? Well
I've got a surprise for you-
Peter is cut off by another STUDENT chiming in.
STUDENT
-Well that Jameson guy of The
Daily Bugle says that Spider-Man
was trying to muscle the racket to
take it over himself. He's
putting pressure on the cops to
track Spider-Man down..
Peter is worried at the sound of this. Flash waves off the
student to shut him up.
FLASH
Please.. And what do YOU have to
say Parker?
Peter is uncertain now, his fervor squelched at the thought
of the Police coming after him.
PETER
..Uh.. I.. I agree.. The cops
oughtta keep the streets safe..
for n-normal folks..
Peter turns away quickly. Flash and the others laugh at
Peter's apparent fear of Spider-Man.
Peter walks the hallway with his head down.
GWEN (O.S.)
Yeah- amazing how feet just keep
moving in the same direction
seemingly on their own..
Peter looks up and smiles at Gwen.
PETER
Hi Gwen..
GWEN
Carrying the weight of the world
Pete?
PETER
More like the known universe.. I'm
just looking down cause I don't
wanna see the inevitable safe when
it falls on my head.
GWEN
That's not a healthy attitude..
Peter thinks to himself. He squeezes some nerve up from the
pit of his stomach.
PETER
..Well.. There's one thing to do
about it.. Like a night out with
the most gorgeous woman my eyes
have ever feasted on. And just by
coincidence.. She's standing right
in front of me.
Gwen is taken aback by Peter's boldness, and
uncharacteristically blushes.
GWEN
What can I say to that?
PETER
(With sudden, Spider-
Man cool.)
It's not a multiple choice
question.. Yes is the only
acceptable answer..
GWEN
Well.. Not wanting to flunk this
test.. I guess I have to say yes
then. I'll see you Friday night..
She runs her hand across Peter's cheek, and walks away a like
a line from sweet poetry. Peter watches, again disbelieving
what he's accomplished.
PETER
(To himself)
Parker- YOU ARE THE FREAKIN' MAN!!!
He pumps his fist and struts off.
CUT TO:
EXT. FIRST NATIONAL BANK - DAY
Several police cars, siren lights flashing are lined up out
side of the bank. The police are in defensive positions
behind the cars, their weapons drawn as they watch the door
to the bank.
A SHRILL, BLARING NOISE IS HEARD- AND THE METALLIC DOORS OF
THE BANK BEGIN TO TREMBLE VIOLENTLY- AND SHATTER LIKE GLASS.
The police lieutenant orders his men to fire tear gas shells
into the open door. They comply, and THE ENTRY WAY IS SOON
COVERED IN SMOKY GAS.
Slowly, a figure begins to emerge. It is THE SHOCKER. A
bizarre super criminal decked out in a leather and gold
insulated suit. On each wrist are his metallic VIBRO SHOCK
GAUNTLETS, the mechanisms through which he produces his
devastating blasts.
He stands with a huge sack of stolen cash, unconcerned by the
small battalion of Police. He extends both hands, and
pressing buttons on each of the Vibro units with his thumbs,
UNLEASHES A POWERFUL BLAST WHICH DENTS AND THRUSTS THE
NEAREST POLICE CARS.
THE POLICEMEN USING THE CARS AS BARRIERS ARE BLOWN A DOZEN
FEET AWAY.
The Shocker laughs and steps back within the bank. He lets
loose with another blast, and the ENTRY STRUCTURE COLLAPSES,
barring any entry by the police.
Lugging his sack of cash, The Shocker makes his way across
the floor of the evacuated bank.
VOICE (O.S.)
-That's illegal..
The Shocker looks up in the direction of the voice and sees
hanging above him-
SHOCKER
-Spider-Man! ..Of course it's
illegal you web-headed psycho-
It's a bank heist!
SPIDER-MAN
Well, yeah.. But I was referring
to your manners.. Didn't your
mother teach you it was impolite
to point?
With that Spider-Man flips down and lands a hard kick to The
Shocker's head, flooring him.
But to Spider-man's surprise, The Shocker gets up.
SPIDER-MAN
(continuing)
You see? That's what I'm talking
about- When I knock you down, you
could have the common courtesy to
stay there..
SHOCKER
You think I'm one of those punks
you can lean on? I'm The Shocker-
And I've got lots of surprises in
store for you-
SHOCKER FIRES A BLAST- SPIDER-MAN DODGES IT, BUT THE WALL HE
HAD BEEN ON COLLAPSES BEHIND HIM, AND HE MUST DODGE THE
FALLING DEBRIS.
SHOCKER
(continuing)
-And the biggest surprise of all
is gonna be your death..
SHOCKER FIRES NUMEROUS BLASTS, PUNCHING HOLES IN THE WALLS AS
SPIDER-MAN WORKS TO DODGE BOTH THE BLASTS AND THE COLLAPSING
STRUCTURES AROUND HIM.
SPIDER-MAN
You know Shocker-
HE DODGES ANOTHER BLAST. FIRING A WEBLINE, HE SWINGS THROUGH
THE RESULTING HOLE AND DISAPPEARS. SHOCKER CHASES AFTER HIM.
Then suddenly Spider-man pokes his upside down head out of
the hole to look back at The Shocker.
SPIDER-MAN
(continuing)
-You're never gonna make any new
friends with that negative
attitude-
Spider-Man lands a hard punch on The Shocker's head. The
Shocker EMITS A VIBRATION FIELD AROUND HIS BODY, protecting
himself from Spider-Man's blow. Spider-man is wowed at the
sight of this.
SPIDER-MAN
(continuing)
Now that's discouraging..
SHOCKER
You won't have to live with being
a failure much longer, I promise
you.. Not with my vibration field
to protect me, and my vibro-blasts
to finish you..
Shocker fires another blast- Spider-Man leaps above the blast.
SPIDER-MAN
But that has me thinking-
SPIDER-MAN SOMERSAULTS AND FIRES TWO WEBLINES TOWARD THE
SHOCKER.
SPIDER-MAN
(continuing)
If you can't fire those blasts-
you can't threaten poor
defenseless little me-
SPIDER-MAN'S WEBLINES PIN BACK THE SHOCKER'S THUMBS SO HE
CAN'T FIRE HIS BLASTS.
SPIDER-MAN
(continuing)
And that just makes me as warm and
fuzzy as a Hallmark card!
Spider-Man leaps forward, again punching The Shocker. This
time, without the protection of his vibration field, laying
The Shocker out. He stands over The Shocker's defenseless
body.
CUT TO:
A BULLDOZER CRASHES THROUGH THE DEBRIS OBSTRUCTED ENTRY TO
THE BANK.
POLICE SWAT UNITS CHARGE IN, only to find the unconscious
Shocker dangling in a net of Spider-Man's webbing, with the
familiar note attached, and the bag of stolen money on the
floor below.
CUT TO:
THE PREVIOUS SCENE IS NOW NEWS FOOTAGE BEING BROADCAST ON
TELEVISION.
PULLBACK, AND WE ARE:
INT. SILVERMANE OFFICE - NIGHT
Silvermane and his Enforcers watch the NEWS BROADCAST.
NEWS CASTER
These dramatic images of Spider-
Man's battle with Herman Schultz,
who calls himself The Shocker,
were captured on the First
National Bank's surveillance
system..
IMAGES FROM VARIOUS ANGLES DEPICT THE BATTLE BETWEEN SPIDER-
MAN AND THE SHOCKER.
SILVERMANE
..This is cause for concern,
gentlemen..
FANCY DAN
..What's the big deal, boss?
Another hi-tech costumed clown
bites the dust, I say good
riddance to 'im. They give us
legitimate gangsters a bad rep..
SILVERMANE
My concern is not with this
glittering buffoon, Fancy Dan..
It's with Spider-Man. He
considers himself as hero.
Apparently incorruptible..
OX
How do you know he's in-cor-
tup-ible Boss?
SILVERMANE
The video footage shows the spoils
of this Shocker's heist left
untouched.. Spider-Man would not
take anything.. Even as a reward
for his work.. Such a man can
prove to be a thorn in our side..
CUT TO:
INT. NORMAN OSBORN SECRET LAB - CONTINUOUS
Norman Osborn is busy at work on the construction of some
type of mechanical device. But he too watches the newscast.
He stops to closely study the footage of Spider-Man in
action. He increases the volume on the television.
The Spider-Man story finishes. Norman goes back to work. The
focus goes back the Newscaster.
NEWS CASTER
..In local news, police are
baffled at the sudden
disappearance of noted
Psychiatrist Dr. Barton Hamilton.
It had been assumed that he had
left on a spur of the moment
pleasure trip, however family and
friends have yet to hear from him..
As Norman hears this, a grin comes over his face.
IN THE BACKGROUND, WE CAN SEE A FULLSIZE MASK OF THE GREEN
GOBLIN HANGING.
CUT TO:
INT. PETER PARKER'S BEDROOM - NIGHT
Spider-Man climbs through the window of the bedroom. Peter
removes his mask.
Reaching into his closet, he pushes a spare Spider-Man
costume aside and grabs a fresh set of clothes. He goes
about changing out of his costume.
CUT TO:
INT. PARKER DINING ROOM - CONTINUOUS
Peter descends the stairs.
When he reaches the ground floor, he glances over and sees
that Aunt May is sleeping on a lounge chair in the living
room, with the television on. The News is still playing on
the TV.
Peter turns off the TV. He kisses May on the forehead. She
stirs slightly but doesn't wake.
JUMP CUT:
Peter emerges from the kitchen with a plate of food. He sits
down at the dining room table and starts eating. As he does,
he notices several letters spread out across the table. He
glances at one. It's an electric bill with a turn-off
notice. Concerned, he looks at the other letters. They are
all past due notices. A look of worry overtakes Peter's
face.
He grabs hold of the Daily Bugle newspaper resting on the
table, and flips to the Classifieds.
At that moment, May stirs again.
AUNT MAY
(Sleepily)
..Peter? Have you eaten?
Unnerved at the sound of her voice, Peter drops the paper.
PETER
-Uh, yeah Aunt May.. I'm eating
right now..
He reaches to pick up the paper and notices on the front page
an offer of reward for photos of Spider-Man. The wheels
begin turning in Peter's head.
CUT TO:
EXT. ROOFTOP - DUSK
Spider-Man is perched atop the dome-shaped tower of a
building. He looks upward, expectantly. His guard at the
ready.
AS A SOUND OF RUSTLING WIND IS HEARD FROM ABOVE, A SHADOW
DESCENDS UPON HIM.
REVERSE ANGLE- THE VULTURE, Wings spread like a bird of prey
on the attack, descends fast.
VULTURE
Your doom is upon you, Spider-Man..
SPIDER-MAN
If my doom will spare me more
pathetic banter like that, it's
the best news I've heard all day!
But Spider-Man dives from the tower at the last second
forcing the Vulture to miss in his attempted strike.
Spider-Man fires a webline attaching to the rooftop and
swings in an upward arc.
The Vulture swoops gracefully upward, seeking to mount
another attack.
But Spider-Man's swing continues up and OVER the Vulture- his
webline wrapping around the Vulture's upper body. This pins
the Vulture's left wing to his body, upsetting his flight.
Landing on the roof, Spider-Man yanks on his webline, forcing
the Vulture to slam into the rooftop.
THE VULTURE, USING THE SHARP EDGES OF HIS WINGS BEGINS TO CUT
HIMSELF FREE OF THE WEBBING, WHILE SIMULTANEOUSLY TAKING
SWIPES AT SPIDER-MAN. SPIDER-MAN HOWEVER LEAPS OVER THE
ATTACKS, AND FIRES MORE WEBBING AT THE VULTURE FROM VARIOUS
ANGLES, EACH LINE PINNING THE VULTURE MORE SECURELY TO THE
ROOFTOP, UNTIL FINALLY THE VULTURE IS COMPLETELY IMMOBILIZED.
On the side of the roof, a CAMERA DANGLES, snapping pictures
automatically. Spider-Man grabs the Vulture by the neck and
forces him to look into the camera. Spider-man poses next to
the Vulture, waving into the camera.
SPIDER-MAN
(continuing)
I can get double prints of these
made- I'll send them to you in
prison if you like. Maybe next
year we can do Disney World..
The Vulture snarls at him.
CUT TO:
INT. J JONAH JAMESON OFFICE - AFTERNOON
J JONAH JAMESON, early fifties, constantly chomping on a
cigar stands in the window of his office, looking out over
his city. He's the ultimate newspaper man. He even speaks
in blurbs. A skinflint. An angry cynic who's seen the worst
of the world, and now believes he has it all figured.
JONAH
..I've looked out this window
everyday for the last 20 years,
gentlemen. But I tell ya, right
now I don't recognize this city..
ROBBIE (O.S.)
-Is that the opening of this
week's editorial Jonah, or are you
just waxing poetic for us?
Jonah turns to JOE "ROBBIE" ROBERTSON, his city editor
regarding him with a hard puff of his cigar. African
American, in his mid 40's he's got the build of a former
heavyweight boxer. But he's also got an accommodating
smile, and is always looking for the good in others. He's the
anti-Jonah, which is probably why they've worked so well
together for so long. Robbie has learned to read Jonah's
cigar puffs like smoke-signals. A slow puff means
thoughtfulness. A hard puff means impatience.
Seated next to Robbie is Captain Stacy, a longtime friend to
both men.
JONAH
I'm serious, Robbie..
(Pauses, thinking)
Although that would make for a
great opening...
CAPTAIN STACY
How about getting to the point,
Jonah?
JONAH
What I'm saying George is that
we're being overrun by psychos
with all these weird abilities.
It's not like during the big war..
When we had guys like Captain
America, that we could trust..
ROBBIE
..But Cap is still around, Jonah..
JONAH
Yeah- but he's running around with
the Avengers now.. With that
longed haired hippy- Thor.. And
even worse, we've got the
Fantastic Four soaring around the
city.. Then in New Mexico there's
that monster they call the Hulk..
What's the world coming to? Now
there's this Spider-Man.. And I'm
telling you he's got to be the
worst one of them all..
CAPTAIN STACY
This wouldn't have anything to do
with his saving your son John
during that test flight mishap
would it?
JONAH
That's just a symptom of the
problem, gentlemen.. He crawls
around the city, spinning those
disgusting webs- hiding himself
under that creepy mask.. At least
the Fantastic Four show us their
faces.. We know their real
names.. What do we know about
Spider-Man? Where does he live?
In a cellar? In a cave? Does he
suck blood? And all of this under
the guise of being some kind of
hero...
ROBBIE
But he has done alot of good..
JONAH
I'm saying it's all calculated on
his part.. He sets up some low-
lives in front of the cameras..
All to make himself look like he's
on the side of the angels.. but
I'm not fooled. It's all to cover-
up his true agenda..
CAPTAIN STACY
-Which is?
JONAH
How the hell should I know? I
don't spin webs or eat vermin..
But I'm gonna find out.. The Daily
Bugle is this city's last bastion
of truth..
ROBBIE
(Sarcastically)
Is that the new tagline for our
advertising?
JONAH
(Short Puff)
No!
(Pauses, thinks)
Well..
CAPTAIN STACY
Look Jonah.. I have my questions
about just what Spider-Man is up
to as well.. He might've been
involved in the death of a
suspect..
JONAH
(Vindicated)
Ah hah!
CAPTAIN STACY
-But... It's also possible it was
an accident.. Until I know more,
and I intend to know more- I'm
willing to take Spider-Man's
assistance to law enforcement at
face value.. The ones he's
captured have all been proven
criminals..
JONAH
You're not goin' pinko on me, are
you George? I'm looking for your
help..
I want you to work in conjunction
with our investigations into what
these costumed vigilantes are
doing- with particular emphasis on
Spider-Man..
CAPTAIN STACY
Well.. I'm not for witch hunts,
Jonah.. But I'll help you in any
way I can..
Jonah makes a smile that one imagines resembles that of a
crocodile. He puffs his cigar rapidly, signaling pleasure.
JONAH
That's great George..
ROBBIE
(Turns to Stacy)
George, maybe we can grab a cup of
coffee and I can pick your brain
for ideas about Spider-Man..
CAPTAIN STACY
Sounds good, Robbie..
They rise out of their seats.
JONAH
Okay fellas, you go to it..
CUT TO:
INT. DAILY BUGLE OFFICES - CONTINUOUS
Peter Parker is standing in front of the desk of Jonah's
secretary BETTY BRANT. 19, brunette, she's pretty and perky,
and ably constituted to dealing with the long-suffering duty
of being Jonah's assistant.
BETTY
..Mr. Jameson is in with his
editor and a guest.. As soon as
they're finished-
She glances over and sees Robbie and Captain Stacy exiting
the office.
BETTY
(continuing)
Oh- they must be done..
Peter spots Captain Stacy, and gets nervous. He doesn't want
Stacy to know of any connection between himself and Spider-
Man. He unceremoniously ducks down.
Betty walks over to Jonah's office and knocks on the door.
INT. J JONAH JAMESON OFFICE - CONTINUING
Betty enters.
BETTY
Mr. Jameson- There's a young man
here to show you some photos..
Jonah is behind his desk looking over some stories. He
doesn't look up.
JONAH
More human interest crap from an
amateur? Send him to see Ned
Leeds..
BETTY
He says they're of Spider-Man..
Jonah nearly swallows his cigar. Then he tries to appear
cool.
JONAH
Send him in, Miss Brant.
INT. DAILY BUGLE OFFICES - CONTINUING
Betty turns around, and doesn't see Peter. She walks over to
her desk, and sees Peter hunkered down beside it.
BETTY
(puzzled)
..Uh.. Mr. Jameson will see you
now..
Peter peeks up to see if Captain Stacy is gone. Seeing that
the coast is clear, Peter stands, now trying to recover
whatever dignity he can in front of Betty.
PETER
Uh.. Thank you.
(Pause)
I was just uh.. Admiring the
texture of the wood on the side of
your desk.. I'm.. fascinated
with..
(He realizes he
should quit while
before things get
worse)
Mr. Jameson's office is that way?
Betty nods patronizingly.
Peter walks toward Jonah's office.
INT. J JONAH JAMESON OFFICE - CONTINUING
Peter enters.
JONAH
Sit down, kid.. I understand
you've got some pics you're hopin'
I'll take off your hands.
Peter sits.
PETER
My name is Peter Parker.. And I've
got exclusive shots of Spider-Man,
Mr. Jameson..
JONAH
..Well.. I never buy from
amateurs.. But I'm feeling
generous today.. Let's see 'em..
Peter hands him the folder full of shots.
Jonah flips through them, and fights to hold back his
excitement. He frowns.
JONAH
(continuing)
Where'd you take these from?
Underwater?
(He continues
flipping)
What is this? A shot of Spider-Man
or a lady bug?
(He flips again)
Ya ever heard of FOCUS, kid?
FOCUS! Look- Just cause I don't
want you on the hard streets
stealing apples off of a cart,
I'll give you 25 bucks a shot..
PETER
-The Globe is offering 60..
JONAH
Sure.. Cause the only other story
the Globe has to run is whether
the city editor can squeeze his
fat ass into his chair each week..
Okay, since you remind me of my
pet beagle Olof, I'll make it 35
bucks a shot..
PETER
..Well.. I'd love to JJJ, and just
because I don't my pics in a
second rate rag like the Globe,
I'll let you take 'em off my hands
for 55 bucks a shot..
Jonah sees a worthy adversary in Peter. He takes a slow puff
on his cigar.
JONAH
-I'll make it 45 bucks a shot, and
throw in an autographed photo of
myself.. Hold it next to heart,
kid- it'll clear up your acne..
PETER
-50 bucks a shot and you can keep
the photo- I like acne, it gives
me character..
JONAH
50 bucks a shot? Okay- you can be
my charity case for this year..
But I'll have you know you're
stealing the bread from the mouth
of an orphan in Guatemala..
PETER
I give in my own way..
Jonah writes out a check. He reaches to hand it to Peter and
then snatches it back.
JONAH
-Hey- How's a punk like you get
pics of Spider-Man?
PETER
Well.. If you must know- he tips
me off- And I have to pay him half
the cash.. Those webs cost money
I guess..
JONAH
(Agitated)
SO YOU KNOW WHO HE IS?
PETER
Are you kidding? He doesn't tell
me anything but where to be and
when.. I think he only worked this
out with me cause he knows I'd be
too scared to cross him..
JONAH
(Suspicious)
Okay..
He hands Peter the check.
PETER
..And by the way.. Don't use my
name on the photos.. I don't want
Spider-Man's enemies knowing who
I am..
JONAH
No problem kid.. Keep bringing me
shots of that bug-eyed fruitcake
and you can call yourself Mary
Poppins for all I care.
Jonah hits his intercom.
JONAH
(continuing; Into
Intercom)
-Foswell- get in here..
FREDERICK FOSWELL Enters immediately. He's a wiry man in his
40's. But he has an edge about him that leans toward the
slimy.
JONAH
(continuing)
-What kept you? Foswell this is
Parker-
They shakes hands.
JONAH
(continuing)
He's been lucky enough to get some
photos of Spider-Man- And even
luckier- that I bought 'em from
him..
Foswell- I want you to follow up
on the capture of this Vulture
creep- see if you can find a
connection between him and Spider-
Man..
FOSWELL
-You mean play up the story like
they're partners and Spider-Man
double-crossed him?
JONAH
-I just want the truth Foswell-
That Spider-Man IS A CROOK!
FOSWELL
Got ya JJJ-
Foswell scurries out of the office.
His mouth hung open, Peter watches him leave. He turns back
to Jonah.
PETER
-You're writing the story as
though Spider-Man's a criminal?
JONAH
Great isn't? Stick with me kid-
Or just a few dozen yards back-
and you'll learn all about how to
run a big city paper..
Peter is still too stunned to speak. Jonah puffs his cigar
impatiently.
JONAH
(continuing)
Okay Parker- you've got your blood
money, now get outta here- go buy
yourself a hoola hoop- I've got
work to do!
Jonah hurries Peter out the door and slams it behind him.
INT. DAILY BUGLE OFFICES - CONTINUING
Peter stands outside of Jonah's office, still too confused to
move. Betty turns to him. Aware of her presence, Peter
slowly turns to her, searching for some kind of answer to
what's just happened.
BETTY
Welcome to the Bugle, Peter..
DISSOLVE TO:
INT. PARKER BASEMENT - EVENING
WE HEAR THE "PONK-PONK" SOUND OF A PING PONG BALL BEING
SWATTED BACK AND FORTH ACROSS A TABLE.
PAN TO:
Peter and Aunt May playing a game of ping pong. They volley
the ball back and forth, laughing as they play.
Peter returns the ball to May- May raises her paddle but just
before intercepting the ball, she puts a slight twist on her
swing- sending the ball careening toward the edge of Peter's
side of the table, making him miss in his swing.
AUNT MAY
Hah! Point to the silver-haired
beauty!
PETER
(Playfully)
Hey! No fair bringing out your
secret weapon!
AUNT MAY
Hey pal- You want to play in the
big leagues- ya gotta deal with
it..
She twirls her paddle in mock arrogance.
AUNT MAY
(continuing)
Your serve, rookie!
She leans over, ready for Peter's serve.
PETER
Okay- get ready to catch a rocket!
Peter tosses the ball in the air, and takes a hard swing-
completely missing the ball. Peter whirls around, confused.
May breaks into laughter.
AUNT MAY
I guess that launch was scrubbed..
Game, set and match.
Peter lowers his head, playfully slamming his paddle onto the
table, mocking frustration. May walks over to him and gives
him a hug.
AUNT MAY
(continuing)
Don't sweat it rookie- Winner buys
dinner..
That reminds Peter of something.
PETER
Oh- Dinner.. I just remembered-
THE DOOR BELL RINGS.
May looks at Peter wondering what he meant. Peter runs up the
stairs.
CUT TO:
INT./EXT. PARKER HOME - CONTINUING
Peter opens the door to find Gwen there waiting.
GWEN
Hey, Mr. P-
She enters the house.
May reaches the top of the stairs as Gwen is coming in.
GWEN
(continuing)
Hi, Mrs. Parker.
AUNT MAY
(Smiles)
Oh! Hi Gwen!
(She looks at Peter)
You and Gwen are going out tonight?
PETER
(Awkwardly)
Yeah..
AUNT MAY
-That's okay.. I'll take a rain
check on dinner.. You kids have a
good time..
May walks into the living room and sits down in her chair.
She clicks on the television.
Peter is clearly conflicted at leaving May alone. Gwen reads
this in his eyes.
Gwen walks over into the living room.
GWEN
Mrs. Parker.. Would you like to
join us?
May looks up, startled-
AUNT MAY
What? No dear- You two don't want
me along on a date..
(She looks at Peter
smiling)
I haven't been out of the loop
that long..
GWEN
Really- we'd love for you to
come.. We're just going to the
carnival at Shea Stadium..
May looks at Peter.
PETER
Yeah Aunt May- it'd be great to
have you.. How many guys get to be
seen with two Goddesses on his
arm? It'll kick my rep up about a
thousand points!
May and Gwen laugh.
AUNT MAY
..Well..
She glances out the window. Looking at the streets outside
her window, May becomes apprehensive.
AUNT MAY
(continuing)
..I don't know, Peter..
Gwen takes her hand.
GWEN
(Smiling warmly)
Please, Mrs. Parker..
May returns the smile.
AUNT MAY
..Call me Aunt May..
Peter gleams at the connecting of the two most important
women in his life.
CUT TO:
EXT. SHEA STADIUM CARNIVAL - EVENING
In the parking lot of Shea Stadium, a travelling carnival has
set up temporarily. It is crowded with local folks, enjoying
the rides, games and attractions.
Peter, May and Gwen walk through the crowd. May is clearly
nervous, this being one of the few times she's left the house
since Ben's death. Peter and Gwen walk on each side of her as
a support system.
AUNT MAY
I haven't been to a carnival in a
good while- Are you sure all of
these rides and things are safe?
GWEN
Careful Aunt May- We don't wanna
scare Peter- I'm hoping to get him
fired up enough to take a spin on
the merry-go-round..
PETER
Hey Gwendy- No fair making fun of
my primal fear of wooden horses..
I mean, do they have to carve them
with those ferocious expressions
on their faces?
AUNT MAY
Calm down Peter.. I'll win you a
stuffed animal at the baseball
toss counter.. It'll keep you
company on the merry-go-round..
(Winks at Gwen)
Don't worry Gwen, between the two
of us, we'll straighten this guy
out..
Gwen laughs. Peter smiles, seeing May starting to come out
of her shell.
VOICE (O.S.)
Well! May Parker!
They turn to see Anna Watson and Mary Jane.
AUNT MAY
(Surprised smile)
Anna! Mary Jane!
They all move closer, greeting each other.
MRS. WATSON
So you decided to come!
(To Peter)
I was trying to get May to join us
here!
PETER
Gwen- this is Mrs. Watson.. And..
Mary Jane her niece..
GWEN
Nice to meet you both..
MARY JANE
Same here.. Decent taste in dates
you've got there Pete..
HARRY (O.S.)
I'll say...
Harry Osborn walks toward them.
PETER
Harry!
(smiles)
Now we've got a party!
Peter and Harry lock hands. But Harry's attention focuses
on Mary Jane.
HARRY
It's always the quiet ones.. Pete
you dog- Hogging all the beauties
to yourself..
(Mock anger)
With four gorgeous women with you-
You'll have to sacrifice two to
the lonely guys like me-
Harry then playfully locks arms with May and Anna. They all
laugh.
AUNT MAY
Peter- why don't you and your
friends go and enjoy the carnival-
Anna and I are going to stroll
around and talk-
PETER
(Jokingly)
I don't know if that's a good
idea.. I don't want to hear that
you two were terrorizing the folks
in the bumper car rink. You've
got that wild look in your eyes..
Gwen pulls Peter away.
GWEN
We'll see you ladies in a bit..
CUT TO:
EXT. STREET - NIGHT
POLICE CARS - SIRENS BLARING AND LIGHTS FLASHING ROAR DOWN
THE STREET.
They roll past a figure hiding in the shadows of a building.
He glances out to see that they are gone. In a long coat and
hat, his features are obscured.
He walks quickly up the street. Up the block, he can see THE
COLORFUL LIGHTS AND HEAR THE RACKET OF THE CARNIVAL.
He reaches the end of the block. Bathed in the bright lights,
his features are more clearly seen.
WE SEE for the first time the face of MAX DILLON. His coat
slightly flares open and we also see THE BRIGHT GREEN AND
YELLOW COSTUME OF ELECTRO.
A smile comes over his face, certain that he can lose himself
within the crowd of carnival patrons.
EXT. SHEA STADIUM CARNIVAL - CONTINUING
Dillon pays the entry fee and enters. But THE TICKET SELLER
notices Dillon's strange boots. Dillon also notices the
Ticket Seller's reaction. He becomes worried.
CUT TO:
Peter, Gwen, MJ & Harry are strolling about on the carnival
grounds.
HARRY
-So gang.. After the carnival
shuts down- I say we keep the
party rolling- and hit an after
hours spot.. I've got my fake ID..
(He looks at MJ)
How about you?
MARY JANE
Fake ID? Never needed one- a
little style and a well-placed
smile have always gotten me by..
GWEN
Well- I know a coffee spot where
poets get up and perform.. They
don't serve booze- so no fake Ids
needed..
PETER
That sounds crazy enough to be
fun..
HARRY
..Yeah, if you like that kinda
thing.. Although..
(Gazing at MJ)
I can feel a bit of inspiration
coming on.. Maybe I'll spout a
little verse myself- "Oh beauty
that is Mary Jane.."
MARY JANE
I like the title.. Maybe I'll hang
out for the finale..
GWEN
(To Peter)
Looks like those two are getting
along well..
PETER
-Hadn't noticed.. As far as I'm
concerned there are only two
people in this park..
GWEN
So you've managed to block out all
of this noise and glitter?
Impressive Mr. P..
PETER
The noise is drowned out by the
beating of my heart.. And the only
glitter I see is shining from your
eyes..
He takes Gwen's hand.
VOICE (O.S.)
Good Lord Osborn- not you too!
They all turn to see Flash and his crew, along with several
girls crossing their path.
HARRY
Flash.. What's up?
FLASH
That's my question.. Don't tell me
you've got a case of the Parker
disease too!
HARRY
Let it go, Flash.. Pete's a cool
guy..
PETER
Yeah- Flash.. Just under your nose
I went out and got a life.. I'm
hoping the same thing 'll happen
for you..
FLASH
My life begins when I've crushed
yours.. That is unless you need
"The Queen of the Nerds"
(Referring to Gwen)
To protect you..
Peter looks at Gwen and then steps forward.
PETER
Okay Flash- C'mon.. Throw me your
best- I'll fall down- And we'll
all know just how important you
are cause you can surprisingly
beat up the school nerd. Is that
what you NEED to feel like a man?
Well then, come on.. I want to do
everything possible to help you
feel like a man...
Peter's words cut into Flash. He doesn't know what to do. He
tries to laugh it off.
FLASH
To hell with you..
Flash takes his GIRL by the hand and turns away. Hesitantly,
his boys, who feel equally stupid also turn.
Gwen takes both Peter's hands, smiling proudly.
GWEN
He wins the war without firing a
shot.. I like that..
PETER
Glad you do.. And when my knees
stop shaking we can continue our
stroll..
CUT TO:
Max Dillon continues to try to make it through the crowd
unnoticed. He spots A DRUNK standing off to the side and
gets an idea.
Dillon rushes over to him, and placing his arm around him,
Dillon pulls the drunk off.
Dillon quickly walks the drunk around the back of a building.
He pulls some cash out of his pocket and holds it up before
the barely cognizant man.
DILLON
Look buddy- here's some cash- I
need your clothes..
DRUNK
..Huh?
DILLON
Your Clothes, man! I need your
clothes!
At that moment- a FLASHLIGHT BEAM hits Dillon and the drunk.
A POLICEMAN, seeing Dillon man-handling the drunk while
holding the cash figures its a robbery.
COP
Hold it!
DILLON
Look- I'm not robbing him- I'm
giving him some cash!
But as Dillon turns to plead his case, his coat flies open,
revealing his costume underneath.
COP
Electro! Don't move!
Dillon curses aloud. He drops the drunk. Several other
POLICEMEN run over, hearing the commotion. One of them is on
his radio sending out an alert.
Dillon lifts his hands as if in surrender. But BOLTS OF
ELECTRICAL CURRENT FLY FROM HIS HANDS HITTING THE COPS,
KNOCKING THEM OFF OF THEIR FEET.
Dillon huffs. He removes his overcoat and pulls from his
pocket his face mask and dons it. He is now Electro. In the
darkness AN UNEARTHLY GLOW RADIATES FROM HIS BODY. WE HEAR
POLICE SIRENS APPROACHING.
CUT TO:
Peter, Gwen, Harry & MJ stand before the Ferris Wheel.
HARRY
We might as well get on one of
these doofy rides.. What do you
say, MJ?
MARY JANE
It's not a Ferrari- but it'll do
for now..
HARRY
We can talk about the Ferrari
thing afterwards..
They walk toward the ticket-taker.
PETER
I'll try to stifle my intense
fear of heights for a trip to the
stars with you Ms. Stacy..
GWEN
Sounds like fun- if you get
scared, just hang on to me-
PETER
This gets better by the second..
They start toward the ticket-taker when PETER'S SPIDER SENSE
ALARMS. He nervously looks about for the source. Gwen
notices his change in manner.
GWEN
Peter, what's-
THERE'S AN EXPLOSION JUST ABOVE THEIR HEADS. SPARKS RAIN
DOWN FROM ABOVE.
They look up, as do all of the crowd to see Electro standing
on the platform beneath the Ferris Wheel. His blast shorted-
out the Ferris Wheel, which comes to a halt with a LOUD
METALLIC GROAN.
Police close in ordering the crowd to back away.
Electro raises his arms, A DAZZLING CHARGE OF PLASMA
CIRCULATES BETWEEN HIS HANDS.
ELECTRO
(To police)
That's close enough boys! Get any
closer and all the good folks on
the Ferris Wheel fry!
The police freeze in their tracks.
Peter pulls Gwen back from the crowd.
PETER
(Agitated, Nervous)
Gwen- I have to...
GWEN
(Equally nervous)
-You have to what?
He looks around nervously. He wants to tell her about
Spider-Man, but is fearful of her response.
PETER
-I have to check on Aunt May! She
must be frightened!
GWEN
-Peter- I'm sure she's okay- she
probably doesn't even know what's
happening here- we should help the
police to move everyone back- I
know the sergeant over there-
Peter looks up and sees that Harry and MJ are among the
hostages on the Ferris Wheel. He doesn't know what to do.
Gwen pulls him by the hand.
GWEN
(continuing)
Come on!
She pulls him over to POLICE SERGEANT MULLEN.
GWEN
(continuing)
Sgt. Mullen!
SGT. MULLEN
Gwen!
GWEN
Can we do anything to help?
They look back up onto the platform, where Electro continues
to hold court-
ELECTRO
Now all I want is a chopper to fly
me out of here! And nobody'll be
hurt!
Gwen looks back at Sgt. Mullen.
SGT. MULLEN
No- Gwen you and your friend
should just move back beyond the
barrier we're setting up- we don't
want to give Electro more
potential hostages!
Peter is slightly relieved, although Gwen is hesitant.
PETER
Come on Gwen- we better move-
He pulls her away.
Getting a safe distance back- Peter and Gwen blend into the
crowd.
PETER
(continuing)
-this is the best place for us
right now..
Gwen is consumed by the events going on around them. Peter
decides he can use this moment to slip away.
As quickly as he can without drawing any attention, he sinks
deeper into the crowd. After a few seconds he's clear of the
crowd. He glances back and sees that Gwen has not even
noticed that he's gone. He takes off quickly.
Back on the platform, Electro waits as Sgt. Mullen and
several others approach, their weapons holstered and their
hands up.
SGT. MULLEN
Electro- we're trying to get you
a police chopper-
ELECTRO
No way cop! It has to be
commercial! I don't want you
clowns tracking me. And the pilot
better not be a cop either! Don't
screw with me!
As a warning, ELECTRO LETS LOOSE WITH A BLAST hitting the
ticket booth- IT BURSTS INTO FLAMES- AND A SMALL ADJOINING
TOWER COLLAPSES FALLING FLAMING INTO THE CROWD.
The crowd scatters- but a little girl is too slow moving to
avoid the falling tower. Gwen is near to her, hesitating as
she searches for Peter. Gwen races over and grabs the girl,
and runs out of the path of the falling tower- her momentum
makes her and the girl fall, but they are unhurt. Gwen looks
up, and in the distance, SHE SEES PETER RUNNING AWAY. A look
of terrible shock and shattering disappointment comes over
her face.
ELECTRO
(continuing)
Just so you don't think I'm
kiddin'-
Electro grabs a YOUNG BOY from one of the Ferris Wheel
booths. He holds the child up in the air.
ELECTRO
(continuing)
If I don't see a chopper in the
sky overhead in 5 minutes this kid
ain't gonna have to worry about
college tuition!
At that moment SPIDER-MAN swings overhead snatching the boy
from Electro's grasp. And in mid-air Spider-Man twists,
kicking Electro, sending him flying off of the platform.
A SLIGHT JOLT RUNS THROUGH SPIDER-MAN'S BODY FROM MAKING
CONTACT WITH ELECTRO. He somersaults and lands hard on the
ground, but holding the boy up so that he doesn't feel any of
the brunt of the landing.
SPIDER-MAN
(Winded from the
shock)
-Get out of here kid..
The boy runs off toward the waiting police.
ELECTRO
Spider-Man! I've been wanting to
tangle with you! But this ain't
the time or place!
They both get to their feet and face each other like western
gunfighters.
SPIDER-MAN
(Recovering from the
shock)
It's a carnival- These folks have
paid their admission- And since
you're a circus freak, I figure
they deserve a little
entertainment!
ELECTRO
You asked for it punk-
(Like a Carnival
barker)
In the center ring see a spider
get deep-fried!
Electro lets loose with several BLASTS. Spider-Man dodges
them, somersaulting rapidly.
The police use the diversion to begin evacuating the riders
from the Ferris Wheel and moving the others back.
Spider-Man leads Electro on a chase, trying to stay out of
the range of his blasts, but distracting him long enough for
the police to complete their task.
SPIDER-MAN
Look Electro- there's just gotta
be a better way to earn a living
than being made to look stupid by
me! Ever consider being the star
at the top of the Rockefeller
Center Christmas tree? I know
it's seasonal- but I think it
comes with 401k!
Spider-Man swings in and lands a haymaker punch to Electro's
jaw- and again receives a FEEDBACK JOLT. SMOKE IS RISING
FROM HIS HAND when he hits the ground.
ELECTRO
Tingles just a tad, huh? Don't
worry webhead, it only gets worse!
Electro fires a blast. Spider-Man, his hand still in pain
leaps over the blast, landing on a pole.
But unfortunately- the pole is metal. Electro's CHARGE
STRIKES THE POLE, sending a HARSH SHOCK through Spider-man's
body. He collapses and hits the ground hard. Only his
superhuman strength prevents the blast from being fatal. His
entire body is smoldering, as he lies stunned.
Electro closes in for the kill. Then he notices that his
hostages have all been gotten to safety. With nothing to
hold back the police, he realizes what a fix he's in. Spider-
Man, through his pain also realizes this.
SPIDER-MAN
(Laughing painfully)
Sorry about the hostages sparky-
But you can take me with you, just
as long as you promise to buy
dinner..
ELECTRO
Onto plan B-
ELECTRO STARTS BLASTING EVERYTHING IN SIGHT, HOPING TO ESCAPE
IN THE MIDST OF THE HOLOCAUST.
EVERYTHING IN THE AREA IS BURSTING INTO FLAMES.
The police and fire fighters now try to get everyone out of
the park.
Spider-Man looks around, and spots a pair of RUBBER
MAINTENANCE GLOVES by the Ferris Wheel motor. He fires a web
line and snares them.
Electro blasts a hole in the metal fence surrounding the
park, and starts to climb through when- Spider-Man swings in
and slugs him. Wearing the rubber gloves- Spider-man is
grounded, and Electro's feedback can't hit him. Electro is
stunned by the punch. Electro tries to hold Spider-man off
with another series of blasts, but Spider-man again dodges
them, leaping and landing on the Ferris Wheel, but careful
that the area he lands on is made of wood. Ripping a small
opening into the rubber gloves to unblock his webshooters,
Spider-man fires a webline that snares Electro's left arm.
Spider-man yanks Electro before he can burn the webline,
drawing Electro close to him, and slamming another punch into
Electro's body. While Electro is dazed, Spider-man tosses
the webline between the wooden beams in the Ferris Wheel
structure leaving Electro hanging. Then, leaping and
swinging around Electro at lightning speed, Spider-man
secures each of Electro's other limbs with a webline.
Reaching the ground, Spider-Man pulls all four weblines
together, forcing Electro's arms and legs all to make
contact, and SHORT-CIRCUITING HIM WITH A HUGE BLAST OF
ELECTRICAL CURRENT.
Spider-man is quick to let go of the weblines before the
feedback can reach him. Electro falls from the Ferris Wheel
unconscious.
From a distance, THE CROWD THAT CAN SEE THE EVENTS BREAK INTO
CHEERS FOR SPIDER-MAN.
A NEWS CREW, on hand just to shoot the carnival for a local
entertainment story, has captured the entire battle on
videotape.
Spider-man stands breathing heavily, but before he can enjoy
the applause, HIS SPIDER SENSE ALARMS AGAIN. He looks around.
THE FERRIS WHEEL IS ON FIRE AND COLLAPSING- toward the
unconscious Electro. Spider-Man fires a webline and snares
him. He fires a second line and swings himself and Electro
out of the path of the falling monolithic structure. But
while in mid-air, Spider-man can see that other people are in
the path of the Ferris Wheel- INCLUDING AUNT MAY.
Spider-Man deposits Electro on one of the roofs of the
carnival booths out of harm's way.
He fires a webline and swings in as fast as he can, swooping
down again- He scoops up May, and TWO WOMEN who could not get
out of the Ferris Wheel's path.
THE FERRIS WHEEL FINALLY HITS THE GROUND, EXPLODING IN A
DAZZLING DISPLAY OF DESTRUCTION. GLASS, WOOD AND METAL FLYING
ABOUT VIOLENTLY.
Everyone still near the scene scatters even further away.
Spider-Man strains to continue his arc so that none of his
charges are hit by flying shrapnel. His webline stretched to
it's limit- Spider-man leaps- carrying himself, May and the
others several dozens of yards from the point of the Ferris
Wheel's impact.
Having leapt to his limit with such a burden, Spider-man
lands uncharacteristically hard on the ground. May and the
others fall hard as a result.
Spider-Man lifts himself up, and sees the TWO WOMEN are on
their feet unhurt. He leaps to his feet. The women rush
toward him to thank him, but Spider-man leaps over them
towards the UNMOVING MAY. Forgetting momentarily to protect
his identity, he lands frantically in front of May.
May is stunned, but not hurt. She looks up- AND SEES SPIDER-
MAN LAND IN A CROUCH BEFORE HER. She is overcome by FEAR.
She gets herself up into a seated position, and can see her
fearful face reflected in the lenses of Spider-Man's mask.
Remembering himself, Spider-man tries to curb his concern.
SPIDER-MAN
Ah- M- Ma'am - Are you alright?
But May can form no words, knowing only stark-raving terror
at this close contact with Spider-Man.
Anna Watson, MJ, Gwen and Harry run toward her. Spider-Man
looks up.
MRS. WATSON
May!
Knowing he can do nothing else here, Spider-Man gets to his
feet and swings away.
GWEN
Aunt May- are you hurt?
Anna and Gwen each take May's hands and help her up.
AUNT MAY
(Regaining herself)
..I'm- I'm fine..
Then she looks around.
AUNT MAY
(continuing; Newly
frightened)
Where's Peter?
Worry comes over Gwen and she doesn't know what to say.
AUNT MAY
(continuing;
demanding fearfully)
Gwen where is he?
She starts to speak when-
PETER
Aunt May!
Peter runs over. He and May hug.
AUNT MAY
(Laughing nervously)
I'm fine Peter! I'm fine! I was
just worried about you!
Peter looks over at Gwen. She has a deep scorn in her eyes.
GWEN
(Disdainfully)
Are you okay, Peter?
Peter releases Aunt May and walks toward Gwen.
PETER
I'm okay.. You?
GWEN
(Low, so only Peter
can hear)
Are you sure didn't stub your toe
while you were running away?
Peter becomes flush.
PETER
Gwen- I can explain it-
GWEN
Only problem is, there's no one
here that wants to hear it..
(She turns
unblinking, toward
May)
Goodbye, Aunt May..
Sad, hurting, she turns and walks away.
May turns to Peter, confused.
AUNT MAY
Peter what's wrong? What happened
to Gwen?
Peter looks down not knowing what to say.
HARRY
Uh.. Pete- I'd better dash.. I'll
see you in school, man.
With an awkward smile at MJ, Harry walks off.
MRS. WATSON
-Should we see you home, May?
May sees the pain Peter is in and shakes her head.
AUNT MAY
No, Anna- I'll call you in the
morning..
Anna and MJ turn and walk off as well.
May looks at Peter, still hurting. She takes his hand.
AUNT MAY
(continuing)
..Home is the best place for us
now, Peter.
She leads him off.
CUT TO:
INT. NORMAN OSBORN'S DEN - NIGHT
Norman Osborn sits at the desk of his study. A drink in one
hand, he studies a stack of schematics spread across his
desk.
THERE'S A KNOCK ON HIS DOOR.
NORMAN
(Impatiently)
Come in..
Norman's butler, CHAUNCEY enters.
CHAUNCEY
Mr. Osborn- You have a visitor- A
Mr. Foswell..
As The butler speaks, Foswell enters the den.
An evil grin sneaks across Norman's face.
NORMAN
That's fine Chauncey..
Chauncey tips his head and leaves.
Foswell takes in the grandeur of Norman's home jealously.
FOSWELL
Decent digs you got here, Osborn..
NORMAN
That's exactly how it was
described in Metropolitan Home..
Maybe after we finish our
business, we can swap decorating
tips.
Foswell snickers.
FOSWELL
That's funny, Norman..
NORMAN
Funny? you should see what I do
for an encore- it involves your
head on the end of a stick.. Do
you have the item I wanted?
Foswell, made uneasy by Norman's last statement, increases
his urgency.
FOSWELL
Yeah- Yeah- right here..
Foswell reveals a videotape from behind his back. He places
it on Norman's desk.
Norman looks over the tape, then opens his drawer. Removing
a stack of cash with a $1,000.00 paper band wrapped around
it, he drops it on the desk next to the tape. Foswell
snatches it up and fans through the bills.
FOSWELL
(continuing)
-So what's a millionaire inventor
want with a videotape of Spider-
Man fighting Electro?
Norman looks up at him insolently.
NORMAN
-I'm a fan..
He grins.
CUT TO:
INT. OSBORN MANSION - CONTINUOUS
Harry walks up the hallway outside of Norman's den. He stops
as the door swings open.
Norman is escorting Foswell out.
NORMAN
-If you get ahold of any more of
these- I want them..
FOSWELL
Sure thing, Mr. Osborn.
Foswell hurries out.
Norman glances over and sees Harry. Norman regards him with
almost no emotion.
HARRY
(Smiling warmly)
-Hey Dad.. Who was that?
Without a word Norman turns and closes the door of this den.
Harry stands there burning over the rejection.
CUT TO:
INT. NORMAN OSBORN'S DEN - CONTINUOUS
Norman takes the tape and walks back toward the bookshelf,
and opens it.
He continues purposefully into his lab.
INT. NORMAN OSBORN SECRET LAB - CONTINUING
Within the elaborate, hidden lab, now stocked with tons of
new machinery and equipment, Norman slides the video tape
into a VTR deck.
THE NEWS FOOTAGE OF SPIDER-MAN'S BATTLE WITH ELECTRO RUNS ON
A HUGE MONITOR. Norman studies it carefully.
PAN ACROSS THE LAB. THE OPPOSITE WALL CONTAINS A COMPLEX
ARRAY OF VIDEO MONITORS AND PLAYERS- ALL OF WHICH ARE RUNNING
FOOTAGE OF VARIOUS TYPES AND QUALITY OF SPIDER-MAN. THERE
ARE ALSO PHOTOS OF SPIDER-MAN HUNG ABOUT THE AREA.
CUT TO:
INT. OSCORP ROBOTICS DIVISION - NIGHT
Mendel Stromm waits nervously within his laboratory.
It is a pristine environment of white and chrome. Robotic
prototypes in whole and part dangle and lay neatly throughout
the space.
There's A KNOCK ON THE DOOR. Stromm hurries over and
answers it.
Silvermane and his Enforcers are there.
STROMM
Don Manfredi.. It's so good to see
you..
He shakes hands with Silvermane.
They cross the lab. The Enforcers are awed by the futuristic
technology.
Silvermane is also impressed.
SILVERMANE
You've come very far Mendel..
STROMM
I've worked very hard to get here..
SILVERMANE
You have me curious.. Having
achieved so much with your partner
Osborn.. Why would you betray him
now? I need to know this..
Because a man in my position can't
afford to associate with men who
are inherently disloyal..
STROMM
You need never worry about my
betraying you Don Manfredi.. the
friendship between you and my
father was a true one.. While my
association with Osborn isn't.
We're not truly friends.. Not even
partners.. For all the years that
we've known each other he's never
hesitated to hold over my head the
fact that his family was wealthy
while mine was not.. He was happy
to make use of my talents and to
build up this company-Yet he
ridiculed me.. Did all he could
to make me feel inferior to him..
My work inferior to his.. You'll
notice that though we're partners,
the company doesn't bear my name
as well as his.. Simply because it
was his family's money that
financed it. I decided years ago
that I would take control of the
this company no matter the cost.
Show Osborn who was truly the
superior one. I nearly achieved
my goal 5 months ago..
(Pause)
I altered the computations of his
Cold Fusion test so that it would
fail.. And his death would've been
icing on the cake. That didn't
happen.. But it moved things
forward.
SILVERMANE
I would think the success of this
Cold Fusion would be a feather in
Osborn's cap.. That's what these
materials you hope to acquire will
do, no?
STROMM
The Cold Fusion project will
succeed.. But only after Osborn is
gone- Removed from the company by
the board members because of the
apparent failure of his dream
project. Then I'll step in- save
the project and the company from
financial disaster.. And of
course the board members will
gratefully place ME in control..
Stromm hits a key on a computer keyboard.
A GIGANTIC COMPUTER SCREEN COMES TO LIFE-
STROMM
(continuing)
And "Stromm-Tech" will move into
the future..
THE NAME STROMM-TECH FILLS THE SCREEN.
VOICE (O.S.)
No.. I'd say "Stromm-tech" is
already history..
The assembly in the room turn toward the darkened depths of
the lab- In the direction of the cold, cruel voice-
And are JARRED by THE HIGH-PITCH WAILING OF A MINIATURE JET
ENGINE REVVING.
Floating slowly forward from the darkness is a shadow- With
GLOWING GREEN EYES. When light finally hits the figure it is
NIGHTMARE. A scaly green-skinned creature adorned in garish
purple leather- and perched atop a metallic bat-shaped flying
device. A horrible grin frozen on its emerald face. A
monster representing BOTH dark-legend and hi-tech science at
its most perverse. Say hello to THE GREEN GOBLIN.
STROMM
Good- God..
GREEN GOBLIN
You couldn't be more wrong Mr.
Stromm-
The Goblin lets fly from his hand a steel RAZOR BAT- Wafer-
thin it glimmers and circles Stromm as though alive until it
digs into his shoulder- Stromm lets out A CRY OF AGONY.
STROMM
(Screaming)
What do you want?!
GREEN GOBLIN
(Mockingly sweet)
What does the Green Goblin want?
Dear Mendel.. I'll bet if you
think really hard you can guess..
Your deal with the devil is up,
and now I've come to collect your
soul..
Montana turns to Silvermane- He reaches into his coat and
draws his Colt Python.
MONTANA
Give me the order- boss-
SILVERMANE
(Unbelievably calm)
The order is to wait Montana- Wait
and see.. But be at the ready..
Uneasily, Montana lowers his piece.
Stromm turns to Silvermane, looking for some kind of help.
But he quickly realizes that it isn't coming.
STROMM
you're a tricky character my
friend- but I've got a few tricks
up my sleeve as well-
Stromm hits a switch on a nearby control panel-
Several feet away- A METALLIC BOX lies still- Then suddenly
EXPLODES INTO AN 8 FT. ROBOT- IT BEGINS TO LUMBER FORWARD.
Stromm painfully twists his wrist so that The Goblin is
reflected on the FACE OF STROMM'S WATCH.
Reacting to this The Robot turns toward The Goblin- Lenses
where eyes would be on a man ZERO THE GOBLIN as the robot's
target. The Robot quickly CLANGS in the Goblin's direction.
The Goblin, hovering, twists toward the fast moving Robot.
GREEN GOBLIN
Still playing with your Erector
set, Stromm?
The Goblin moves into attack position when- HE'S GRABBED FROM
BEHIND BY TWO RUBBERY TENTACLES WRAPPING AROUND HIS NECK.
A LIFE-SIZE VERSION OF THE TINY RUBBERY SPIKED ROBOT STROMM
HAD DISPLAYED IN OSBORN'S OFFICE BEGINS TO WRAP ITSELF AROUND
THE GOBLIN.
The 8 ft. Robot reveals A VISOR on its face- A light pulses
through the opening- And A LASER BLAST BURSTS FREE AT THE
GOBLIN. But the Goblin maneuvers out of the way of the
blast. The Rubbery Robot still clinging to the Goblin's back-
he flies forward toward the 8 ft. Robot. The 8 ft. Robot
lets off another BLAST- but The Goblin ducks just enough to
allow the Rubber Robot to be hit. The Rubber Robot bursts
into flames and falls from The Goblin's back. The Goblin
continues his forward momentum, KICKING UP HIS JET ENGINE AND
GAINING IN SPEED- While dodging the robot's blasts- He
appears to be on a certain suicidal crash course with the
metallic behemoth- But then he suddenly veers upward- HITTING
THE ROBOT'S NECK WITH THE EDGE OF HIS GLIDER AND TAKING ITS
HEAD OFF- THE ROBOT TUMBLES OVER.
The Goblin brakes in mid-air- and to punctuate the last move
he tosses a PUMPKIN-SHAPED OBJECT at the Robot- WHICH
EXPLODES ON IMPACT, destroying the robot.
The Goblin turns hovering toward Stromm.
GREEN GOBLIN
(continuing)
For my next trick- I'll proceed to
saw a man in half- Any volunteers?
Stromm is terrified. He tries to run- The Goblin lifts his
left hand and points his index finger at Stromm. The tip of
the Goblin's index finger is open ended as in the barrel of
a gun. A LASER BLASTS FROM THE BUSINESS-END.
STROMM IS HIT- HE IGNITES LIKE KINDLING. His dying body
collapses flaming to the floor.
GREEN GOBLIN
(continuing)
Poor Mendel.. He dreamt far beyond
his limits..
The Goblin turns to Silvermane.
GREEN GOBLIN
(continuing)
-Who's got marshmallows?
An insane grin takes over his face.
FANCY DAN
-This freak's too crazy to live-
He reaches for his gun.
GREEN GOBLIN
Now that's the wrong way to begin
a partnership..
SILVERMANE
Partnership? I think perhaps
that fright mask is worn too
tightly on your head.. I had
little trust for our ambitious and
now departed friend there.. Which
is why I didn't interfere in your
business.. But I have NO trust for
you.. Mr.. Green Goblin is it?
The Goblin floats toward Silvermane.
GREEN GOBLIN
My friend.. you should know I
don't react well to rejection..
SILVERMANE
You are formidable, no doubt- But
if you wish to do battle with the
assembled ranks of the Maggia.. I
caution you that you do so at your
own peril..
GREEN GOBLIN
I have a better idea.. I propose
an agreement..
SILVERMANE
(Pause)
I'm listening..
GREEN GOBLIN
An offering.. To represent our
mutual goals..
SILVERMANE
Which is?
GREEN GOBLIN
Spider-Man. He's a threat to your
organization. He'll probably be
a threat to my enterprises as
well. I'll rid us all of this
pest. And when I do- You and I
can negotiate over the same
materials which you and my smoky
friend were discussing..
SILVERMANE
What's your interest in Oscorp?
GREEN GOBLIN
Consider me- A not-so-silent
partner..
SILVERMANE
I see. Well Goblin. Deliver on
your promise, and we can strike a
deal on these materials.. I'll
await your call..
The Goblin nods, his grin, amazingly growing wider.
CUT TO:
INT. SCIENCE CLASS - AFTERNOON
The class is ending, the students are leaving. Peter is
talking with Dr. Warren.
WARREN
(Looking over Peter's
written assignment)
Excellent work as always Peter..
I'd like for you to help me grade
the other students' work.
PETER
(Down)
Thanks Dr. Warren..
WARREN
(Sarcastically)
Glad I could help you feel better..
He notices that Peter's attention is focused on Gwen. Gwen
finishes putting her books into her bag, and walks toward the
door. She is in a similar mood to Peter's. Peter watches as
she leaves. He wants to go to her, but is hesitant. Warren
studies him.
WARREN
(continuing)
Peter- You of all people should
know you can't buck the science of
human biology...
PETER
(Confused)
Huh?
Warren smiles knowingly.
WARREN
You're crazy about the girl- Go
and talk to her..
Peter smiles and nods.
He hurries off to catch up to Gwen.
CUT TO:
INT. MIDTOWN HIGH CORRIDOR - CONTINUOUS
Peter runs up the hallway.
PETER
Gwen!
Gwen sighs listlessly, and stops. She turns to him.
PETER
(continuing)
-Just give me a moment to explain
what happened..
GWEN
Okay..
PETER
(Pause)
What you saw the other night.. It
wasn't what you think it is..
GWEN
(Skeptically)
..Okay, what was it?
Peter starts to speak, but balks.
GWEN
(continuing;
sarcastically)
Well. That changes everything..
Really Pete- you've had the whole
weekend to come up with
something.. Even a total lie..
PETER
But that's the whole point Gwen..
I don't ever want to lie to you..
GWEN
So tell me the truth..
PETER
The truth is pretty difficult to
tell also.. Maybe someday.. But
right now I'm trying to make sense
of the truth in my own mind..
GWEN
Listen Peter, I don't expect or
want you to be a conquering hero..
But if we're going to have
something together, I have to know
that I can count on you. That I
can believe in you..
PETER
Gwendy.. You can believe in me..
GWEN
I want to.. But.. But if you run
when I need you- and If you can't
even open up to me- What is there
for me to count on or believe in?
The answer doesn't come for Peter.
GWEN
(continuing)
..Peter I-
(pause)
I've been so alone in my life. My
mother died 10 years ago.. My Dad
and I are very close- But I've
never had anyone else to really
get close to.. I've seen the same
thing with you.. When we got to
know each other I thought that we
could have the kind of connection
that's been missing in both our
lives..
PETER
We can- Gwendy.. That's exactly
how I feel..
GWEN
So what is this thing you're
hiding?
PETER
Gwen it's just.. That I'm too near
all of this right now. I need to
get perspective on it.. If you'll
just give me some time-
GWEN
(She looks down,
frustrated)
..I'll give you lots of time.. and
plenty of space, too..
With that she turns and walks off.
Peter watches, his heart shattering.
CUT TO:
EXT. STREET - AFTERNOON
Peter is walking from school, burning over losing Gwen.
Harry runs to catch up to him.
HARRY
Pete!
Peter turns.
PETER
(Smiles only slightly)
What's up, Harry?
They clasp hands in greeting.
HARRY
How's it hanging?
PETER
Like a noose around my neck..
Gwen's written me off..
HARRY
Because of the other night?
Peter nods.
PETER
..I feel like two sides of me are
always going to be at odds.. The
side of me that wants to do what's
right, and the side that wants to
be happy..
HARRY
Well, of the two- I'd have to pick
happiness.. What's more right then
making yourself happy? As long
you're not hurting anybody else..
PETER
Unfortunately for me, my happiness
always seems to come at the cost
of someone being hurt.. It's like
some kind of cosmic joke being
played on me.
HARRY
You take life too seriously Pete.
That's why you need a bud like me.
Give her a little while, I'm
betting Gwen'll come around. You
two were made for each other..
Kinda like Romeo and Juliet..
Or.. Mary Jane and me..
Peter smirks at Harry.
PETER
Oh- is that how it is?
HARRY
..Yeah, that's how it is.. We went
out last night-
Harry's braggadocio is cut off by A MASS OF SUDDEN SOUND-
SCREECHING CARS AND REVVING ENGINES. POLICE SIRENS AND
GUNFIRE.
Peter and Harry turn in the direction of the racket.
In the nearby intersection, TWO DARK CARS ROAR BY- GUNMEN
LEANING OUT OF THE WINDOWS FIRE AT TWO PURSUING POLICE CARS.
Harry ducks down, fearing being hit by any stray gunfire. He
looks up and sees that Peter is still standing, following the
pursuit with his eyes.
PETER
Harry- I've gotta go!
HARRY
What're you- Nuts?
Peter starts off in the direction of the chase.
PETER
No- I'm a photographer for the
Daily Bugle!
Peter picks up speed and runs across the street, soon
disappearing around the corner.
Harry rises slowly from his defensive crouch. He's in awe of
Peter's fearless charge into danger.
CUT TO:
EXT. MAIN STREET - CONTINUOUS
The car chase continues, until THE DRIVER of the LEADING CAR
sees that the street ahead of him is closed off by HEAVY
CONSTRUCTION.
He slams on his breaks, and the car goes into a tailspin.
The construction crew scatters AS THE CAR SLAMS INTO AN IDLE
EARTH MOVER.
The second car screeches to a stop a few feet away. SEVEN
GUNMEN climb out of the two cars, and open fire at the
oncoming police cars.
The police cars skid to a stop a dozen yards away. The
POLICEMEN disembark and ready for a stand-off.
CUT TO:
EXT. ALLEYWAY - CONTINUOUS
Peter runs into the alleyway. Fast as lightning he begins to
remove his street clothing, revealing his Spider-Man costume
underneath. He leaps onto the wall and runs across it, while
continuing to change into costume. Faster than the eye can
follow, Peter has removed all of his clothing- slipped on his
gloves and mask, and has spun a protective cocoon in which he
hides his clothing.
Spider-Man reaches the wall bordering the alley, and places
the sticky web-sack with his clothes on the side of the wall.
From this perched position he can see the gun battle in
progress.
From a belt hidden under his top, Spider-Man removes a small
camera. He makes a few settings on the camera, and fires a
webline, hanging the camera from a fire escape.
Spider-Man fires a second webline, and taking a deep breath,
he swings into the fray.
CUT TO:
EXT. MAIN STREET - CONTINUOUS
The fire fight continues. The four policemen are out-gunned
by the mob of thugs. One of them places a call for back-up.
One gunman takes aim with an AK-47- WHEN A WEBLINE HITS IT
FROM THE SIDE. The snagged weapon is snatched out of the
gunman's hands, the force of the pull dragging him to the
ground as well. A second gunman turns in the direction of
his fallen comrade, and ANOTHER WEBLINE SNARES HIS WEAPON.
The third man over turns in the direction of the mysterious
happenings- AND IS IMMEDIATELY HIT IN THE CHEST BY A SHOT
from the police.
The Gunmen become confused, uncertain of which direction to
focus on- THEY BEGIN FIRING IN ALL DIRECTIONS-
Spider-Man leaps from the shadows- a blue and red blur. His
leap arcing downward within the midst of the nest of Gunmen.
Careful to avoid shots fired by the police, he grabs hold of
two of the gunmen and bounces skyward again. The sudden
force of Spider-Man's pull causes them to release their
weapons.
Spider-Man somersaults in mid-air tossing the disarmed gunmen
to the ground- The hard landing knocking them unconscious.
The police cease fire- Spider-Man lands several feet away
from the remaining two Gunmen- firing his webshooters- He
snags their weapons before they can get off another shot, and
yanks them away.
As the weapons KLAK on the ground, Spider-Man springs forward
at bullet-like speed- his fists slamming into the faces of
the last two gunmen, immediately knocking them down and out.
The police charge forward, securing the fallen gunmen- Spider-
Man sits atop one of the gunmen's idle cars.
COP 1
Thanks for the assist webhead-
SPIDER-MAN
I'm not as reliable as you guys..
But I try..
He fires a webline-
SPIDER-MAN
(continuing)
Keep those badges shiny fellas-
He swings off.
CUT TO:
EXT. ALLEYWAY - CONTINUOUS
Spider-Man lands back upon the wall where he'd left his
camera. He begins unravelling it from the webline. HIS SPIDER
SENSE ALARMS. He looks up- As the sound of a MINIATURE JET
ENGINE REVS AND GROWS LOUDER.
GREEN GOBLIN
It's a crying shame.. The weirdos
you run into on the streets of New
York. I'm moving to New Jersey..
Spider-man sees The Green Goblin descending before him on his
glider.
SPIDER-MAN
Oh boy- And they say the fashion
police are after me! Don't you
know that green and purple are a
couturier faux pas?
GREEN GOBLIN
I was looking forward to a taste
of that rapier wit-
SPIDER-MAN
Oh, so you mean this was a planned
rendez vous- Look buddy, despite
my suggestive attire, I'm not the
kinda guy you can just fly up on
and expect a cheap date and a good
time..
GREEN GOBLIN
Cheap? Oh no.. This was a rather
expensive catered affair.. You
know how hard it was to find a
group of low-lives dumb enough to
pull a daylight robbery and shoot-
out with the police, all to draw
your fire?
Not to mention all the work
involved to learn that you're
usually in this area at this time
of the day.. The Green Goblin
does nothing half way, my boy..
SPIDER-MAN
The Green Goblin, huh? ..So this
was all your doing? What's the
pay-off?
The Goblin grins wide.
GREEN GOBLIN
Why my dear little spider- Your
death!
The Goblin fires a laser blast at Spider-Man- Spider-man
quickly dodges it. The Goblin buzzes Spider-man trying to
ram him with his glider. Spider-Man continues to dodge.
Within the close quarters of the alleyway, Spidey has little
room to move, and so instead moves forward at the Goblin.
Maneuvering in a manner that seems impossible for a human,
Spidey gets close to the Goblin, landing several hard
punches, stunning the Goblin. Just barely recovering control
of his glider, the Goblin realizes that he has to change
tactics and zips out of the alley.
SPIDER-MAN
I have to admit- you're a spry
little fella- But you'll find-
Spider-Man fires a webline.
SPIDER-MAN
(continuing)
I get around pretty well myself-
Spider-Man swings off behind the Goblin.
EXT. STREET - CONTINUOUS
The Goblin circles onto the street- With Spider-Man on his
tail. The Goblin draws a pumpkin bomb from his pouch-
GREEN GOBLIN
A little parting gift, Spider-Man!
He tosses the bomb at Spider-Man- Spider-Man releases his
webline mid-arc, dodging the hurtling bomb-
THE BOMB SMASHES AGAINST THE WALL OF THE NEAREST BUILDING,
EXPLODING.
SPIDER-MAN
-Appreciate the sentiment Gobby-
But I've always been allergic to
pumpkins, especially the exploding
kind!
Debris from the damaged wall fall to the street below.
Spider-Man drops to the street and fires a net of webbing,
catching the falling debris before it can hit any passersby.
The Goblin uses this distraction to circle around and toss
another bomb at Spider-Man.
AT THE LAST SECOND, SPIDER-MAN LEAPS OUT OF THE WAY, WHILE
GRABBING TWO NEARBY PEDESTRIANS AND CARRYING THEM CLEAR OF
THE BLAST.
Spider-Man sees that the Goblin is reaching for another bomb.
He fires a webline.
The Goblin lifts the bomb, ready to chuck it just as Spider-
Man is swinging in. Spider-Man Kicks the Goblin hard-
causing him to drop the bomb. Spidey releases his webline
and dives after the bomb.
He catches it, but its on fire and about to explode in his
hands. As Spidey drops to the ground, he tosses the hot bomb
between his hands to keep from burning them. Landing on the
ground, Spidey breaks the stem from the round area,
preventing the chemicals from mixing, extinguishing it. He
tosses the harmless bomb away, fanning his smoking, stinging
hands.
SPIDER-MAN
(continuing)
..I've gotta bring up the subject
of medical benefits if we
superheroes ever start a union..
The Goblin hovers over him.
GREEN GOBLIN
You're not getting winded are you
Wall Crawler? I can keep this up
all day!
SPIDER-MAN
Not if I can help it-
The Goblin turns and flies off.
Spider-Man fires another webline. He looks around at the
startled crowd.
They seem to be expecting an explanation from him for this
mayhem.
SPIDER-MAN
(continuing)
Hey- I only catch 'em- I Leave the
analysis for somebody else..
He swings off after the Goblin.
EXT. INDUSTRIAL PLANT - CONTINUOUS
The Goblin flies over top of the plant- a steaming gaseous
cloud rests above the complex network of gigantic metal
pipes. Spider-Man is not far behind.
The Goblin dives seemingly fatally toward the piping. Spidey
lands atop one of the massive pipes, expecting the Goblin to
crash- but to Spidey's surprise, the Goblin turns on a dime,
sinking deeper within the tangling of pipes. Spider-Man
huffs and follows.
The Goblin, like a green and purple eagle soars masterfully
through the piping, almost as though he had flown this
obstacle course numerous times.
Spider-Man maneuvers equally skillfully, but finds that he's
growing tired.
The Goblin lobs a flock of razor-bats at Spidey. SPIDEY
STRUGGLES TO AVOID THEM, AND IS GRAZED BY SEVERAL.
Desperately, Spider-Man lands on top of a railing. His
breathing is heavy.
SPIDER-MAN
What- What's happening? I never
get tired out this way..
The Goblin doubles-back and stops before Spidey.
GREEN GOBLIN
-Getting slow in your old age? I
could give you a head start.. Or
maybe you should just go to bed-
The Goblin reaches into his pouch, withdrawing a small,
rubbery figure in the shape of a CARTOON GHOST.
GREEN GOBLIN
(continuing)
-This is to tuck you in-
The Goblin tosses the Ghost at Spider-Man. Tired, Spidey
leaps to avoid it. But as the ghost soars toward him IT
EXPANDS INTO A GIGANTIC PLASTIC BAG. IT FORMS A COCOON
AROUND SPIDER-MAN, TRAPPING AND IMMOBLIZING HIM.
The Goblin flies in and dismounts from the glider. Landing
before the helpless Spider-Man, the Goblin gloats.
Spider-Man looks up at the still hovering glider. He notices
the smoke produced by the exhaust.
SPIDER-MAN
..Tranquilizing gas..
GREEN GOBLIN
How clever. Like I said, this was
a catered affair. I spared no
expense to make you feel..
Appreciated. And like every good
masquerade party- now comes the
moment of- the unmasking!
The Goblin reaches forward and snatches off Spider-Man's
mask, revealing the frightened face of Peter Parker
underneath. The Goblin is himself shocked to see that Spider-
Man is merely a teenager.
GREEN GOBLIN
(continuing)
Well!!! Aren't you PRECIOUS! The
terror of the underworld is
child?? I don't know whether to
kill you or adopt you!
(Pause)
But since I already have one
shiftless brat- I think killing is
the way to go..
The Goblin lifts his hand. RAZOR SHARP TALONS POKE OUT FROM
THE FINGERTIPS OF HIS GAUNTLET. He closes in on the maskless
Spider-Man. But instead of stabbing him, The Goblin reaches
for his utility belt, removing his camera from its lodging.
The Goblin snaps a picture of Peter's face.
GREEN GOBLIN
(continuing)
-This will adorn your obituary
nicely..
The Goblin makes a swipe with his razor-edged gauntlet- But
Spider-Man uses what little energy he has left to whirl
himself. THE GOBLIN'S SWIPE ONLY CUTS OPEN THE COCOON.
Spider-Man continues rolling away from the Goblin, summoning
his last bit of strength to tear himself free of the cocoon.
Without pausing, Spider-Man rises and breaks into a run.
Spider-Man runs down a tunnel. His desperation, as well as
the gradual waning of the effects of the tranquilizer
increases Spider-Man's speed, as he puts all of his power
into escaping.
The Goblin mounts his glider and gives chase down the
darkened tunnel. But as he searches, he finds nothing there.
Slowly, angrily, he goes over the area- until he notices a
displaced manhole cover. He hovers over the hole, but finds
that his Glider is too large to enter. Maniacally, the
Goblin dismounts the glider. On all fours he peers into the
hole searching, an unbelievably wild expression on his face.
GREEN GOBLIN
(continuing;
screaming madly)
Just like a spider! Hiding in a
crawlspace! Good! Find some
insects to feast on! You can't
hide there forever! You can't
hide from the truth!
INT. MANHOLE - CONTINUING
Within the labyrinth of optical wiring and piping, Spider-
Man, unmasked and terrified hides himself, shivering as the
Goblin's rants ECHO LOUDLY WITHIN THE HOLE.
GREEN GOBLIN (O.S.)
(Words are a BOOMING
ECHO)
-The truth that Spider-Man has
been DESTROYED by the Green
Goblin! All you've done is give
yourself a moment's respite Spider-
Man! You're mine! And I'm going
to kill you!
The Goblin breaks into PSYCHOTIC LAUGHTER which wafts through
the manhole. Peter continues to shiver, a terror engulfing
his face that he's never known before.
CUT TO:
EXT. SKYSCRAPER LEDGE - SUNSET
Peter, still unmasked and in his costume, sits perched on the
ledge.
Although the effects of the tranquilizer have worn off, he's
still shattered by his crushing defeat. Lost, he stares off
into the SETTING SUN.
CUT TO:
EXT. PARKER HOME - EVENING
Peter wanders home. Just outside of his house HIS SPIDER
SENSE GOES OFF. Alarmed, Peter bolts into the house-
CUT TO:
INT. PARKER HOME - CONTINUING
Peter comes to a frantic halt. He spots Aunt May in the
hallway outside the kitchen.
PETER
(Worried, excited)
Aunt May! What's wrong?
May stares at Peter blankly.
AUNT MAY
...Well... I burned a batch of
cookies.. But don't worry Peter..
There's plenty more for you..
She smiles at Peter warmly and continues toward the kitchen.
Befuddled, and still worried, Peter follows her into the
kitchen, wondering what could have triggered his spider
sense.
INT. PARKER HOME HALLWAY - CONTINUING
AUNT MAY
I made extra for your guests also..
PETER
(Confused)
Guests?
INT. PARKER KITCHEN - CONTINUING
They turn into the kitchen. Harry Osborn is in the entry
way, a big smile on his face.
HARRY
Hey Pete! Glad to you see you made
it home in one piece!
They all continue into the kitchen. Peter sees that there
are several others there as well. Mrs. Watson.
MRS. WATSON
Hi Peter!
Mary Jane.
MARY JANE
Hey, Tiger!
And Norman Osborn.
HARRY
My dad found your camera where you
left it, and he wanted to return
it to you-
NORMAN
-Personally..
Norman stands quickly and grasps Peter's hand. He has a dark
grin on his face that only Peter can see. Peter realizes that
Norman is the source of his spider sense being triggered.
Norman presents Peter his camera.
PETER
(Nervously, but
trying to hide it)
Thank you Mr. Osborn.. Where did
you find it?
NORMAN
Why, exactly where you left it..
At The factory. I'd like to talk
to you privately for a moment..
Parker.
They step into the hallway from the unknowing others. Out of
their view and earshot, Norman's manner changes completely.
He is again the unmasked Green Goblin.
NORMAN
(continuing)
Kinky little hobby we have, huh?
PETER
How did you find me?
NORMAN
2 and 2 makes 4, Parker.. You
being in that area, and being of
school age, meant you went to the
high school. And lucky me- My
good-for-nothing son actually
knows you! Life has its pleasant
ironies..
PETER
(Cool, but forceful)
So what do you want to do, Goblin?
Shall we take this outside?
Norman is unimpressed.
NORMAN
Don't sass me junior.. I've
already given you your spanking.
Now I'm grounding you. The wheels
are in motion to have me running
this city- From the peaks of its
ivory towers to the depths of its
sewers. And I don't intend to
have any distractions from you.
So- Spider-Man crawls the walls no
more. Or you sweet Aunt May-
He produces one of May's cookies.
NORMAN
(continuing)
-Who baked these from scratch- God
bless her-
Norman takes a bite from the cookie and makes an expression
of gastronomic ecstasy.
NORMAN
(continuing)
-Bakes her next batch of tollhouse
in Heaven. Got it?
Peter makes an expression of angry defiance. He and Norman
lock stares. But Peter, his defeat still in his mind,
blinks. His head lowers. He nods in submission.
Norman smiles victoriously.
NORMAN
(continuing)
Very good, Parker.
He puts his arm around Peters shoulder in a fatherly way and
guides him back into the kitchen with the others.
AUNT MAY
Now what have you two been
gossiping about?
Norman presents the warmest of manners.
NORMAN
Well Mrs. Parker, Harry let it
slip that Peter here is a bit of
a genius- We were just talking
about opportunities that await him
in the future! My company is
always looking for fresh blood!
AUNT MAY
That's wonderful!
Peter tries to fake happiness, but can't do it as well as
Norman.
HARRY
Hey Pete- Now that you and my Dad
are done talking shop- MJ and I
are heading out to catch a flick-
you want to see if we can grab
Gwen too, and make it a foursome?
Peter sinks deeper into his funk.
PETER
Uh.. Nah, Harry, you guys go ahead.
HARRY
(Disappointed)
Uh.. Okay..
NORMAN
I'd better get running too. Mrs.
Parker, thanks so much for the
great cookies and conversation!
AUNT MAY
My pleasure Mr. Osborn..
Everyone begins making their way out of the exit.
MARY JANE
-Night, Mrs. P- Later, Tiger..
Peter again forces a smile and wave. As the DOOR CLOSES after
the last of the group leaves, Peter's face becomes awash with
angst.
May turns toward him smiling.
AUNT MAY
So.. What are you doing tonight,
kid? More studying at the
library?
It takes a moment for May's words to register in Peter's
weary mind.
PETER
..Uh.. No, Aunt May. I- uh, don't
think I'll be doing that anymore..
AUNT MAY
Well... Then I guess we have a
dinner date.. It'll be ready in
an hour.
PETER
(still, distracted)
..Okay..
He walks off.
JUMP CUT:
INT. PARKER LIVING ROOM - NIGHT
May and Peter are watching "JEOPARDY" on television.
AUNT MAY
(Excitedly)
-What is a- Kawalla Bear!
TV ALEX TRIBEK
The correct response is What is a
Kawalla Bear-
May leaps from her seat with excitement
AUNT MAY
Yes!
Her excitement dies down when she looks over to see that
Peter's mind is a million miles away, and troubled.
AUNT MAY
(continuing)
What's the matter, Hon? This was
always your favorite show!
PETER
I'm sorry Aunt May. It's just-
AUNT MAY
-The life of a Teenager stuff?
PETER
(Exhales hard)
-Well, definitely living the life
of a teenager stuff.. But there's
more..
AUNT MAY
-Gwen?
PETER
Yeah.. There's Gwen and-
AUNT MAY
..Well.. I guess you know I'm not
as equipped to lecture teen boys
as your Uncle Ben was. But I'm
here for you Peter.. You know
I'll always do the best I can.
PETER
..I'm just realizing that the
world is so big. It's hard as hell
out there. I thought I had things
under control- But then I learned
the hard way that I wasn't really
ready to handle things when they
got tough..
AUNT MAY
Well Peter.. You've always put so
much pressure on yourself! Ever
since you were little you were
always wanting to take on more and
more! You remember the re-wiring
of the house incident?
Peter nods, regretfully.
AUNT MAY
(continuing)
And the additive to make detergent
clean better? Acid? We had to
buy a whole new wardrobe for the
family after that one!
Peter continues to nod regretfully.
AUNT MAY
(continuing)
Peter, I'm not saying you're wrong
for wanting to take on the world..
I love your excitement and
imagination..
I'm just saying, maybe you need to
take some time and actually be a
teenager while you're a teenager.
Peter thinks on this deeply.
AUNT MAY
(continuing)
You don't need to be running
around out there, where the
monsters are waiting for you..
The Vultures and the Spider-Men..
That's no place for you.
May's words sink deep into Peter.
PETER
(Exhales hard)
Yeah, Aunt May.. I guess you're
right.
Peter looks down, defeated. Then he glances over at the
television.
PETER
(continuing)
-What is- Misery..
TV ALEX TRIBEK
The correct response is- What is
Misery!
May hoots at Peter's correct response. A small smile creeps
onto Peter's face.
CUT TO:
INT. STACY HOME - NIGHT
Gwen is sitting listlessly in the living room, also watching
"JEOPARDY" on television.
TV ALEX TRIBEK
-What is misery!
GWEN
Alex- I could write a book..
Captain Stacy sits at the nearby dining room table looking
over photographs. Puffing on his pipe, he reacts to Gwen's
downtrodden utterance.
CAPTAIN STACY
(To Gwen)
-It'd be nice to see you doing
something..
Gwen glances over at him. SHE CLICKS THE TELEVISION OFF WITH
THE REMOTE.
Rising, she wanders over and sits across from her father at
the table.
She looks at the photos that are spread out across the table.
They are all of Spider-Man in action.
Captain Stacy picks up each one, studying it, and writing
down notes.
GWEN
Looks like you have a new hobby..
CAPTAIN STACY
He's a fascinating character..
But, also being a cop, it serves
a purpose figuring him out.. It
must've been something to see him
in action..
GWEN
Yeah.. He was pretty amazing.. But
I have to admit that even in the
midst of all of that I was a
little pre-occupied..
Captain Stacy places the photo he'd been handling down, and
looks up at Gwen.
CAPTAIN STACY
..Well.. Are you ready to tell me
exactly what happened with Peter
that night?
Gwen huffs.
GWEN
..I couldn't believe it Dad.. In
the middle of all of that.. He ran
away.. I needed him- other people
needed him.. And he just ran..
A tear runs down her face.
GWEN
(continuing)
..But the thing that gets me the
most- is that it just didn't seem
like him.. It didn't make any
sense based on all that I've seen
with him.. He has a strength
about him- I can see it in his
eyes. I can feel it when we hold
hands.. Peter Parker isn't a
coward..
CAPTAIN STACY
So what's bothering you?
GWEN
Dad- it's like he's two people.
And I'm scared that I don't know
who he's going to be from one day
to the next.. Who I might be
trusting my heart with. I just
don't understand him.
CAPTAIN STACY
-You've got too much of your Dad
in you.. You can't stand
mysteries..
He glances back down at the photos of Spider-Man.
CAPTAIN STACY
(continuing)
What I think you've got to decide
is, is Peter Parker a mystery
worth solving?
Gwen ponders the question. She starts to speak- when THE
DOOR BELL RINGS.
Gwen looks over at the door.
GWEN
-To be continued..
She gets up and walks over to the door.
CUT TO:
EXT./INT. STACY HOME - CONTINUING
Gwen opens the door, to find Harry and Mary Jane there.
GWEN
Mary Jane! Harry! What are you
two doing here?
MARY JANE
We just left the Tiger, we figured
catching up with his Kitten would
make sense..
GWEN
(Confused)
Come on in..
INT. STACY HOME - CONTINUING
Captain Stacy walks to the foyer to greet Gwen's guests.
GWEN
Harry, MJ- this is my Dad.
Harry reaches over to shake hands with Captain Stacy.
HARRY
Great to meet you sir.
CAPTAIN STACY
Harry.. MJ..
MJ smiles. Harry turns back to Gwen.
HARRY
-So- like MJ says, we were at
Pete's place earlier.. Gwen- he's
really down about what's happening
with you two..
Gwen, not comfortable about talking about it looks away. She
looks back and starts to speak-
HARRY
(continuing)
Look I know it's complicated..
What isn't, huh? I just wanted to
tell you about what happened
earlier today.. Pete and I were
walking, when we stumble onto this
shoot-out between the cops and
some crooks.. Well, me, like
anybody else, ducks for cover- But
Pete- that nut doesn't budge.. And
even crazier, he runs in the
direction of the shoot-out, saying
he was going to takes some
pictures for the Daily Bugle..
Captain Stacy, listening intently, looks slowly down at the
photo of Spider-Man he's holding. He puffs his pipe. His
eyebrow sinks thoughtfully.
HARRY
(continuing)
I don't know what happened next-
I was too chicken to move..
MJ takes hold of his arm.
MARY JANE
Yeah, but he has his good points..
She winks at Gwen.
HARRY
But I just wanted you to know,
that whatever is going on with
Pete, he's definitely no coward..
Maybe you should give him the
benefit of the doubt..
Harry turns leading MJ by the hand toward the door
HARRY
(continuing)
-I'll see you at school..
They exit. Gwen thinks hard on what Harry's told her. She
looks back her father.
CUT TO:
INT. SILVERMANE OFFICE - NIGHT
Silvermane sits at his desk.
SILVERMANE
(Sarcastically)
-I get no end of pleasure at the
sight your leering grin..
REVERSE ANGLE: The Green Goblin stands before Silvermane's
desk.
SILVERMANE
(continuing)
To what do I owe the pleasure,
Goblin?
GREEN GOBLIN
I come bearing gifts..
The Goblin reaches into his pouch- To that, The Enforcers all
immediately draw their weapons, pointing them at The Goblin.
The Goblin, his cool maintained, lifts his hands.
GREEN GOBLIN
(continuing)
Easy, gentlemen.. I think you'll
like this surprise..
Slowly, accommodatingly the Goblin reaches into his pouch. He
gradually removes the sought after object, so that all can
see that it isn't a weapon. He lightly tosses a soft
material object onto Silvermane's desk.
Silvermane uses a sharp letter opener to unfold the red cloth
object to reveal-
SILVERMANE
Spider-Man's mask..
The Goblin proudly plops himself into a chair across from
Silvermane, brazenly throwing his feet criss-crossed atop
Silvermane's desk.
GREEN GOBLIN
-That's right! The Goblin always
delivers on his promises..
SILVERMANE
-Then why isn't there a head along
with the mask?
GREEN GOBLIN
Trust me.. Spider-Man is no longer
a threat..
SILVERMANE
You've yet to earn my trust..
Fancy Dan?
Fancy Dan removes a cell phone from his inner coat pocket.
He speed dials.
FANCY DAN
Mac? What's the status on the bug?
Fancy Dan listens intently for several seconds. Everyone
else in the room waits heedfully for him to continue.
After a few seconds more, Fancy Dan switches off the phone.
He turns to Silvermane.
FANCY DAN
(continuing)
None of our spotters have seen any
sign of him..
SILVERMANE
Good enough.
GREEN GOBLIN
That was easy..
SILVERMANE
(To the Goblin)
-We have spotters placed
strategically around the city..
Watching for police activity, our
competitors and the like. Were the
wall-crawler making his usual
rounds, one of them would've seen
him by now..
GREEN GOBLIN
Then you could've finished him
long ago..
Silvermane smirks.
SILVERMANE
Seeing Spider-Man and killing him
are two very different things.. It
wasn't worth compromising the
placement of our men simply to
take a fool-hardy shot at the
insect. That would've only
happened if absolutely necessary.
Otherwise, I prefer to leave that
to.. Dedicated souls such as
yourself.. And had we eliminated
Spider-Man you and I would have no
business together.. Which we do
now.. Fancy Dan- make the call-
the shipment to Oscorp goes
through.
Fancy Dan nods and dials.
GREEN GOBLIN
..Nice doing business with you..
CUT TO:
INT. SCIENCE CLASS - AFTERNOON
Professor Warren is at the board writing notes. The rest of
the class is writing in their note books.
With the exception of Peter. His eyes are directed outside
the window at the sky. He looks off desiring to be swinging
across the skyline.
And with the second exception of Gwen. Her eyes are on
Peter. She studies him, wondering what's going through his
mind. Wondering what to say to him. Seeing that Peter is
turning his head toward her, she turns away. She's the only
thing more beautiful to Peter than that skyline. He breathes
hard at the resolution that both are seemingly forever denied
him.
CUT TO:
INT. MIDTOWN HIGH CORRIDOR - AFTERNOON
Peter walks to his next class, his head down, so he doesn't
notice as he walks directly into Flash Thompson- Flash turns-
an angry grimace on his face. His anger turns to a mild
grumble, spotting that its Peter. Peter is startled by this
reaction.
FLASH
-Parker...
PETER
..This isn't the best time for
this Flash..
FLASH
(Begrudgingly sincere)
..So.. tell me.. What's your
secret?
Peter is stunned by the question, having so many secrets to
keep.
FLASH
(continuing)
I mean.. You've got one of the
hottest chicks in school walking
on your arm.. Even Harry Osborn
seems to like you. And I mean
really like you..
Peter is almost touched by this sincere reaching out from
Flash. Were he not so inundated by his own pain, he'd be
considerate of just how much it takes for Flash to do this.
But Peter is inundated by his pain. So the only response he
can come up with is-
PETER
...I don't have any secrets to
share Flash. I don't have time
for this now.
Flash, feeling rejected after extending himself in a manner
that he isn't used to, resorts to his patented reaction to
such things-
FLASH
(Angry, rejected)
What? You little maggot! That's
what I get for taking a little
pity on a loser-
Flash cocks his arm and launches a punch. But- Faster than
Flash can tell what's happening, Peter grabs Flash's punching
arm- whirls Flash's ENTIRE BODY around and SLAMS him against
the lockers. For several seconds, Flash is too stunned to
respond. Peter's fist is raised, ready to seal the deal.
But he stops himself. Seeing Flash helpless against the
lockers, Peter relents and releases him.
PETER
..Sorry, man..
He turns without another glance and walks sadly away. Flash,
just now fully recovering his senses breathes a deep sigh of
relief. He watches Peter as he walks off, wondering exactly
what just happened.
Further down the hall, Gwen has watched the entire exchange.
She too wonders what just happened.
CUT TO:
INT. OSCORP BOARDROOM - AFTERNOON
Norman sits at the head of the conference table, surrounded
by the members of the board.
NORMAN
-And so Gentlemen, it is with the
deepest regret that I must
officially inform you of my
partner, colleague and dear friend
Mendel Stromm's untimely death.
The result of a terrible
industrial accident within his
robotics laboratory.
The circumstances are still under
investigation, but it seems a
simple case of dear Mendel's
ambitions getting the better of
his judgment. Working alone in
his lab, a little gremlin simply
must've gummed up the works
causing an explosion. Thank God
no other lives were lost..
The board members all nod customarily with less than sincere
expressions of concern.
NORMAN
(continuing)
..Of course, this can do nothing
to compensate for Oscorp's loss,
but on a slightly brighter note,
I'm happy to inform you gentlemen
that the Oscorp Cold Fusion
project is back on track. Within
1 month's time we will be ready to
bring the processor online.
BOARD MEMBER 1
(Failing to appear
sad over Stromm)
1 month? That's incredible,
Norman!
(Remembering to be
concerned over
Stromm)
Uh.. A fitting tribute Mendel's
memory..
NORMAN
(Grinning like the
Goblin)
I couldn't agree more..
CUT TO:
INT. PARKER LIVING ROOM - EVENING
Aunt May is watching television. Peter walks into the living
room and joins her.
AUNT MAY
Hi Hon! What are you doing
tonight?
PETER
My evening's free Aunt May.. So
it's just you, me and Alex Tribek..
AUNT MAY
Two nights in a row, huh? I guess
my perfume really is as good as
the commercial says!
Peter starts to laugh, but then his attention fixes on the
television news.
NEWS CASTER
-Several armed men are escaping
with approximately 3 million
dollars in jewelry.. The police
are in pursuit-
Peter tenses. He's ready to spring from his chair-
AUNT MAY
-Looks like another good night to
be off the streets, Peter.. It
gets worse out there everyday..
Hearing May's voice reminds him of the threat made toward her
by Norman Osborn. Peter restrains his desire to go after the
criminals. Shrinking deeper into his seat.
THE DOOR BELL RINGS.
PETER
...I've got it Aunt May..
Peter goes to the door. Opening it he sees-
PETER
(continuing)
Gwen..
GWEN
Evening, Mr. P.. You gonna leave
me out in the cold?
PETER
You? Never..
He welcomes her inside.
They enter the living room.
GWEN
Hi, Aunt May!
AUNT MAY
(Happily)
Gwen! Well, aren't you a sight
for sore eyes! Sit down! Can I
get you something dear?
GWEN
I'm fine Aunt May.. I mostly
wanted to talk to Peter..
Aunt May, wanting to give them some privacy rises from her
chair.
AUNT MAY
Well.. Let me get us all some
fresh pie and milk..
PETER
Thanks Aunt May..
Aunt May slips out of the living room, leaving Peter and Gwen
alone.
PETER
(continuing)
It's great to see you Gwendy..
GWEN
Great to see you too, Pete..
PETER
-About the last time we spoke-
GWEN
-I'm sorry about that Peter.. It
was wrong of me to push you so
hard.. With everything that's
happened to you, losing your
Uncle, having to work at the Daily
Bugle to help Aunt May.. I
should've understood that maybe
things would be alot more
confusing for you than anyone can
see.. You were going to take
photos at the Carnival weren't you?
Peter is uncertain of what to say, but decides to go with the
flow.
PETER
Uh... Uh-huh.
GWEN
So why didn't you just tell me
that?
Peter pauses, searching for something that'll keep Gwen on
the same track.
PETER
Well... It's Aunt May. I know
she's gonna have a fit if she
finds out I'm taking crime photos
for the Bugle.. And I figured..
The more people that know, the
more chances there are that'll it
get back to her..
GWEN
(pondering the weight
of his explanation)
Uh-huh..
Seeing that Gwen is going for it, Peter figures he'd better
make a second strike to keep her going.
PETER
And let's face it, Gwen.. You're
the tough Cop's daughter.. I was
afraid you might wanna stick with
me.. And I didn't want you to put
yourself in any danger..
GWEN
(smiles)
You don't have to worry about me..
You know I can look out for
myself.. But I would've been
worried about you though..
PETER
..That's another reason..
Gwen pauses considering everything before she continues.
GWEN
-I saw what happened today with
you and Flash..
Peter becomes concerned.
PETER
..I wish you hadn't.. What you saw
there wasn't me..
GWEN
It was you.. The real you.
Peter becomes even more concerned, not knowing how deep her
understanding might reach.
PETER
So.. What do you think? I'm some
kind of tough guy?
GWEN
The guy I saw had a bully pinned
down- and even though he could've
clobbered him, he let him go. He
thinks with his mind and his
heart, not his fists..
Peter's heart lightens at her words.
GWEN
(continuing)
That's the guy I always saw in
you.. That's the guy I want to be
with.. I can give you the time
that you need to feel comfortable
about sharing whatever it is that
you're going through.. That is if
you think it's worth trying again..
Gwen reaches for him and takes his hand. Peter smiles at her
touch. But then the cloud he's under rises again. And he
sees the threat of Norman Osborn, the Green Goblin, and yet
another person he cares about being endangered. And he feels
yet again the fear of not being able to protect Gwen.
PETER
I want to Gwen. More than you can
know. But you know what? I'm not
the guy you thought you saw today.
You know the real reason why I
finally went at Flash? And the
real reason why I let up? It's
because I realized that I'm
everything he's always said. A
loser. A failure. A
disappointment to everyone I love.
Yeah. Sure. I can perform a
trick or two. Yeah, I can fake
some cool moves. But when the
chips are down- When I really get
under the wire- I fold like cheap
tent. I don't deserve anyone as
wonderful as you, Gwen.
And you'll only be hurt hanging
around a zero like me.
GWEN
Pete, how can you say all of this?
PETER
At least I learned that much from
my Uncle Ben.. I guess this is
taking responsibility.. It's what
being a man is.. Believe me Gwendy
it hurts more than I can say
telling you this- but I'm just no
good for you.. The further you get
away from me the better off you'll
be..
Gwen is stunned beyond words. All she can do is get to her
feet and dash for the door.
Aunt May, seeing Gwen tearing out of the house hurries into
the living room.
AUNT MAY
Peter! I couldn't believe what
what I heard!
PETER
You were listening?
AUNT MAY
Yeah- like you thought I wouldn't?
And I'm glad I did! Peter.. No-
this isn't right!
Peter looks at the ground.
PETER
It's the truth Aunt May.
AUNT MAY
No it isn't!
(She searches for
words)
I know this is mostly my fault..
PETER
It's not..
AUNT MAY
Hearing you say all of that to
Gwen..
It was like my words came back to
bite me.. Peter- this is not what
I wanted.. It's not what your
Uncle Ben wanted.. You have to
believe in yourself! When your
Uncle Ben was killed- I decided
that everything good in the world
died with him.. And I just decided
to lock myself up in this house
with my memories.. I thought I
needed to protect you from all the
ugliness out there. But I can't
let you shut the world out like I
have.. Your Uncle Ben loved life
and he embraced it with all of his
heart! I won't let you do anything
less with your life.. You owe it
to yourself to get back out there
and give it your all! And even if
you fail- You still win!
PETER
-But what if what I do hurts you?
AUNT MAY
The only way you can hurt me is by
burying yourself. By depriving
the world of all your special
gifts. I'd rather go to my grave
this minute than see you give up..
Peter Parker- if you really love
me- If you really love your Uncle
Ben- then you'll go out there and
give your all in everything you
choose to do.. That's how we
raised you- Nothing else matters.
Peter is energized by her words. He hugs her tightly and
gives her a deeply loving kiss on the cheek.
PETER
I promise- I won't let the two of
you down.
AUNT MAY
Well- you can start by going to
Gwen.. She's made of some pretty
special stuff herself.. Reminds me
of a certain silver-haired beauty
that I know..
Peter smiles warmly.
PETER
Yeah.. I know.
CUT TO:
INT./EXT. STACY HOME - EVENING
Gwen opens the door to her house, and makes a surprised look.
Without a word, Peter grabs her and kisses her passionately.
When he releases her, she gasps, startled.
Peter considers that he might've gone too far.
PETER
Gwen, I-
Before he can say another word, she grabs him and kisses him
just as passionately.
PETER
(continuing; grinning)
Uh.. Thanks. Thanks for believing
in me. I just wanted to tell you
that.
GWEN
Well.. I'm glad you didn't tell me
over the phone.
PETER
I have to take care of some things-
But I'll be back, soon..
GWEN
..I'll see you soon, Mr. P-
CUT TO:
INT. CAPTAIN STACY'S STUDY - EVENING
Captain Stacy sits at his desk going over police reports,
when he hears the RUSTLING WIND suddenly get louder and feels
a strong breeze, he looks up to see his window open, and
Spider-Man climbing in.
CAPTAIN STACY
You! Breaking and entering is a
crime, wall crawler.. I've looked
it up. What do you want?
SPIDER-MAN
Everything I've ever seen of you
says you're a fair man.. Maybe we
can help each other..
CAPTAIN STACY
I'm not used to making deals with
men in masks. But let's hear what
you have to say.
SPIDER-MAN
A question actually.. If someone
had plans to run the city's
underworld what would that mean to
you?
CAPTAIN STACY
That they planned to have unhappy
words with Silvermane..
SPIDER-MAN
..Do you know where Silvermane
fluffs his coif?
CAPTAIN STACY
He's got dozens of buildings all
over town. But none that we can
pinpoint as his base of
operations..
SPIDER-MAN
(Pause)
Then I guess I'll have to find him
the hard way..
He turns to the window.
CAPTAIN STACY
Wait! I have a few dozen
questions to ask you-
SPIDER-MAN
Another time Cap- I'm not really
one for public speaking- But when
I have more on Silvermane, I'll be
in touch..
CAPTAIN STACY
But-
With a WHOOSH, Spider-Man is out the window and gone.
CUT TO:
INT. EMPIRE STATE UNIVERSITY SCIENCE DEPARTMENT - AFTERNOON
Peter Parker enters the lab and finds Dr.s Connors and
Morbius at work.
Hearing Peter enter, Connors looks up from his microscope.
PETER
Dr. Connors?
CONNORS
Well, Parker.. When Dr. Warren
called me and said he was sending
you over, I hurried and made sure
our insurance was up to date.. So
I can safely say its good to see
you again..
Peter laughs and shakes his hand.
PETER
It's good to see you too Doctor..
And you, Dr. Morbius..
MORBIUS
Parker..
They shake hands, and Morbius turns back to his work.
CONNORS
So, how can I help you Parker?
PETER
I was told by Dr. Warren that you
had access to some equipment that
I needed for an experiment I've
been working on.
CONNORS
Yes.. Well, our connection to
Oscorp means we get a surplus of
supplies.. I'm sure we can spare
a few odds and ends for a
promising young scientist..
Anything to keep you off the
streets..
Peter removes a list from his bag and presents it to Connors.
Connors takes the list and studies it.
CONNORS
(continuing)
Hmm.. Okay.. You're not building
a bomb, are you?
(laughs)
I don't think Oscorp would want
any of its equipment used for the
wrong reasons..
PETER
(Smiles ironically)
No.. All with the best of
intentions..
Connors slaps Peter on the shoulder playfully and stands.
CONNORS
Come on.. I'll set you up..
Peter follows as Connors walks toward the supply closet.
CUT TO:
INT. OSBORN MANSION - AFTERNOON
Peter, Harry, Gwen and MJ are in the living room watching
MUSIC VIDEOS. MJ and Harry are up and dancing to the music.
Gwen is trying to get Peter up.
GWEN
Come on, Pete-
PETER
Aw, Gwendy.. I don't even have
have two left feet. I have
hooves..
GWEN
..I think I can get you on the
right track-
Gwen slides backward and starts to sway to the music in a
most graceful and seductive manner. Peter is hypnotized by
the swing of her hips. As in reaction to the Pied Piper, he
rises to his feet and follows Gwen, moving with gradual ease
to the beat. His super human agility proving to be more than
just for fighting, his feet stepping lightly and rhythmically.
MJ looks over and sees Peter and Gwen gliding across the
floor, and is amazed.
MARY JANE
Whoa, Tiger- You can move!
HARRY
-It's just some of the patented
Osborn cool rubbing off.. I could
sell it bottles..
MARY JANE
Uh-uh.. You're gonna need every
bit of it to hold on to me..
Harry moves in closer to MJ.
Peter, across the room does likewise with Gwen.
GWEN
(Smiling)
I think you pick this up pretty
quick..
PETER
All I needed was to see you
swiveling on the floor- the rest
was easy..
HARRY
Just don't let my dad see us
having too much fun, group.. He'll
want to charge us admission next
time..
The mention of Harry's dad sets off a light bulb in Peter's
head, and he remembers his real reason for going there.
PETER
Hey Gwen it kills me to have to
put a pause on this- but- Harry-
where's your bathroom?
HARRY
Down the hall- And don't skimp on
the air freshener when you're done..
PETER
Hilarious..
Peter gives Gwen a kiss on the cheek and walks down the hall.
INT. OSBORN MANSION/CORRIDOR - CONTINUING
Peter enters the corridor and a solemn determination takes
over his face. He walks past the bathroom and continues
walking, searching for something.
Peter turns the corner and continues down the adjacent
corridor. As he continues walking, he can hear NORMAN
OSBORN'S VOICE.
Silently, Peter creeps up toward the slightly ajar door of
Norman's den.
INT. NORMAN OSBORN'S DEN - CONTINUING
Peter can see Norman within the den. Norman paces about the
den while talking on a cordless phone.
NORMAN
..Yes, Jason.. You can expect the
isotope shipment tonight. I'll be
there myself to inspect the
contents.. I'll talk to you later..
He hangs up the phone. He hits the speed dial button and
places the phone back to his ear.
Peter continues to watch, and sees something very startling.
As Osborn's phone call is answered, his manner, his very
persona changes completely.
NORMAN
(continuing)
Good evening Mr. Manfredi..
Osborn's voice has also changed. It's deeper and far more
sinister. He has fully transformed into The Green Goblin,
without a mask.
NORMAN
(continuing)
I'll be there tonight to look over
the goods.. And a buffet spread
won't bring a frown to my face
either..
(pause)
Do you order executions with that
mouth?
Osborn shuts off the phone. He turns toward his desk.
Taking note of the Green Goblin statue on his desk, Norman
gives it a wink and a friendly slug on the chin.
Peter watches as Norman continues into the den, walking
without hesitation toward the bookcase at the far wall. To
Peter's only slight surprise, the BOOKCASE OPENS and Norman
enters the hidden corridor.
Taking a moment to be sure Norman isn't turning back, Peter
quietly enters the den.
He pauses only for a moment to regard the Goblin statue with
a sense of disturbance almost as though Norman can see him
through the Goblin's eyes. Then he continues toward the
secret corridor.
INT. NORMAN OSBORN SECRET LAB - CONTINUING
Staying close to the wall and out of sight, Peter spies on
Norman as he moves busily in his lab. Peter can see that
this is where Norman stores his Green Goblin equipment.
Norman inspects the equipment, as though he intends to use it
in the near future.
Norman crosses the room and opens a large, heavy steel door,
leading to a supply room. He enters it.
Using this opportunity, Peter creeps silently into the lab.
In awe, and perhaps a bit of fear, Peter looks about the
chamber of scientific horrors.
Out of the corner of his eye, Peter catches a view of a
figure behind him- he turns- and finds himself face-to-face
with the Green Goblin! Peter jumps, then realizes that its
only the costume hanging. But in the next instant, Peter's
SPIDER SENSE ALARMS- As Norman emerges from the supply room!
Peter leaps- high and fast- flipping and clinging to the
ceiling.
Norman looks around the lab, sensing something unusual- but
seeing nothing, he shrugs it off. He doesn't think to look
at the ceiling. He turns and leaves.
Seeing the coast is clear, Peter drops from the ceiling,
landing gracefully and lightly on the floor.
He searches the room until his eyes lock on the Goblin's
glider, housed and locked on a platform. Peter draws from
his pocket a small object in the shape of his spider emblem.
He places it under the glider's right wing, and it attaches
via a magnet.
CUT TO:
INT. OSBORN MANSION - CONTINUOUS
Back in the living room, Gwen is becoming impatient.
GWEN
What could be taking Peter so long?
HARRY
Those Burrito Blitzes can rip
right through ya, and Pete had two
of 'em.. Where does a guy that
skinny put all of that food?
GWEN
Well, we've gotta motor if we want
to get to the movies on time- So
Mr. P's gonna have to pop some
Pepto Bismal.. Which way is the
bathroom, Harry?
CUT TO:
INT. OSBORN MANSION/CORRIDOR - CONTINUOUS
Gwen walks down the corridor, searching for the bathroom.
Norman Osborn, as if in perfect, poetic symbolism, emerges
from the darkness, deeper within the corridor.
Norman's eyes widen at the sight of the beautiful Gwen, as
though she were a piece of well-cooked meat.
NORMAN
My-my.. Look what wandered into my
parlor..
Gwen is startled by Norman's sudden appearance, and equally
by his sinister manner.
GWEN
..I'm uh- I was looking for Peter
Parker..
Norman's eyes widen even more at the mention of Peter's name.
NORMAN
Really?
Suspicious thoughts run through Norman's mind. He turns like
a stalking wolf toward the open door of his den. He slowly
takes a step toward the door-
When they hear a FLUSH IN THE BATHROOM.
The door to the bathroom swings open and Peter emerges. He's
surprised to see the two waiting for him. As Peter exits the
door WE SEE THAT THE WINDOW OF THE LARGE BATHROOM IS WIDE
OPEN, thus Peter used it to climb in through.
Norman is superficially friendly.
NORMAN
(continuing)
Well.. Parker. Nice to see you
again.
GWEN
..What happened? Did you get lost
in there?
Peter joins in Norman's act of superficiality.
PETER
It was such a lovely place.. I was
thinking of moving in.. Mr.
Osborn, what's the going rate on
a palatial bath?
NORMAN
(laughs)
I think we could work something
out.. And who's your friend?
Peter freezes. He doesn't want to say Gwen's name. But he
doesn't want to appear suspicious before Gwen.
PETER
Oh.. Mr. Osborn.. This is.. This
is Gwen..
NORMAN
Gwen..?
He gestures to Peter expecting a last name.
PETER
Gwen.... -do-lyn.
Osborn raises his hand to shake hers. But it's more like a
snake coiling to strike.
Peter pulls Gwen away before she can lift her hand.
PETER
(continuing)
Hey.. We better get running if
we're going to make that movie
Gwendy..
Gwen raises no protest, as she clearly senses something wrong
about Norman.
NORMAN
Now Parker.. You be sure to stay
out of trouble..
Peter smirks acknowledging both the quip and the underlying
meaning. Peter and Gwen move quickly up the hall. As they
turn the corner, Peter looks back. Norman hasn't moved from
his spot. They lock eyes, and their true feelings of
outright hatred is expressed. Peter and Gwen continue walking.
CUT TO:
INT. PETER PARKER'S BEDROOM - EVENING
Peter sits at his desk. He studies the small black box shown
in the opening sequence now outfitted with a directional grid.
A SMALL BLIP BEGINS MOVING IN A NORTH-WESTERLY DIRECTION
ACROSS THE GRID.
Peter's eyes light up with intense excitement.
PETER
Well Uncle Ben.. This isn't quite
the use we imagined for this
tracer of ours- but I'm sure you'd
approve..
Peter stands and pulls off his shirt, revealing his Spider-
Man costume underneath.
CUT TO:
INT. SILVERMANE WAREHOUSE - NIGHT
Within the well-stocked warehouse, the shipment of
radioactive isotopes for Oscorp is being shipped out.
Fancy Dan and the other Enforcers are supervising the
shipment.
CUT TO:
INT. SILVERMANE OFFICE - CONTINUOUS
Silvermane sits within his office. The Green Goblin stands
next to him.
SILVERMANE
..You've looked over the goods..
I take it you're satisfied?
GREEN GOBLIN
Very..
SILVERMANE
And now about the further
arrangements..
GREEN GOBLIN
Further arrangements?
SILVERMANE
For the subsequent shipments..
GREEN GOBLIN
Oh. Those.
SILVERMANE
Of course.. How do you intend to
pay for them?
GREEN GOBLIN
Oh, well.. I figured I'd pay in a
lump sum..
Behind Silvermane's back, the Goblin raises his fist,
preparing to strike a lethal blow to the old mob boss' head-
When suddenly there's an EXPLOSION ON THE MAIN FLOOR. Both
Silvermane and the Goblin are startled.
CUT TO:
INT./EXT. SILVERMANE WAREHOUSE - CONTINUOUS
SILVERMANE'S MEN ARE UNDER ASSAULT BY POLICE SWAT TEAMS.
TEAR GAS AND GUNFIRE BURST ALL AROUND.
CUT TO:
EXT. SILVERMANE WAREHOUSE - CONTINUING
The police and SWAT vans are placed strategically.
THE SWAT CAPTAIN walks over to Captain Stacy.
SWAT CAPTAIN
Stacy- How'd you know this was the
place?
CAPTAIN STACY
Oh.. I had a little bug dropped in
my ear..
Stacy looks up at the rooftops, and sees Spider-Man running
across.
CUT TO:
INT. SILVERMANE OFFICE - CONTINUOUS
The Enforcers burst into Silvermane's office.
FANCY DAN
Boss- The cops are everywhere!
We've gotta get you outta here!
Silvermane hurries across the room. The Goblin grumbles with
frustration. He looks out the window.
CUT TO:
INT. SILVERMANE OFFICE CORRIDOR - CONTINUOUS
The Enforcers surround Silvermane for protection as they move
him down the hallway.
Suddenly- WITH A CRASH- Spider-Man swings in through the
nearby window.
SPIDER-MAN
Howdy- I'm here to escort
Silvermane to Sing Sing.. But
don't worry Gramps- Every Thursday
is Bingo night..
SILVERMANE
So it would appear that our green-
skinned friend failed to dispose
of you as he'd said.. This is why
I never trust a man in a mask..
Gentlemen, exterminate this insect-
And the Green Goblin as well-
FANCY DAN
With pleasure..
The Enforcers close in on Spider-Man.
Silvermane hits a switch on the wall, and A SECRET ELEVATOR
OPENS.
Spider-Man fires a webline, pinning Silvermane's hand to the
wall.
SPIDER-MAN
Wouldn't want you to over-exert
yourself running Pops..
Spider-Man turns and is met by Montana's rapidly twirling
lasso-
MONTANA
I'll have 'im strung-up by his
neck in a second!
Montana hurls the lasso- but Spider-Man quickly dives through
the loop before it can ensnare him.
Spidey hurtles forward, readying to toss a knock-out punch,
but is caught mid-air by the enormous Ox.
OX
I'll crush him!
SPIDER-MAN
Hey! Those are my favorite ribs
you're squashin'!
Ox tries to slam Spidey onto the floor, but Spidey twists and
lands on his feet. Using his leverage, he up-overs the Ox
and slams him. THE FLOOR RUMBLES FROM THE IMPACT.
SPIDER-MAN
(continuing)
A Weight Watchers candidate if I
ever saw one..
As Spidey looks up from the unconscious Ox, his Spider sense
flares- Montana fires his Colt Python. Spidey jerks to the
side, as the bullet whizzes past him. He immediately fires
a webline, snagging the pistol from Montana's grip. At that
second, Fancy Dan leaps in, throwing a kick at Spider-Man's
head. Spider-man dodges the kick easily, but as Dan continues
his spin, he lets off a shot from his 9mm pistol. Spidey has
to work a bit harder to dodge this, but does. Fancy Dan
continues his assault, with a succession of spinning kicks,
complimented by gunshots.
SPIDER-MAN
(continuing)
I don't know what's more
impressive- Your karate skills- or
the fact that you can find an
Armani suit in kiddy sizes..
FANCY DAN
You'll be laughin' outta the other
side a' your mask when I'm done
with you bug-eyes..
Montana whirls his lasso again, and tosses it at Spider-Man.
Spider-Man grabs Fancy Dan's thrusting leg and tosses him in
the path of the descending lasso. The loop tightens around
Dan's body, forcing him to drop his gun.
Spider-Man quickly yanks the rope and pulls Montana violently
forward before he can release the line. When he's within
range, Spider-Man lands a hard punch knocking Montana out.
SPIDER-MAN
Sorry to disappoint ya, Cow Poke-
But you'll have to settle for
title of Rodeo Clown!
Spider-Man follows with a second punch that takes out Fancy
Dan.
Spider-Man nets the unconscious thugs in webbing.
THE SOUND OF CLAPPING HANDS CAN BE HEARD FROM THE SIDE.
Spider-man turns to find the Goblin standing in the doorway
of Silvermane's office.
GREEN GOBLIN
Bravo! Not as stylish as I
would've handled them- but you get
points for neatness.. Too bad you
won't be walking home with the
real prize..
SPIDER-MAN
-And what's that?
GREEN GOBLIN
-Your life.. But don't worry- I'll
tell dear Auntie May you were a
good soldier, just before I toss
her into her own oven.. Oh and
that little blonde cutie you pal
around with- Well let's just say
she's gonna be walking a little
funny when I'm done with her..
SPIDER-MAN
(Angrily)
-Normie- When I'm done with you-
you're gonna need that mask just
to look presentable!
Like a loyal servant, the Goblin's glider zooms up behind
him. With a leap, he lands perfectly atop the metallic bat.
GREEN GOBLIN
Time for another spanking, Petey!
Spider-Man leaps forward- The Goblin zooms forward on the
glider and they clash in mid-air. In the confined space the
two attack each other wildly.
Below, Silvermane watches the crazed battle, for the first
time showing abject fear.
The Goblin FIRES A SERIES OF LASER BLASTS which Spider-Man
works to dodge in the narrow corridor. ONE BLAST WINGS HIS
SHOULDER, BURNING A HOLE THROUGH HIS COSTUME AND SCORCHING
HIS FLESH.
In escape, Spider-Man drops down the staircase. The Goblin
flies after him in pursuit-
But as he reaches the bottom of the stairs, Spider-Man
appears from the shadows and nails him with a kick to the
head.
SPIDER-MAN
-I guess you're not packing your
sleep gas today, huh Gobby?
GREEN GOBLIN
I don't need it to handle you!
They continue their ferocious battle and it spills into the
stock area of the warehouse.
The police are rounding up the last of Silvermane's men.
The Goblin, frustrated by Spider-Man's elusiveness, draws a
pumpkin bomb from his pouch and tosses it. Spidey dodges the
throw and THE BOMB BURSTS AGAINST THE WALL-
THE RESULTING FLAME SPREADS QUICKLY IGNITING THE WOODEN
STORAGE CRATES, AND THE FLAMABLE ITEMS CONTAINED WITHIN MANY
OF THEM.
The policemen, spotting the spreading flames hurry their
prisoners out of the building.
CUT TO:
EXT. SILVERMANE WAREHOUSE - CONTINUOUS
Outside, the SWAT Captain calls in the fire department.
Captain Stacy stops one of the officers that had just come
from inside the warehouse.
CAPTAIN STACY
What happened to Spider-Man?
COP 2
-He's fighting with the other
nutcase in the green suit!
They're blowin' up the place-
Let's hope they both go up with it!
Stacy doesn't respond, but his face betrays his worry for
Spider-Man as he turns toward the smoking warehouse.
CUT TO:
INT. SILVERMANE WAREHOUSE - CONTINUOUS
Spider-Man is standing on the floor, surrounded by a ring of
fire.
The Goblin circles overhead, laughing maniacally.
GREEN GOBLIN
What a beautiful way to die Spider-
Man!
SPIDER-MAN
You'll forgive me if I don't break
out in song..
The Goblin draws another pumpkin bomb.
GREEN GOBLIN
-Let's end this party with a bang!
The Goblin tosses the bomb at Spider-Man.
Spider-Man fires a webline, snagging the bomb mid-flight. He
whirls the line and launches the bomb back at the Goblin-
The Goblin moves avoiding a direct hit, but THE BOMB EXPLODES
AGAINST THE NEARBY WALL AND THE IMPACT RATTLES HIS GLIDER.
The glider's hover is trembling. The Goblin struggles to
regain control.
SPIDER-MAN
You're looking a little shaky,
Goblin-
Spider-Man fires a webline from each hand, they attach to the
underbelly of the glider.
SPIDER-MAN
(continuing)
-Maybe you should take a load off!
Spider-Man pulls hard, cap-sizing the glider and toppling the
Goblin. THE GOBLIN CRASHES TO THE FLOOR HARD.
Spider-Man, his anger still raging, runs across the floor
engulfed by smoke and flames. He can see that the Goblin
isn't moving.
Spider-Man grabs the unconscious Goblin by the collar, ready
to pummel him. The jarring awakens the Goblin. He coughs,
being overcome by the smoke. Becoming aware of Spider-Man's
hold on him, his eyes widen with shock.
GREEN GOBLIN
-Who- Who are you?!
SPIDER-MAN
-You've gotta be joking!
But Spider-Man does notice that his voice is very different
from just seconds ago.
GREEN GOBLIN
(Fear and confusion
mounting)
Where am I?
Looking about him taking note of the raging fire.
GREEN GOBLIN
(continuing)
We've got to get out of here!
He's in near hysterics, and falls back into unconsciousness.
Spider-Man studies the Goblin, trying to decide whether this
is an act or not.
SPIDER-MAN
..No spider sense.. He's not
faking..
Spider-Man looks around him as the fire all but consumes the
warehouse.
THE WALLS AND SUPPORT BEAMS BEGIN TO COLLAPSE.
CUT TO:
EXT. SILVERMANE WAREHOUSE - CONTINUOUS
FIRE FIGHTERS ARE BLASTING THE FLAMING WAREHOUSE WITH WATER,
SEEMINGLY TO LITTLE AVAIL.
Police load The Enforcers and Silvermane into a police
van.
The SWAT Captain turns to Captain Stacy.
SWAT CAPTAIN
..No way anything is still alive
in that inferno..
Stacy shakes his head, lamenting Spider-Man's apparent demise.
Suddenly-
A SECOND FLOOR WINDOW SMASHES OPEN, AND TWO BODIES DROP TO
THE PAVEMENT.
The police and fire fighters rush over to them. Spider-Man,
unhurt, carefully lowers an unconscious NORMAN OSBORN to the
ground. Norman is topless, wearing only a pair of pants, with
nothing of his Green Goblin costume remaining.
SPIDER-MAN
..I believe this man could use an
ambulance..
Captain Stacy runs over to them. He looks at Osborn as the
paramedics place him on a stretcher.
CAPTAIN STACY
Norman Osborn! What was he doing
in there?
SPIDER-MAN
-Must've been a hostage.. Osborn
will have an interesting story to
tell when he wakes up..
CAPTAIN STACY
What about the one you were
fighting?
SPIDER-MAN
The Green Goblin? He died in the
fire.. I couldn't save him and
Osborn both..
CAPTAIN STACY
But what about-
SPIDER-MAN
You can read all about it in the
papers, Cap.. We spiders need our
beauty rest.. You don't want to
see me with bags under my eyes, do
ya?
Spider-Man fires a webline.
CAPTAIN STACY
(laughs)
-No.. I guess not..
SPIDER-MAN
See you around, Cap..
Spider-Man swings off.
CAPTAIN STACY
(Smiles)
..Yeah, I'm sure I will..
CUT TO:
INT. HOSPITAL WAITING ROOM - NIGHT
Harry, MJ and Gwen sit nervously.
Peter runs into the waiting room.
GWEN
Pete!
PETER
Hey Guys!
Harry turns woefully toward Peter. Peter places a comforting
hand on Harry's shoulder.
PETER
(continuing)
How's your Dad?
HARRY
He's got amnesia.. He can't
remember anything from the past
six months! But the most
important thing is he's gonna be
okay..
Peter breathes a deep sigh of relief hearing that Norman has
no memory of the past 6 months, thus no memory of his secret
identity.
MARY JANE
Can you believe it Pete? Spider-
Man saved Harry's dad's life!
GWEN
My Dad thinks Silvermane and the
Green Goblin were trying to extort
money or secrets from Harry's dad..
HARRY
-Spider-Man really is a hero..
PETER
(Smiles slightly)
...Yeah.. I.. I guess maybe he is.
Gwen takes Peter's hand lovingly.
GWEN
Yeah.. But he's no Peter Parker..
Peter smiles even more deeply.
A NURSE comes into the waiting room.
NURSE
Harry? Your father's asking for
you..
Harry's a little apprehensive. He looks at Peter.
HARRY
..Pete.. Could you come with me?
Peter is even more apprehensive for reasons that only he can
understand.
Harry looks at the Nurse.
HARRY
(continuing; To Nurse)
Is it okay?
The Nurse considers this for a moment, but seeing Harry's
agitated state, acquiesces. She nods.
NURSE
It's not policy, but.. Okay..
Harry looks back at Peter. Peter is still hesitant. But in
his mind, he resigns that he'll have to face Osborn at some
point. So he may as well get it over with it now.
PETER
(Nodding nervously)
Okay..
CUT TO:
INT. NORMAN OSBORN HOSPITAL ROOM - CONTINUOUS
Harry enters the room. Norman, still hazy turns to him. He
makes a weak smile.
NORMAN
..Harry..
He extends his hand. Harry walks slowly to his father.
Harry extends his hand and clasps Norman's.
NORMAN
(continuing)
It's like I haven't seen you in
years..
Harry smiles at the loving sincerity in his father's eyes.
Despite his best efforts to hold back, a tear streams down
his cheek.
HARRY
-Same here, Dad..
He embraces his father. Norman joyfully shares the embrace.
Peter sticks his head through the door nervously. But the
sight of this moment between father and son engulfs him, as
he remembers similar moments with Uncle Ben.
Harry looks up from the embrace at Peter. He releases his
father and directs his attention toward the door.
HARRY
(continuing)
Dad.. You probably won't remember
him, but this is my best bud-
Peter Parker.
Norman turns to Peter. As their eyes meet, Peter becomes
worried. Norman looks deeply in Peter's eyes. Something
stirs within Norman. His expression becomes fixated as he
searches for something through a fog of memory. Peter's
tension mounts as he becomes expectant of Norman recognizing
him.
Norman doesn't take his eyes away from Peter as he gradually
lifts his hand, as in extending an accusatory finger- Peter
almost readies himself to assume a defensive posture- when
Norman's hand turns over expectant of Peter's hand to shake
his.
NORMAN
Peter.. Good to meet you.
He smiles warmly.
Again, sensing his sincerity, Peter becomes at ease.
Returning the smile, he extends his hand and they shake.
PETER
Good to meet you too, sir.
CUT TO:
EXT. PARKER HOME - NIGHT
Aunt May sits outside of the house for the first time since
Ben's death. She takes in a deep breath of the cool evening
air with a smile. Peter and Gwen walk up to the house.
AUNT MAY
Nice to see you two- But isn't it
a little late for a school night?
She smiles warmly.
GWEN
I know Aunt May.. That's why I
figured I'd better make sure Peter
got home safely..
She returns Aunt May's smile.
Aunt May regards Peter, and makes an expression of concern.
AUNT MAY
Peter- you look exhausted!
PETER
..I've been doing alot of running
around..
AUNT MAY
That's fine.. But not too much
dear, you're still such a delicate
young man..
Peter smiles and nods.
They all enter the house.
CUT TO:
INT. J JONAH JAMESON OFFICE - AFTERNOON
Jameson is once again gazing out of his window at the city,
puffing his cigar.
CAPTAIN STACY (O.S.)
Jonah- what is this?
Captain Stacy rumbles through the latest edition of the Daily
Bugle.
Jonah turns to Stacy with a hard puff.
JONAH
The cold, hard truth!
CAPTAIN STACY
(Reading from
headline)
Silvermane captured- Norman Osborn
saved from extortion plot
involving Spider-Man? Are you
kidding?
JONAH
He was there George!
CAPTAIN STACY
He tipped us off!
JONAH
Yeah.. Convenient isn't it? He's
in league with Silvermane and that
Green Goblin nut, and he figures
he can get rid of his partners and
have Osborn in his pocket- but too
bad for him, the fire starts and
he has to bail- so he figures he
can save himself by looking like
he saved Osborn..
Jameson's eyes roll. A cloud of smoke rises from his cigar.
JONAH
(continuing)
I mean really, George- You
couldn't see what was happening in
that building..
CAPTAIN STACY
No.. Neither could you.. But I've
seen Spider-Man up close..
JONAH
You've seen a man in a mask. But
the day's gonna come when we rip
it off of him.. And you know what
we'll see?
SPIDER-MAN (V.O.)
My blushing, dimpled grin?
Jameson's cigar leaps from his mouth as he turns to the
window to see Spider-Man dangling upside down outside of it.
JONAH
You!
SPIDER-MAN
Clever response JJJ- Is there a
brain underneath that patch of
crab-grass you call hair?
JONAH
Get out of my window you freak!
(Looks down)
..And you owe me a cigar!
SPIDER-MAN
-My pleasure, Astroturf!
Spider-Man fires a webline that snags Jonah's fallen cigar on
the floor. Spidey whips it up from the ground.
JONAH
Hey! Don't dump that sludge in my
off-
Before Jameson can finish his sentence- SPIDER-MAN FLINGS THE
CIGAR BACK INTO JAMESON'S OPEN MOUTH.
SPIDER-MAN
-And just so you don't lose it
again-
Spider-Man fires a second webline, sealing Jameson's mouth
shut with the cigar inside. Terrified, Jameson struggles to
pull in vain the webbing off.
SPIDER-MAN
(continuing)
That ought to give the good people
of New York 60 minutes or so of
peace. Use that time well, Cap-
Stacy tries not to laugh, but doesn't succeed.
Spider-Man fires another webline and swings off.
DISSOLVE TO:
EXT. NEW YORK CITY AERIAL VIEW - DAY
WE FOLLOW AS SPIDER-MAN SOARS OVER THE CITY ROOFTOPS ON HIS
WEBLINE.
SPIDER-MAN (V.O.)
..There are others with great
power..
As he says this, WE SEE A RED GARBED, WELL-MUSCLED MASKED MAN
LEAP FROM THE ROOF OF A BUILDING JUST BELOW. IT IS DAREDEVIL.
A FEW BUILDINGS AWAY, A MAN OF COVERED IN FLAMES LAUNCHES
HIMSELF INTO THE SKY, FLYING AWAY WITH A FIERY TRAIL
FOLLOWING HIM. IT IS THE HUMAN TORCH.
SPIDER-MAN CONTINUES HIS SWING OVER THE CITY.
SPIDER-MAN (V.O.)
(continuing)
-There are some with greater
power..
JUST BELOW SPIDER-MAN'S SWING PATH, A SPECTACULARY POWERFUL
LOOKING FIGURE WITH LONG,FLOWING BLONDE HAIR AND A RED CAPE
WHIRLS A NORSE WAR HAMMER A TAKES OFF INTO THE SKY. IT IS
THE MIGHTY THOR.
SPIDER-MAN (V.O.)
(continuing)
But I'll always be true to my
trust.. I'll always live up to
this oath: With Great Power Comes
Great Responsibility.. And there
will be only one Amazing Spider-
Man..
Spider-Man swings off into the setting sun.
FADE OUT.
THE END
165
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