DISSOLVE BACK TO
INT. DAILY BUGLE ELEVATOR - NIGHT
We briefly return to the present day, as Peter continues to look back on past events. It's clear he views that
last scene with complete disgust.
EXT. STREET OUTSIDE DAILY BUGLE - NIGHT
Peter walks through the revolving doors onto the sidewalk, hands in his pockets. He walks among the
crowd of people, still lost in his thoughts.
INT. MIDTOWN HIGH SCHOOL - MORNING
Peter and Harry walk through the halls on the way to class.
CUT TO
INT. SCHOOL CAFETERIA - DAY
Peter carries his tray through the dining area, careful not to bump into any thing or trip. His
newly-christened SPIDER-SENSE goes off, and he sidesteps as a student suddenly pushes his chair out and
stands up. Disaster averted, Peter continues on his way. His spider-sense goes off again.
CLOSEUP of a student's leg carelessly placed in Peter's path. Peter steps over it.
He passes by Flash Thompson, who glares at him. Flash is surrounded by his jock buddies.
Peter puts on his friendliest smile, and his spider-sense goes off, but too late. He accidentally bumps into a
kid in front of him, who turns out to be Mary Jane. He accidentally spills his glass of
water on MJ's white blouse. Laughs and catcalls erupt from the other students.
EXT. MIDTOWN HIGH - DAY
The campus somehow takes on a sense of foreboding as the bell rings, signaling
the end of the school day. Kids soon storm out of the building, most of them headed for home, most of them chatting with friends.
CLOSE IN on Peter and Harry.
EXT. SIDEWALK - DAY
Peter walks along the sidewalk toward him, rather pleased with himself. It's not every day he gets to show
up Flash Thompson. Mary Jane is seen running behind him, trying to catch up with him.
Peter turns and lets MJ fall in step with her.
PETER
Listen, MJ...I'm sorry about your shirt--
MJ
What's gotten into you lately?
MJ
Ever since Flash hit you with the football, you've been acting weird.
You blow me off every chance you get, give lame excuses,
and act like an idiot around Flash.
At first I though it was just because you were mad
at him, but now I'm not so sure.
I feel like you're mad at me.
PETER
I'm not, MJ, please believe me. I wish I could explain what's been
going on, but...
MJ
But what?
Peter frowns and looks at his feet.
CUT TO
EXT. PARKER HOUSEHOLD - DAY
We hear music emanating from the Parker residence as we close in on the house.
INT. PARKER HOUSEHOLD - LIVING ROOM - DAY
CLOSEUP of Aunt May, humming along with the music while dusting a shelf. Uncle Ben enters, smiling, and sniffs the air.
MAY
(faint smile)
It should be ready by the time Peter gets home. Shouldn't be too
long.
BEN
I don't know if I'll be able to wait that long.
Ben takes the duster from May's hand and takes her in his arms.
BEN
The smell of the food, and music...it's got me in a festive mood. Let's
dance!
May relents, smiling, as the two dance around the living room. Ben spins her.
CUT BACK TO
EXT. SIDEWALK - DAY
Peter and MJ continue walking toward their homes.
PETER
(breaking the silence)
All right, Mary Jane, you really want to know what's going on with
me? You really want to know why I've been acting so strangely
around you lately?
MJ
I'm listening.
Peter takes a deep breath. He prepares to say something, but can't get the words out. MJ stops and looks at him.
MJ
Any day now...
PETER
(under his breath)
Damn, I can leap tall buildings and wrestle muscle-bound jocks, but
I can't seem to work up the balls to say this...
MJ
(not quite hearing him)
Say again?
PETER
(frustrated)
I said I've had this humongous crush on you from Day One that's
driving me nuts because I can't do anything about it!
MJ raises her eyebrows in surprise. Peter takes another breath.
PETER
There, I said it. Shall we go?
(starts walking)
MJ
Peter, I...
PETER
I don't expect you to feel anything for me, I'm sure you don't. I
just had to get that off of my chest.
MJ
Peter, it's not that...
PETER
Then what?
MJ
Do you even know why I've been hanging out with you and Harry?
PETER
I don't know. Pity, good grades, a chance for intelligent conversation,
boredom, lack of judgment...there can be any number
of possible motives.
MJ
You're not going to make this easy on me, are you?
PETER
Probably not.
MJ
You forgot a motive: self-discovery.
PETER
Huh?
MJ
Before I started hanging with you two, I was popular. I was in
the "In" Crowd.
(beat)
Problem was...I didn't know much else about myself.
Peter looks at her questioningly.
MJ
When you're in the In Crowd, there are so many demands on
how you should look, how you should act, what kind of
things you should like...and it all changes at a moment's notice
depending on what the trend is.
Peter nods.
MJ
Well, it got to the point where one day, I just looked in the mirror
and tried to figure out if I existed at all. I mean, beyond the
makeup, the slang, the clothes, the whatever...who was I?
I honestly couldn't answer that. I knew what all the cool people liked,
but not what I liked. Even more than that, I knew that all the
popular people have lives just as screwed up as everyone else's,
but they hide it, and act like they're perfect. I got tired of acting.
PETER
So how do Harry and I fit in?
MJ
Well...I saw you two alone, with only each other for support.
I saw that you two were actually honest with yourselves and
other people about who you were. You didn't have to act like
everything's okay. The sad part was that everybody resents
you for being honest.
PETER
Tell me about it.
MJ
Anyway, I got to the point where I didn't care what anybody thought of me. I
broke up with Flash, because, well, it wouldn't have
worked anyway...and I started hanging out with the people I
wanted to hang out with.
(beat, looking at Peter)
Does any of this make sense, or am I wasting breath and boring you?
PETER
Oh, it makes sense, and it answers a lot of questions I've had.
(beat)
On the other hand, I'm still waiting for the part where you reveal
what your feelings for me are, now that I've revealed
mine.
MJ stops and looks at Peter.
MJ
(softly)
Well, as a matter of fact--
The sound of a gunshot echoes through the neighborhood. MJ and Peter react in horror, trying to place the origin of the shot.
PETER
Sounds like it came from our block!
They take off running, Peter gaining a sizable lead thanks to his speed.
EXT. PARKER HOUSEHOLD - DAY
As soon is his house in view, Peter realizes something is terribly wrong. For starters, the door is wide open, and Uncle Ben's station wagon is starting up. Peter can't tell who's inside it, but it isn't Ben or May.
The station wagon rips backward out of the driveway, and Peter watches in amazement as it tears onto the street, and away from the house.
Closeup of a confused Peter. What in the world is going on?
Sobbing is heard in the background, and Peter turns his attention toward the front door. Panicked, he races inside the house.
INT. PARKER LIVING ROOM - DAY
There, he sees Aunt May cradling Uncle Ben in her arms. His shirt is stained with blood, and he looks weak. May's right hand is pressed on his chest; her left hand is draped around the back of his neck.
MAY
Ben...hang on...please don't go...
Through the chaos of the situation, it finally becomes clear to Peter what has happened. Someone shot Uncle Ben and stole the car to make a getaway.
Peter snaps out of it and crouches near May and inspects Ben, unsure of what to do. Ben sees him and grabs Peter's hand. Suddenly, we see Ben mustering strength for his beloved nephew.
BEN
(groggily)
Peter...call...
MJ
(o.s.)
Oh my god!
Peter and May turn to find MJ standing in the doorway, the blood drained from her face.
PETER
(coming to his senses)
Mary Jane! Call 911!
MJ, who had started moving as soon as he pronounced her name, reaches the phone and dials.
CLOSE IN on Peter and May as they hold Ben.
MAY
Just hold on, Ben...
PETER
It...it'll be okay...
EXT. HOSPITAL - SUNSET
Storm clouds loom over the hospital as we CLOSE IN.
INT. HOSPITAL WAITING ROOM - SUNSET
Among a dozen other people, we see Peter, Aunt May, Mary Jane, and her aunt ANNA WATSON (around May's age, and a friend of the Parker family) all awaiting a verdict. May and Anna sit in chairs, MJ leans against a wall, and Peter paces back and forth across the floor.
MAY
Peter, please...sit down. Your pacing is wearing us all out, and people are
staring.
PETER
(frustrated)
I can't, Aunt May. If I do, I'll go nuts.
MJ
(walking to him)
Peter, it's okay.
(putting a comforting hand on his shoulder)
Just calm down...you know he'll be okay.
PETER
(closing his eyes, nodding)
Yeah...he will...the doctor said he's holding on a lot better than any of them
figured he would.
MAY
(looking at her hands in her lap)
Ben was always a fighter...
ANNA
Yes, we all know how strong Ben is. He'll be fine.
Amid all this, we get the feeling that the four of them are trying to convince themselves as well as each other of what they're saying. Still, the most optimistic is Peter, who cannot fathom his life without his uncle in it. CLOSE IN on Peter.
PETER
(clenching his fists)
He has to be.
Mary Jane, who's behind Peter, has both hands on his shoulders, and she holds him closer. Peter is so worried about Uncle Ben at the moment that he barely notices.
DOCTOR
(o.s.)
Mrs. Parker?
The four of them (and a few of the extras) look up as a DOCTOR (mid-forties, greying hair, goatee) enters the waiting room, with a somber expression.
MAY
(standing up)
Yes? Is Ben all right?
DOCTOR
Ma'am, I'm afraid that your husband...
He looks at May's fearful expression. She knows what's coming next, and he has to bring himself to say it.
DOCTOR
He passed away two minutes ago.
Stunned silence.
Peter and May hold each other tightly as MJ and Anna watch. Hold for a full minute.
CUT TO
EXT. WATSON HOUSE - NIGHT
CLOSE IN on MJ and Anna's house.
MAY
(v.o.)
I appreciate you letting us stay over here, Anna.
INT. WATSON KITCHEN - NIGHT
Peter and May sit at the kitchen table with MJ and Anna. While their dinner plates are in front of them, May and Peter haven't touched them except to pick at them.
ANNA
Oh, it's no problem, May. I wouldn't dream of allowing you to sleep in a
house where Ben was...
(voice trails off)
MJ
(touching Peter's hand)
How're you holding up?
Peter just stared at his food as if he can't figure out what its purpose is.
All look up as they hear a knock on the door. Mary Jane hesitantly gets up to answer it.
The door opens to reveal a DETECTIVE (30s, blonde hair, trenchcoat), flashing a badge and a smile that he hopes is reassuring.
DETECTIVE
Is May Parker here? I heard she'd be here.
MJ
(turning to the kitchen)
May? Uhm, there's a cop here to see you...
May, Peter, and Anna enter the living room, hesitant but curious.
DETECTIVE
Connor Trevane, NYPD. I'm sorry for your loss.
(beat)
I've just received word that your husband's killer...
They bristle at the word "killer".
DETECTIVE
(con't)
...has been cornered to a warehouse downtown.
It's a standoff, but I promise
you, he WILL bring him in.
May nods.
MAY
Thank you, detective...
DETECTIVE
If there's anything I can do...
Peter, listening to the conversation, looks out the window. Several emotions playing on his face. Grief, anger, shock...and finally, determination.
PETER
I need some air...
Peter walks out of the house, leaving the others puzzled.
CUT TO
EXT. PARKER HOUSE - NIGHT
CLOSE IN on the Parker house, where we see a leaping figure landing on the roof from OFF-SCREEN. The figure is Peter, who crawls down to his bedroom window, slipping inside.
INT. PETER'S ROOM - NIGHT
Peter heads to his closet, opening it, and pulling out his Spider-Man costume. He tosses it on the bed and removes his shirt.
After donning the main bodysuit, Peter puts on his boots and gloves, then grabs his mask.
He pulls the mask over his face, then glances at his reflection in the mirror. In the dim light, he looks creepier, almost inhuman. Peter doesn't recognize himself. Which is fine.
EXT. PARKER HOUSE - NIGHT
Spider-Man emerges from his bedroom through the window and closes it while clinging to the wall. He then leaps off the wall and takes off, springing from house to house.
PAN UP to the sky. The storm clouds are now quite large and ominous.
CUT TO
EXT. NEW YORK STREETS - NIGHT
The rain now pours in sheets, but Spider-Man pays little heed as he leaps from building to building. The mood of this scene is a drastic depature from the more cheerful one the previous day. In that one, Spider-Man was fun. Now, he's out for vengeance.
CUT TO
EXT. WAREHOUSE DISTRICT - NIGHT
Spider-Man reaches a rooftop overlooking the intended warehouse, and the location of his quarry. It's not hard to tell that this is the place, because the scene is swarming with POLICE and squad cars.
EXT. WAREHOUSE PARKING LOT - NIGHT
Closer look at the cops cops, who wear rain slickers in the drizzle. One of the cops, CAPTAIN GEORGE STACY (late-40s, grey hair), lifts a bullhorn and shouts at the warehouse:
STACY
This is your final warning! Come out now with your hands up, or we come in after
you!
INT. WAREHOUSE - NIGHT
The warehouse's interior is in near total darkness. The KILLER cautiously looks out the window at the bank of cops below. He looks up at a police helicoptor that's arriving, bathing the warehouse in its searchlight.
Killer retreats from the window and checks his gun. It's difficult to tell what he looks like.
KILLER
Shit...only three bullets left.
He jumps at the sound of an angry voice:
SPIDER-MAN
(o.s.)
Is that the gun you used?
Killer spins around and scans the room. Nothing here but crates and cobwebs. No way any of those cops could've gotten in here without him knowing.
He readies his gun, fully alert.
Some movement catches Killer's eye, and he whips around. Nothing there.
SPIDER-MAN
(o.s.)
Jumpy?
Killer jumps, started, and whips around again and looks up. This time he sees something:
POV: KILLER
Spider-Man is perched alertly atop a rafter, looking quite furious. The dim light makes him look sinister...no longer like the showboating wrestler we knew. Nothing like the shy bookworm he used to be.
KILLER
You!
SPIDER-MAN
Me.
KILLER
Stay...stay back...
Killer fires off a shot, but Spider-Man leaps and twists in midair, evading it. He lands on a stack of crates behind Killer, who turns around in surprise and quickly fires again. Spidey shifts his weight to the side, effortlessly dodging the second bullet.
This freaks out Killer even more. What is he dealing with?
Spider-Man POUNCES at Killer, who fires off another shot, missing once again. Spidey vanishes. Nervous, Killer backs up into the open so Spidey can't get behind him. HOLD on him.
SPIDER-MAN
(o.s.)
So tell me, what was it like?
KILLER
Wha...?
SPIDER-MAN
(o.s.)
Killing that old man.
KILLER
What...what d'you care about that?
SPIDER-MAN
(o.s.)
Just answer my question.
KILLER
(blurting)
It wasn't like anything, all right? He's just some old man. Couldn't find his
keys in that station wagon, so I got it off him in person. If he hadn't
struggled, and that old bag hadn't interfered--
SPIDER-MAN
(o.s., angrily)
Then WHAT? He'd still be alive?
KILLER
He was alive when I left.
SPIDER-MAN
(o.s., icily)
So you killed my..that man...for keys to a getaway car?
KILLER
What business is it of yours?
SPIDER-MAN
(o.s.)
Call it...I dunno...curiosity.
Killer locates the source of the voice and looks up.
POV: KILLER
Spider-Man, who was upside down on the ceiling, drops toward the CAMERA.
INT. WAREHOUSE - NIGHT
Killer backs up as Spider-Man lands in front of him. Killer instinctively brings his gun up and pulls the trigger at point-blank range.
Click. Empty.
Spider-Man grabs the gun with one hand, and Killer's jacket with the other. He lifts Killer off his feet.
TIGHT CLOSEUP of Killer's horrified face reflected off of Spider-Man's eyepieces.
Spider-Man studies Killer's gun.
SPIDER-MAN
So this the gun.
He throws it out the window.
EXT. WAREHOUSE PARKING LOT
The police back up as the glass shatters, and the gun lands on one of the squad cars. Captain Stacy inspects it, then looks up at the hole in the window.
STACY
What the hell is going on in there?
(turns to another cop)
Let's move in.
INT. WAREHOUSE - NIGHT
TIGHT CLOSEUP of Spider-Man's fist striking Killer's jaw, sending him across the room.
WIDE SHOT of Killer hitting his back on a stack of crates. He falls to his knees, dazed, holding his jaw.
He looks up at Spider-Man, who's striding toward him angrily.
SPIDER-MAN
Did that hurt? Not so tough without your gun, are you?
Killer gets up, pissed.
SPIDER-MAN
C'mon, tough guy...take your best shot. Or maybe you can only take out old men.
Killer swings at Spider-Man, who catches his fist and applies pressure. Killer yelps as he feels his knuckles crack.
KILLER
Argh!
SPIDER-MAN
Pathetic! I'd have expected better from a murderer.
Killer punches with his other hand, but Spidey ducks under it and moves behind Killer, letting go of the latter's fist, and kicks him in the back. Killer is sent flying back toward the window and lands face-first on the floor. Spider-Man walks back to him, rage almost boiling over. He's no longer Peter Parker under the mask, just a rage-driven spider.
SPIDER-MAN
Ben Parker endured several painful hours before he died. You only get thirty
seconds.
EXT. REAR WAREHOUSE ENTRANCE - NIGHT
The police pour into the warehouse.
INT. WAREHOUSE - NIGHT
Spider-Man picks up Killer again and lifts him up by his throat. He cocks his other hand back, balling it into a fist. He's about to hit his foe harder than he's ever hit everyone in his life.
PETER PARKER
(v.o.)
I really can't explain well what I was thinking at that moment. In fact, I'm
sure I wasn't thinking. I was just angry. I wanted to pay him back for what he
did to Uncle Ben.
(beat)
I'm quite sure I would have killed him.
The helicopter's searchlight floods the room, bathing Spider-Man and Killer in light. For the first time, Spider-Man can actually see Killer's face.
TIGHT CLOSEUP of Spider-Man's reaction.
SPIDER-MAN
Huh?
CLOSEUP of Killer's face. Now we know why he looked so familiar.
SPIDER-MAN
(o.s.)
Wait a minute...you're...you're...the thief from the arena...
BEGIN FLASHBACK
We see the Thief from the Arena Hallway scene, running from the security guard. We see that he and Killer are the same guy.
The thief runs past Spider-Man and Maxie Schiffman, out the door.
Closeup of Spider-Man
SPIDER-MAN
It's not my job.
FADE TO
Peter watching the Killer take off in the station wagon.
FADE TO
Peter discovering Ben lying on the floor, shot in the chest.
FADE TO
Ben and Peter in the car, heading home from the genetics expo.
BEN
I've told you time and again, that with great power...
PETER
...comes great responsibility, I know.
END FLASHBACK
INT. WAREHOUSE - NIGHT
Spider-Man stares at the barely-conscious Killer in disbelief.
SPIDER-MAN
Oh my god...if you're him...and I let you go that time...then that means...
(beat, whisper)
...it's my fault.
TIGHT CLOSEUP of Spider-Man's fist. It unclenches. Falls limply to his side.
Spider-Man lets go of the Killer, dropping him. He sinks to his knees.
CAPTAIN STACY
(o.s.)
FREEZE!
Spider-Man turns around, and sees himself surrounded by POLICE.
CAPTAIN STACY
Put your hands where we can see them.
SPIDER-MAN
Wha...? But I...
CAPTAIN STACY
Now!
Spider-Man backs away from them slowly, his hands raised.
CAPTAIN STACY
I said, FREEZE!
SPIDER-MAN
But I didn't do anything!
CAPTAIN STACY
You're interfering in a police capture, and you tried to kill the suspect! Now
you're trying to add "resisting arrest" to the list! What HAVEN'T you
done?
SPIDER-MAN
(angrily)
Homework. I gotta go.
The cops advance toward him, and Spider-Man leaps upward over their heads, toward the skylight.
EXT. WAREHOUSE ROOFTOP - NIGHT
Spider-Man crashes through the skylight, shielding his face with his forearms. He lands on the roof and takes off running across the rooftop, the helicoptor on his tail.
HELICOPTOR PILOT
(v.o.)
Surrender immediately! You're under arrest!
The rain drenches Spider-Man as he runs feverishly, backlit by the helicopter's spotlight. He reaches the edge of the roof and LEAPS, covering at least fifty feet.
INT. WAREHOUSE - NIGHT
Captain Stacy watches this from a window.
CAPTAIN STACY
(speaking into walkie-talkie)
Shoot to wound.
EXT. WAREHOUSE LOT
Spider-Man runs across the pavement, toward a tall chainlink fence with barbed wire on top.
His spider-sense blares, and he starts zig-zagging as bullets pepper the pavement.
HELICOPTER COP
(v.o.)
Damn! Can't hit him!
Spider-Man leaps in a single stride over the fence, and runs into an alley between two buildings.
CUT TO
INT. WATSON LIVING ROOM - NIGHT
Mary Jane paces as May and Anna watch from the couch.
MJ
Where IS he?
ANNA
I'm sure he's just spending some time alone. All this has hit him pretty hard.
MAY
I just hope he doesn't do anything foolish...
ANNA
This IS Peter we're talking about, right? What would he do?
MAY
Yes...yes, I suppose you're right.
CUT TO
EXT. ALLEY - NIGHT
UPSHOT at the police helicopter, as its spotlight searches between the buildings.
Police cars enter the alley. Cops emerge and start searching the area.
CLOSE IN on a delivery truck leaving the scene from a parking lot.
UNDER TRUCK - NIGHT
We see Spider-Man clinging to the underside of the truck, his body mere inches from the moving pavement. He keeps getting splashed by mud puddles. He barely notices it.
CUT TO
EXT. WATSON HOUSE - NIGHT
Mary Jane sits on the front porch swing, blanket wrapped over her, waiting for Peter to return.
MJ
(out loud)
Dammit, Peter, if you've gone off and gotten yourself killed, I'll never forgive
you.
(beat)
I mean, I'll forgive you if you come back, but....
(beat)
Why am I talking to myself?
ANNA
(o.s., from inside)
Mary? Who're you talking to? Is that Peter?
MJ
No, Aunt Anna...just me...
ANNA
Come inside where it's warm. No use waiting all night for him.
MJ
(getting up)
All right...
MJ stands and takes one last look at the neighborhood, then reluctantly turns to go inside.
As she does this, a familiar figure reaches the Parker house, and slips in the top-floor window.
INT. PETER'S ROOM - NIGHT
Peter rips off his mask in the dim light, and staggers to the bathroom.
PETER
Oh god...oh god...
INT. BATHROOM - NIGHT
Peter turns on the light and closes the door. We see that his costume is completely soaked and grungy. He's a complete mess, both externally and internally.
He turns on the faucet and looks in the mirror. He's disgusted by what he sees. He buries his head in his hands, as we hear:
BEN
(v.o.)
...with great power...
PETER
(v.o.)
...comes great responsibility.
SPIDER-MAN
(v.o.)
It's not my job.
MAY
(v.o.)
Ben...hang on...please don't go...
DOCTOR
(v.o.)
He passed away two minutes ago.
SPIDER-MAN
(v.o.)
Ben Parker endured several painful hours before he died. You only get thirty
seconds.
SPIDER-MAN
(v.o.)
Wait a minute...you're...you're...the thief from the arena...
SPIDER-MAN
(v.o.)
...it's my fault...
Peter looks back up at his reflection with disgust.
SPIDER-MAN
(v.o.)
I'd have expected better from a murderer.
Peter punches the mirror, cracking it.
CUT TO
INT. WATSON HOUSE BATHROOM - NIGHT
Mary Jane, fresh from a shower, towels off in a mirror (a towel is wrapped around her). We hear May and Anna talking. We can distinctly make out the word, "Peter."
MJ's eyes widen.
ANNA
(v.o.)
Mary Jane! Peter's back!
MJ frantically hurries to get dressed.
INT. WATSON LIVING ROOM - NIGHT
MJ emerges from the bathroom fully clothed, and sees Peter sitting on the couch. It looks like he's had a shower too. He looks up as she approaches.
PETER
Sorry I walked out...
MJ
Where did you go? You've been gone for hours.
PETER
I took a walk...a long one...to clear my head. I knew I couldn't face you guys
again until I was in better shape.
MJ
(sitting next to him)
And are you?
PETER
I don't know...
MJ hugs him tightly, and Peter, after a moment, hugs her back.
CUT TO
INT. OTTO'S ROOM
TIGHT CLOSEUP of a hand. The fingers move, as if the person attached to the hand is testing them out. We hear clicking hydraulic sounds. In what little light there is, we see that the hand itself is mechanical.
PAN RIGHT to reveal that the hand belongs to Otto Octavius. He looks completely fascinated by his new mechanical parts.
He looks to his left at one of his snakelike appendages. He flexes the fingers, and smiles.
He stands up, and we see that all four of his tentacles have been repaired. The room is sparse, with only a bed and night stand. He looks to a clear plastic cup of water on the night stand, and reaches out to it with a tentacle. The three fingers spread out and grip the cup. The cup cracks, and water spills out. Otto frowns, and sets the cup back on the night stand.
Octavius hears a buzzing sound and looks around. He whips out a tentacle, and the fingers clank together. The buzzing stops. He grins.
CUT TO
EXT. WESTWOOD CEMETARY - DAYPeter, May, MJ, Anna, and other friends and family gather around a tombstone as a PRIEST reads from a bible.
CLOSEUP of the TOMBSTONE. It reads:
BEN PARKER
1949-2000
HUSBAND OF MAY PARKER, UNCLE OF PETER PARKER
HE WAS LOVED.
Peter, at May's side, gazes blankly at the words on the tombstone. He's still in disbelief, and looks to be on the verge of tears. May seems to be in a similar condition.
PAN DOWN to Peter's hand. It clenches into a determined fist.
TIGHT CLOSEUP of Peter's intense eyes.
FADE TO
INT. PETER'S ROOM - NIGHT
We see him cleaning the caked-on mud off of his Spider-Man costume.
PETER
(v.o.)
I had some serious atoning to
do. I didn't use my powers to stop a
criminal when I easily could have, so I'm going to rectify that mistake.
Once finished with the cleaning, Peter starts hand-sewing up the tears in his costume.
PETER
(v.o.)
I also had some sewing to do. Sure, it sounds silly, but I put my outfit through
a lot of abuse trying to get away from the cops.
Peter accidentally pricks his finger.
PETER
Ow! Geez...
PETER
(v.o.)
Besides, I don't know how it's possible to live one's whole live being raised by
Aunt May, and NOT know how to sew. She sure gave ME a thorough lesson.
CUT TO
INT. DAILY BUGLE CITY DESK - NIGHT
TIGHT CLOSEUP of a newspaper mockup of the front page, complete with a large picture of Spider-Man (artist's interpretation), and the headline, "SPIDERMAN FUGITIVE FROM JUSTICE".
ROBBIE
(o.s.)
He is?.
PULL OUT, to reveal J. Jonah Jameson holding the mockup, with Robbie robertson at his side. Both study the mockup.
ROBBIE
I don't know. This just doesn't seem like a fair assessment of him.
JAMESON
Oh?
ROBBIE
I mean, it seems to me like it was personal for him. He gained some notoriety as a wrestler on TV, so to have him suddenly go vigilante like this without a reason doesn't make sense. Seems to me he had some sort of personal stake in that case. Maybe he knew the victim.
JAMESON
Or maybe he was in cahoots with the suspect, and the two got into a disagreement.
(looking at Robbie seriously)
Whatever the deal is, Spiderman is now a wanted fugitive. Why? Abuse of power. He figured that that wall-crawling shtick of his gives him license to take the law in his own hands. What kind of message does that send? We HAVE to bring him in.
ROBBIE
"We"?
JAMESON
The Daily Bugle. We'll run a series of features and editorials on him, and have the readers call this paper if they have a spider-sighting.
ROBBIE
So it's not okay to use a mutant power to fight crime, but it's perfectly all right to use power of the press to persecute someone.
JAMESON
You're not listening.
ROBBIE
I'm listening just fine. If this guy is indeed a criminal, then we do have a responsibility to reveal this to the public. But we also have a responsibility, Jonah, to report both sides of the story, which means we at least consider the possibility that he's not the villain the media paint him as.
(beat)
Or is "innocent until proven guilty" obsolete these days?
JAMESON
We have to report the truth.
ROBBIE
Exactly. And the truth isn't necessarily your opinion, Jonah.
JONAH
WHAT?!
CUT TO
EXT. URBAN STREET - NIGHT
Hardcore rap music fills the air as two GANGS, six or seven members apiece, confront each other. These are the usual hardened street-thugs one finds in an environment such as this The atmosphere threatens to explode into violence at any second. But for now, the gang leaders, 8-BALL WILLIAMS (wearing a black Starter Jacket with the hood pulled down) and BIG K DERRICKSON (the largest male there, with a necklace bearing gold letters that spell out "BIG K") merely wish to talk.
BIG K
Yup. Too many of us on both sides've been put on the slab. And for what? Territory? This keeps up, and ain't none of us gonna survive, know what I'm sayin'?
8-BALL
You the last nigga I'd expect to hear talkin' 'bout peace.
BIG K
True, I still got scores to settle wit'chu fools, but it's gotta end sometime.
8-BALL
So why don't I believe yo' ass?
BIG K
'Cause you obviously ain't as dumb as you look.
SPIDER-MAN
Watching modern peace negotiators at work.
BIG K
(to his boys)
Waste his ass.
Unfortunately, he's at a disadvantage in the midst of the crowd, since punches and kicks are thrown at him from all directions. We see his spider-sense blaring, but he has increasing difficulty in fending off the attacks, especially when they begin using weapons like knives, crowbars, and other things lying around.
His situation desperate, Spidey flails out blindly, and leaps out of the fray. He grabs Big K and 8-Ball by their jackets and leaps upward with them to the top of a lamppost.
The cops arrive and apprehend the thugs, while Spider-Man watches from a rooftop, nursing a few bruises.
CUT TO
INT. TRAINING ROOM - NIGHT
A heavy sandbag with a target marked on it (the kind martial artists might use to practice kicks on) drops from the ceiling. A mechanical appendage strikes the target from offscreen, the tri-fingered fist going straight through it. Sand sprays from it as the appendage retracts.
TIGHT CLOSEUP of Octavius as he reacts to something behind him, whipping another appendage around quickly.
An audible CLANG echoes as the appendage broadsides an engine block hanging from a chain.
He catches his breath, and hears clapping. He turns and sees Norman Osborn and Mendel Stromm walking toward him.
OCTAVIUS
Only marginally. When I want it to work, it does so too slowly Yet it reacts with blinding speed and accuracy to my basest knee-jerk reactions.
STROMM
These things take time, Octavius. With more practice you'll be able to control your cybernetics with complete ease.
OCTAVIUS
Oh? And how would you know, Stromm?
(brings an appendage close to Stromm's face)
Have YOU ever had to live with these?
(clenches the robotic fist)
OSBORN
Correct me if I'm wrong, Otto, but didn't you AGREE to the cybernetic enhancement?
OCTAVIUS
Did I have a choice at the time?
OSBORN
This or a lifetime of paralysis. Like it or not, you chose this path. The operation cost me a fortune, so I expect to see some progress made.
OCTAVIUS
Yes...as your "enforcer". You still haven't explained why you have gone through all this trouble and expense when hiring someone else would have been much easier.
OSBORN
You'll know soon enough. For now, keep working.
OCTAVIUS
Yes, Mr. Osborn.
INT. CORRIDOR - NIGHT
Osborn and Stromm walk through a metallic corridor.
STROMM
There was a sighting in Harlem. He was seen busting up a gang skirmish, but he left before the police arrived.
OSBORN
Think he's changed careers? From wrestler to vigilante, that is?
STROMM
It's a possibility. If you don't mind my asking, why are you so interested in Spider-Man all of a sudden?
OSBORN
I like to keep tabs on all of my potential enemies...and allies.
CUT TO
INT. PARKER HOUSE KITCHEN - DAY
Mat and Peter sit at the kitchen table, eatig a breakfast of waffles, toast, and sausage. There's an uncomfortable silence between them. Peter keeps glancing at an empty chair, where Uncle Ben used to sit.
May studies Peter's face carefully.
PETER
(looking up)
Hm?
MAY
Is that a bruise on your cheek?
MAY
The one under your hand. Where did you get that?
PETER
Uhm, nowhere...it's nothing...
MAY
Peter...answer me.
PETER
I got it at school. Fight with Flash Thompson.
MAY
You haven't been to school for almost a week.
PETER
Uh, yeah, I know...I got it Monday, the last day I was there.
MAY
And it's just now showing up?
PETER
Yeah...bruises do that from time to time...pass the syrup?
MAY
(getting angry)
You were never a very good liar, Peter. Now what happened? On those long walks you take, have you been getting into trouble?
PETER
Nope, I've been a good little boy. PLEASE pass the syrup?
MAY
You have, haven't you? You lost your uncle, and now you're taking out your aggressions on other people, correct? You know how I feel about that.
PETER
(standing up)
Yeah, I'm not supposed to show any emotion at all!
MAY
Peter...
PETER
I'm supposed to keep it all inside me like you've been doing, right? Uncle Ben was your husband, and you've said maybe five words AT THE MOST about it! Last time I saw you shed a tear was Monday when it happened.
MAY
Don't think I've FORGOTTEN who Benjamin was to me, young man! His death almost tore me apart, but I held together, stayed strong for you, Peter! You lost both parents, and now your uncle, but you are NOT losing me!
I will do what it takes to make sure you have someone in your life to act as a parent, which means no matter how much pain Benjamin's death has left me with, I refuse to let it come between me and my responsibilty to you!
(calming down)
I miss Ben so much I can't see straight, but this is how I choose to honor his death.
INT. PETER'S ROOM - DAY
Peter enters his room and flops face-down on his unmade bed. After a moment he looks over to the open door of his closet, into the mirror. He touches the bruise on his face.
He removes his shirt, and examines the other bruises on his body. There are a lot of them.
He then looks at the Spider-Man costume draped on the bedpost.
INT. HARDWARE STORE - DAY
Peter buys a few small mechanical devices from the store. He looks somewhat out of place in the environment, but doesnt care. He also has an "I'm-planning-something" look on his face that unsettles the cashier.
CASHIER
That's a relief, I think.
INT. PETER'S ROOM - DAY
With the materials laid out before him on his bed, Peter sets to work.
BEGIN MONTAGE
He sketches out a basic design on his notebook, and scribbles some notes we can't make out.
He sits at his desk, putting his chemistry set to good use. He pours a few chemicals into a beaker, and mixes them.
He assembles the mechanical parts carefully. The mechanism looks somewhat like a fishing reel, but smaller.
He pours the liquid mixture from one beaker to another, and adds in a third chemical. The result froths and bubbles like root beer. By now we can see through his window that's approaching sunset.
He mixes the concoction in the beaker, then pours it into a small cartridge. He places the cartidge into the device, and pushes the button.
A long thin stream of fluid squirts from the device onto a target on his wall like silly string. The target is a black-and-white picture of Flash Thompson cut out from his yearbook.
The fluid stream hardens into a silken thread. Peter examines it, tugging at it.
MAY
(v.o.)
Peter, what are you doing in there?
EXT. ROMITA PHARMACEUTICALS - SUNSET
PAN ACROSS a pharmaceuticals plant. It's quite hi-tech-looking, on par with Oscorp. END PAN on a sign with the company logo on it. Under it is a slogan that reads, "A LEADER IN GOOD HEALTH SINCE 1964"
INT. ROMITA PHARMACEUTICALS - SUNSET
A three-fingered appendage breaks a SECURITY GUARD'S face, sending him into a wall. SECURITY GUARD #2 raises his gun, but the appendage grabs the gun away from the guard, while a second one grabs his leg and tosses him against the opposite wall.
Octavius admires his handiwork. He's dressed in a black trenchcoat, black gloves, and black boots, bordering on "Matrix" style. Incongruously, he wears tinted green shades. All in all he looks quite powerful and confident.
He strides toward the labs, but an alarm sounds, and six more guards appear behind him. They waste no time in opening fire.
The bullets penetrate Octavius' coat, but they strike metal underneath. He casually sends two appendages toward them, with no more thought than one would give to shooing away flies. The tentacles punch guards #3 and #4 in the chests, grab them, and lift them up swiftly to the ceiling, burying their heads in an overhead light fixture. The tentacles drop the electrocuted guards and retract.
The four remaining guards back away, still holding their guns, but frightened.
Four more guards, this team dressed in flackjackets and helmets, emerge from an elevator and fire automatic weapons, while the first set of guards gets the hell out of there. The bullets penetrate Octavius' cybernetic body more efficiently, but only enough to piss him off.
He recognizes the uniforms as that of the unit of soldiers who invaded his lab and caused the explosion. Enraged, he charges toward them, using all four tentacles to carry him.
CLOSE IN on a hallway leading to the labs, the doorway open. One of the SOLDIERS hurtles through the hallway, apparently thrown by Octavius, and hits the wall beside the doorway. As he slides in a heap to the floor, he manages to press the button to close the doorway. A heavy vault-like automatic door slides into place.
Octavius finishes disposing of the soldiers, and strides through the hallway. He reaches the door and studies it.
INT. LABORATORY - SUNSET
The SCIENTISTS inside breathe a sigh of relief, now that the lab has been sealed off.
The scientists back up, horrified as another WHAM follows it, creating another dent.
INT. HALLWAY OUTSIDE LABORATORY - SUNSET
Octavius begins raining punches on the door with his tentacles, creating more dents. We notice a few of the tentacles are covered in blood.
INT. LABORATORY - SUNSET
The door begins to buckle under the stress, as more and more huge dents befall it. The scientists cower in a corner as the punches...stop?
INT. HALLWAY OUTSIDE LABORATORY - SUNSET
Octavius inspects the door, then balls his own fist, drawing it back into a haymaker.
INT. LABORATORY - SUNSET
One final WHAM, and Octavius' black-gloved fist punches through the heavy door. He withdraws his hand, and the tentacles rip open the hole, widening it until it's big enough for Octavius to walk through.
He regards the cowering scientists. One of them clutches a container of red liquid close to her chest.
CUT TO
EXT. CITY STREETS - NIGHT
Close in on one of the buildings, until the top ledge fills most of the frame. A glob of webbing strikes it with a loud SPLAT, a webline connected to it.
PAN DOWN to follow the webline as Spider-Man uses it to swing in the air over the street, shouting with glee.
Spider-Man lets go of the previous webline and swings up the full arc and lets go, flipping a few times and alighting on a rooftop in his usual spiderlike crouch.
EXT. ROOFTOP - NIGHT
CLOSEUP of his wrists. We see that they bulge slightly under his gloves, and tubes peek out from holes cut into his gloves. He rolls up one of the gloves to expose a WEBSHOOTER underneath, a wristband with the webbing device built into it. It looks shoddy-looking, but that's okay: it's a prototype.
EXT. ALLEY - NIGHT
TRACKING SHOT of Octavius' appendages as they run at top speed through the alley.
BACK TO
EXT. ROOFTOP - NIGHT
The climbing sound can be faintly heard, getting louder and closer. This gets Spidey's attention.
Octavius sees Spider-man, and stops in his tracks, surprised.
SPIDER-MAN
Uh, hiya!
SPIDER-MAN
Huh?
INT. OSCORP OFFICE - NIGHT
Osborn and Stromm watch a large monitor displaying OCTAVIUS' POV.
STROMM
Didn't you want Octavius to take on Spider-Man?
OSBORN
Not this soon. He's just now mastered his cybernetic body.
STROMM
Well, he did make his own adjustments to it.
OSBORN
All the more cause for him to become overconfident.
STROMM
Twenty bucks says Ock squashes the spider.
EXT. ROOFTOP - NIGHT
Spider-Man backs away from Octavius, hands out like a hostage negotiatior.
OCTAVIUS
You don't know who I am? You haven't heard of Otto Octavius?
SPIDER-MAN
The guy caught in the explosion at Oscorp a week ago?
(studies Octavius)
Oh yeah...now I recognize you. Your pic was in the paper. Nice threads, by the way. Very Wachowski.
OCTAVIUS
And I have heard of you. The famous Spider-Man, a gaudy wrestler turned vigilante. A mutant.
SPIDER-MAN
Weeeell, that's debatable--
OCTAVIUS
Silence!
(hears approaching sirens and gets antsy)
Are you going to get out of my way, or not?
SPIDER-MAN Well, since you asked nicely...
Octavius sees the webline hit the tower, and looks behind him while moving. He sees Spider-Man swinging toward him and stops, whipping a tentacle at the spider.
Spidey's spider-sense goes off, and he lets go of the webline and drops under the tentacle, landing on the roof.
SPIDER-MAN
You're running from the cops, aren't you?
OCTAVIUS
And if I am, will YOU stop me?
SPIDER-MAN
Uhm, well...yeah.
OCTAVIUS
Hunh. Child.
Octavius gets frustrated by his inability to hit the wall-crawler. Spidey leaps, and perches on a water tower, and Octavius inadvertantly punches through it to hit him. Spider-Man easily evades the attack, and Octavius is swept off the roof by a torrent of water.
CUT BACK TO
INT. OSCORP OFFICE - NIGHT
Stromm seethes, while Osborn smiles.
EXT. ROOFTOP - NIGHT
Spider-Man gloats.
SPIDER-MAN
(through gritted teeth)
Who...rrrgh...writes...your dialogue?
Octavius tries to pull off the shades, but they're webbed to his face.
CUT TO
INT. OSCORP OFFICE - NIGHT
Osborn and Stromm no longer have a visual on the situation since Spidey webbed up Ock's shades, which he left on the rooftop.
OSBORN
Damn! Now we've lost sight of them.
STROMM
I'll send a chopper team to find them. There should be one in that area.
OSBORN
Not in TOO much of a hurry to see if you won or lost the bet, are you?
STROMM
Can you blame me?
CUT TO
INT. COMIC BOOK PUBLISHING OFFICE BULLPEN - NIGHT
We see an office where several artists and other creative people work. Through a door marked "Publisher" bursts STAN, whom we met earlier. He's as excited as ever.
STAN
Steve, you wouldn't believe it! I just thought up this GREAT villain for our new
hero to go up against in the first issue!
STEVE
(without looking up from his drawing board)
Let me guess: a guy with long metal tentacles sticking out of his body?
STAN
(perplexed)
Err..no, a Communist spy who can alter his appearance at will. Where did you
get--?
Steve points out a window. We see Octavius running across the nerby rooftops with his metallic appendages.
STAN
(o.s.)
That's brilliant!
CUT TO
EXT. CITY STREET - NIGHT
Spider-Man moves above the street by casting out weblines and swinging on them, in an attempt to stay ahead of Octavius, who is doing a good job of keeping up.
Spider-Man points his webshooter at another building and presses the palm trigger, but only a tiny quirt of fluid comes out. He frantically shakes his wrist.
SPIDER-MAN
Empty?! Shit!
Still holding on the webline, he begins swinging in the opposite direction, toward the building the webline is anchored to. As this happens, his spider-sense blares, causing him to look up.
POV: SPIDER-MAN
Octavius leaps off the building he was on, pouncing at the CAMERA.
EXT. CITY STREET - NIGHT
Spider-Man reacts instinctively, wrapping his legs around Octavius' head. This trick surprised both of them, and they both swing at a high speed toward the building wall (they're going faster now because of Octavius' added weight).
Octavius' appendages instinctively wrap around the both of them as they prepare for impact.
WHAM!
Spider-Man and Octavius hang there for a few moment's, dazed. The wall now has a huge dent in it. Spider-Man lets go of the webline, and they fall.
EXT. PARKING LOT - NIGHT
The two hit the ground, rolling. Octavius' appendages uncoil, and Spidey rolls out of it to a stop. He gets to his knees, and rattles his brains back together.
He looks at Octavius, who lies face-down on the pavement. Unmoving.
SPIDER-MAN
Whoa...did I...?
Octavius's tentacles stir, then Ock himself rises slowly to his feet. He looks pissed, and his attire looks like it was run over with a mack truck, but other than that, he doesn't look to be damaged to much.
Spidey steps back in disbelief.
SPIDER-MAN
Oh, MAN! Can't I at least DENT you?! Please tell me you felt that a little bit.
OCTAVIUS
(dusting himself off)
I did. You will pay dearly for that.
Without warning, the fight is on once again, as Octavius hurls his tentacles at Spider-Man, who tries his best to stay out of reach. However, he's still shaken from the impact with the building and the subsequent fall, and he catches a tentacle in the stomach, a second in the back, and a third in the jaw. He sails across the parking lot, landing on a dumpster, and falling off.
Octavius strides menacingly toward Spidey, who looks up weakly.
SPIDER-MAN
Oh god...just leave me alone...I can't fight anymore...
OCTAVIUS
Are you begging?
SPIDER-MAN
Well...
OCTAVIUS
I begged for my life once - not so much out loud, mind you; I had my pride - but
in the end it did no good. I was still destroyed.
His appendages lift a car from a parking space, and move it over Spider-Man's head, preparing to crush him.
OCTAVIUS
Luckily, I survived. Now that I have learned the lesson, that whatever doesn't
kill us only makes us stronger...I pass that wisdom onto you. Pray you survive
the lesson.
Octavius brings the car down quickly toward Spider-Man, but Spidey suddenly leaps at Octavius and slams his elbows into Ock's chest. Ock is knocked off his feet, and his tentacles let go of the car.
SPIDER-MAN
That's it!
Spider-Man sits on Ock's stomach, grabbing his collar, and, in a rage, cocks back a fist and swings at Ock's face. Octavius blocks the punch with his forearm, and a loud CLANG is heard. Spidey holds his knuckles in pain and surprise.
SPIDER-MAN
Just how much of you is mechanical, anyway?
Ock answers by punching Spider-Man in the face, sending him tumbling off his perch.
Spider-Man stands, as does Octavius, and the two face each other. Spider-Man seems to have gotten a second wind.
SPIDER-MAN
All right...let's do this hand-to-hand, then.
They charge at each other, and exchange several punches and kicks. Spider-Man, the more agile one, manages to land more hits on Ock than Ock lands on him. Unfortunately, Ock hits harder. He doubles Spidey over with a punch to the stomach, and slams his elbow down across the back of Spidey's neck.
OCTAVIUS
Enough of this game.
Ock wraps a tentacle around Spidey, and punches him with another.
And another.
And another.
He then turns Spider-Man upside-down and slams onto the roof of a car.
Octavius brings Spider-Man closer so the two are face-to face. Spider-Man looks at Ock in a daze, his eyepieces cracked and his facemask torn at the cheek.
OCTAVIUS
Any last words?
SPIDER-MAN
Up...yours...
Octavius backhands Spider-Man, knocking him out completely, and unrolls Spider-Man from his tentacle, flinging him in the air. Spider-Man lands on the rooftop face-down. He looks to be alive, but barely. Octavius watches from the parking lot, admiring his handiwork.
An (unmarked) Oscorp helicopter appears overhead, spotting Octavius with its searchlight. Unfortunately, squad cars also reach him, pulling up in the parking lot.
Octavius quickly uses his appendages to scale a nearby building, not even bothering to dodge the bullets since they don't do much to him. He reaches the helicopter and climbs inside, his tentacles disappearing inside the chopper.
INT. HELICOPTER - NIGHT
Octavius gets settled, and the pilot speaks to him.
PILOT
You in? Good. Let's get outta here before the police choppers get here.
OCTAVIUS
I'm not leaving until Spider-Man is dead.
PILOT
Sorry, no can do, pal. We don't have time. 'Sides, he's gone anyway.
OCTAVIUS
What?
Octavius looks out the window at the rooftop Spider-Man was lying on. Sure enough, the roof is deserted.
OCTAVIUS
Damn!
EXT. ALLEY - NIGHT
The helicopter leaves quickly, despite Octavius' protests. PAN DOWN to the alley, where we see an inured Spider-Man hanging on a fire escape, having apparently fallen off the roof. He attempts to get up, but his muscles give way, and he falls the rest of the way to the alley.
Close in on his face.
FADE TO BLACK
We hear voices, fading in and out.
COP
(v.o.)
He's breathing, sir. Somehow he survived all that.
CAPTAIN STACY
(v.o.)
He's definitely in bad shape. Let's get his mask off him...
The screen explodes with chaotic color and noise. This is apparently a first-person view of his SPIDER-SENSE.
CUT IN
POV: SPIDER-MAN
Spider-Man jolts awake, and sees a MEDIC crouched over him, his hands on either side of Spidey's face. We see all this through cracked eyepieces.
EXT. ALLEY - NIGHT
Spider-Man instinctively pushes the medic away, and leaps backward, scrambling up the side of the building without even trying. His mask is rolled up to his nose, so he pulls it back down. He catches his breath. The cops train their guns on him.
CAPTAIN STACY
Now calm down, son...
SPIDER-MAN
Just leave me alone!
A sudden wave of nausea washes over Spidey, and he almost loses his grip on the wall.
CAPTAIN STACY
You're injured. We can get you some help.
SPIDER-MAN
You just want to...arrest me...
CAPTAIN STACY
Not until we get you treated, and find out what's going on.
SPIDER-MAN
Real...reassuring...
CAPTAIN STACY
We just want to know who you are...and why you've become a vigilante.
SPIDER-MAN
The pay's good. As for who I am...can't help ya there.
CAPTAIN STACY
We've been chasing after you for a week, Spider-Man! We want to know why, and we
want this to be resolved as peacefully as possible.
SPIDER-MAN
THEN you lock me up for doing your job. That it?
The two stare at each other in silence.
SPIDER-MAN
Just let me go. I've had enough confrontations for one night.
CAPTAIN STACY
You're not going to get far in your condition.
SPIDER-MAN
(crawling up the wall)
My problem, not yours.
COP
(to Stacy, readying his gun)
Say the word.
CAPTAIN STACY
Stand down.
COP
Sir?
CAPTAIN STACY
I won't repeat myself.
The cops lower their weapons.
Spider-Man stands on the edge of the rooftop, fires his webshooter (the one still containing webbing), and swings off.
CUT TO
EXT. BROWNSTONE - NIGHT
Spider-Man crawls with the last of his strength onto the roof.
PETER
(v.o.)
The captain had a point: I couldn't get back to Queens in the shape I was in,
and I definitely needed medical attention. Luckily, I was lucid enough to come
up with another option.
He passes out.
PETER
(v.o.)
Too bad I also wasn't in the shape to make even that journey.
FADE OUT
SPIDER-MAN
(v.o., groggily)
Ohhgh....but it's a Saturday...don' have school...wanna sleep in...
POV: SPIDER-MAN
Spidey slowly wakes up to find Curt Connors, the scientist who gave the tour at the demonstration where Peter was bitten by the spider, standing over him.
Spider-Man freaks and scrambles out of the makeshift bed he was sleeping on, away from Connors. He looks around at his surroundings, and finds that he's in the university's genetics lab. His mask is roleed up to his nose again, and he's hooked up tubes to all kinds of monitoring equipment. He quickly rips off the devices. He at least looks to be in better health than when we last saw him.
CONNORS
Just calm down...let me explain...
SPIDER-MAN
I was trying to get to your apartment. How'd I get here?
CONNORS
I found you unconscious near my home. The equipment I had in my lab at my apartment wasn't enough to handle the severity of your injuries, so I took you here. Don't worry, no one else knows you're here.
SPIDER-MAN
(checking his body)
I was almost dead when I passed out...I'm sure I had some broken ribs and internal bleeding. Still hurts, but nothing seems broken. How long have I been out?
CONNORS
Twelve hours.
I contributed to some of your recovery, draining the fluid from your lungs, and repairing the worst of your injuries, but you rapid metabolism allowed you to recover from the rest of it. I've never seen anything like it.
SPIDER-MAN
Beats me. Seemed like a good idea, since you're a scientist.
CONNORS
Well, it's a good thing you did, since most doctors would most like be unprepared for your physiology.
SPIDER-MAN
My..."physiology"?
CONNORS
In the strictest of terms, you're still human, but you're also steadily evolving into your own biological classification.
(typing on a keyboard)
The introduction of arachnid RNA into your genome basically triggered an unforeseen chain-reaction, altering other traits to compensate for the change. This would account for the increased strength, metabolism, as well as other superhuman abilities.
SPIDER-MAN
Wait, wait, back up..."unforeseen"?
CONNORS
(walking to a glass container, where the test spiders are situated)
From what I've been able to determine, your...mutation...occurred fairly recently, possibly within the last two weeks. That and a cursory look at the changes in your DNA lead me to believe that you were somehow involved in the experiment conducted by ESU to transfer arachnid DNA into other species. During that demonstration, one of the test spiders escaped.
SPIDER-MAN
Well..yeah...
(trying to make a weak joke)
Does that mean I can sue the college?
CONNORS
What it means is, we were not expecting the spider to be able to transfer its RNA in that fashion. "We" meaning the genetics staff, of course. What's even more amazing is that a non-arachnid, a HUMAN, was affected by this to such an incredible extent.
SPIDER-MAN
So tell me, Doc...how long do I have to live?
CONNORS
From what I gather, your mutation is nonlethal. Any unfavorable side-effects were corrected within the first day. However, there is a possiblity that the mutation is an ongoing process, the end result of which I can't begin to predict.
(beat, gravely)
In all likelihood...when all is said and done, you may not even be human.
CONNORS
Perhaps...or a unique organism with the aspects of both and neither.
SPIDER-MAN
Oh great, this makes my day.
(game show announcer voice)
"Congrats, Spidey! You've just won a one-way, all-expenses-paid trip to Freakville! You'll spend the rest of your fun-filled days and nights spinning webs, catching bugs, and living in fear of waterspouts. And if you're EXTRA lucky, you could even be recruited by that magnetic mutant guy with a bucket on his head, since you'd actually fit in with his crowd! Don't you wish you'd gotten the consolation prize?"
SPIDER-MAN
(sigh)
Sorry, Doc...I know you're just giving me the facts...but it's hard to accept being told something like this.
CONNORS
(putting a hand on his shoulder)
Perfectly understandable. No one expects you to be okay with this news. It will take some time to process.
SPIDER-MAN
Thanks...for all you've done for me. It's actually something of a relief to finally know what's happening to me.
(looks out a window, seeing the sunrise)
Listen, I have to go...
SPIDER-MAN
(looking at his wrists)
These? Web-squirter thingees.
CONNORS
Oh...I see.
CUT TO
EXT. NEW YORK STREETS - MORNING
Spider-Man jeaps from building to building, instead of swinging on weblines.
A few spectacular shots of Spider-Man traversing the city, bathed in golden sunlight.
CLOSEUP of Spider-Man's masked face as he runs and jumps, breathing audibly.
Spider-Man leaps across the space between two landings, and clings to the side of an apartment building. He looks at his reflection in the window.
Spider-Man climbs up the building.
He cartwheels onto the rooftop.
EXT. FOREST HILLS - MORNING
Spider-Man finally reaches his neighborhood, visibly exhausted. He tries to stay in the bushes, out of sight of traffic and pedestrians, which isn't easy. He leaps onto the roof of a house, and travels that way.
Spidey reaches the roof of his house, and crawls down to his window, opening it.
Spidey crawls in.
DISSOLVE BACK TO
INT. SUBWAY TRAIN - NIGHT
Peter Parker (the present day version) sits in his seat on the subway train, still reminiscing.
PETER
(v.o.)
Turns out Aunt May solved the dilemma of what do with my Spider-Man identity for
me. When I got home that morning, she subjected me to a two-hour lecture and
grounded me for a few days. I could only leave the house to go to school...
DISSOLVE TO
EXT. DAILY BUGLE - DAY
CLOSE IN on the Daily Bugle building.
PETER
(v.o.)
...and to find a job.
INT. JAMESON'S OFFICE - DAY
We see Jameson in his usual lousy mood, as he searches the drawers of his desk, chomping on his ever-present cigar, and mumbling to himself.
JAMESON
Never a blasted pen around when you need one...
A knock on the door.
JAMESON
(looking up, agitated)
Whaddaya want?
ROBBIE
(v.o.)
There's a young man here to see you.
JAMESON
I'm busy! Tell him to scram!
ROBBIE
(v.o.)
He says he has some Spider-Man pics he wants to sell.
JAMESON
I don't care wh--Spider-Man? Don't just STAND there, Robbie; send him in!
The door opens, and Robbie ushers Peter in, who holds a manila envelope full of developed pictures. Jameson continues to root through his desk.
JAMESON
(without looking at Peter)
Sit down.
Peter pulls up a chair, and puts the folder on Jameson's desk before sitting down.
JAMESON
(still looking through the desk)
Name?
PETER
Peter Parker, sir.
JAMESON
Parker...you're responding to the ad about the reward for Spider-Man photos,
huh?
PETER
Yes sir.
JAMESON
What makes me think these are any better than the dozen-or-so crap pictures I've
seen from every other bozo who walks in here?
PETER
(uncomfortable)
Well...for starters you could look at the pictures, sir.
JAMESON
(looking up at Peter)
You getting smart with me, boy?
PETER
Uuhh...no...
Jameson picks up the envelope, opens it, and removes the pictures from it.
Over Jamesons shoulder, we see the pictures Peter took of himself as Spider-Man the first day he was in costume.
JAMESON
How'd you get that close to 'im, kid?
PETER
Well...he, uh, rescued me from some muggers...and I had my camera with me,
and...he let me take some pictures of him.
Jameson looks at Peter, not believing a word of it.
JAMESON
(stuffing the pictures back in the envelope)
Yeah right. Or, you made a cheap knockoff of his costume, and set the camera on
a timer, and took pictures of yourself! How stupid do you think I am?
PETER
Err..
JAMESON
(tossing the envelope back to Peter)
Get him outta here, Robbie! That's the third one this week!
PETER
But I...
ROBBIE
(to Jameson)
How do you expect any front page pictures of Spider-Man, Jonah, when you reject
all the pictures you get?
JAMESON
I can't stand hoaxes, Robbie. I can smell 'em a mile away!
ROBBIE
(walking to Jonah's desk and placing both hands on his desk, staring Jameson in
the eye)
Jonah, with all due respect, sir, you wouldn't know a hoax if it shaved your
moustache!
Jameson looks incensed at this.
ROBBIE
I've stood here and watched you embark on this crusade against Spider-Man, even
when all you do is persecute him on little-to-no evidence. You offer a cash
reward to people who show up with pictures of him, but you never fail to find a
way to turn them down and keep from publishing the photos! Meanwhile, all the
Spider-Man images we've had to work with are sketches from our art department,
and not a single photo of Spider-Man has graced the Daily Bugle!
JAMESON
Now listen, Robbie, I--
ROBBIE
Are you ever gonna put your money where your mouth is, or is this paper gonna
continue to lose credibility?
It's your call.
Jameson looks at Robbie in silence, then looks at Peter.
JAMESON
All right, all right, we'll publish 'em...
PETER
YES! Thank you!
JAMESON
On one condition.
PETER
Uh...what's that?
JAMESON
Come up with pictures that don't look so fake. Track down the real Spider-Man if
you have to.
Peter nods.
PETER
So...do I get paid for these?
Jameson looks at him sternly.
PETER
Guess not...
ROBBIE
You'll get paid, Peter, don't worry.
Jameson raises an eyebrow at Robbie.
JAMESON
But if you expect to make a permanent job of this, you're--
ROBBIE
Actually, Jonah, I already signed him on as a freelancer. He's a bright kid. We
could use him.
JAMESON
Oh really...? Parker, could you excuse us for a minute?
PETER
Uh, sure, Mr. Jameson.
INT. DAILY BUGLE CITY DESK - DAY
Peter steps out of Jameson's office and closes the door. He's then treated to the sound of:
JAMESON
(v.o.)
WHAT THE HELL ARE YOU TRYING TO PULL, ROBBIE?
PETER
(under his breath)
Maybe McDonalds wasn't such a bad idea after all...
INT. SUBWAY TRAIN - NIGHT
Peter continues sitting in his seat, deep in thought.
EXT. WESTWOOD CEMETARY - SUNSET
Peter approaches a tombstone. We see that he's alone. He kneels in front of the headstone, and frowns, trying to decide what to say. Then, after a long pause:
CUT TO
INT. PETER'S ROOM - NIGHT
Peter injects more webbing fluid into small cartridges, then loads the cartidges onto his webshooter wristbands.
CUT TO
EXT. NEW YORK CITY - NIGHT
Spider-Man webswings through the city with a renewed vigor.
EXT. PHARMACEUTICALS COMPLEX - NIGHT
The top three floors of the R & D lab building are englufed in flames, and almost completely decimated. Alarms ring deafingly. This is very similar to the explosion Octavius was caught in weeks before.
Spider-Man swings up to the building face and lets go of the webline. He clings to the wall, and watches as the columns of smoke and flame pour from the massive hole.
Spider-Man leaps into the hole, past the smoke, and drops onto the floor in a sprawl.
He looks around, staggered by the immense heat. The fire roars around him.
His spider-sense strobes, and he ducks quickly while twisting around to look behind him. Octavius' long steel tentacle arm punches the steel wall near Spidey.
Octavius strides toward Spider-Man, wearing flame-resistant attire, and a gas mask. He sends another tentacle at Spider-Man.
Spider-Man foregoes the banter and sidesteps it quickly, knowing that attempting a jump with limited oxygen isn't a smart idea in this situation. Nevertheless, he attempts to run back for the hole to escape.
Octavius catches up with him and wraps his appendages around Spidey, then holds him up to the smoke column.
Spider-Man struggles for a moment or two, then passes out coughing.
EXT. OSCORP LAB COMPLEX - NIGHT
Octavius leaps out of the yawning hole, Spider-Man wrapped in a tentacle, while the others break his fall and allow him to cross the complex rapidly.