Spider-Man 3 (2007) Script

It's me, Peter Parker. Your friendly neighborhood... you know.

I've come a long way from being the boy who was bit by a spider.

Back then, nothing seemed to go right for me. Now...

Wow, look, it's Spider-Man!

Super cool! Spider-man!

People really like me.

Stick around. It's gonna start again in a couple minutes.

That's okay.

The city is safe and sound.

I guess I've had something to do with that.

My Uncle Ben would be proud.

I still get to school. Top of my class.

Now, the Hamiltonian shows us... that the energy levels are perturbed by the electric field.

From the form of this matrix, we can see?

Miss Stacy?

That only the "m equals zero quantum states" are affected.

Correct. Good work, Miss Stacy.

Parker? You got something to add?

No, sir.

And I'm in love with the girl of my dreams.


Miss Watson left a ticket for me. Peter Parker.

Excuse me. Sorry.

Thank you. Sorry.

I'm so nervous.

That's my girlfriend.

I thought she was good. Yeah.



I need to talk to you.

Explain things.

Tell it to my father. Raise him from the dead.

I'm your friend, Harry. I cared about your father.

M. J!

Peter! Congrats!

Was I good? Good? You were great.

You were... You said great.

I love my flowers, they're beautiful. And those are from Harry.

Was he here tonight? Yeah, I ran into him outside.

What's with you guys anyway? It's complicated.

Tell me again. Was I really good?

I was so nervous. My knees were shaking.

Your knees were fine. The applause wasn't very loud.

Yes, it was. Well, it's the acoustics.

It's all about diffusion. It keeps the sound waves from grouping.

When the sound waves, they propagate, then it's like an...

You are such a nerd.

Did you see that one?

You know what?

I'd like to sing on-stage for the rest of my life... with you in the first row.

I'll be there.

Tell me you love me.

I love you.

I love you so much.

I always have.

Ready? Yep.

You can't hide here, Flint.

I'm just here to see my daughter. You are an escaped convict.

The cops are looking for you. You're not getting near her.

You're nothing but a common thief.

You maybe even killed a man? It wasn't like that.

It wasn't.

I had good reason for what I was doing.

And that's the truth.

You and the truth, sitting in prison, having three meals a day together.

I live in the presence of great truth... and that is the truth that you left behind... right there in that bedroom.


I missed you.

I miss you too, Daddy.

I promise I'll make you healthy again.

Whatever it takes, I'll get the money.

You get out of here. Now.

I'm not a bad person.

Just had bad luck.

Peter, what is it?

It's M. J.

I'm gonna ask her to marry me. Oh, Peter.

The day your Uncle Ben asked me to marry him, we were so scared.

And excited.

And very young.

And I loved him so fiercely.

And you said yes, right? No.

I wanted to say yes, but I said no.

I wasn't ready. Neither was he.

So we took our time.

Looked forward to it.

Didn't want to run into something with nothing to count on but love.

A man has to be understanding... and put his wife before himself.

Can you do that, Peter?

Yeah, I think I can.

Then you have my blessing.

I hope you've considered a proper proposal.

Your uncle had it all planned.

He took me to the beach one Sunday.

Oh, he was a knockout in his bathing suit.

And I didn't look too bad myself.

We were very good swimmers.

And it was a beautiful day and he said:

"Let's swim to the island."

And at the island, we found a perfect spot by an old tree... and we lay down and looked up at the sky.

And then he said, "Close your eyes, May."

And I did. And then he said, "Open them."

And I did.

And he was holding this ring.

Dazzling... in front of me.

I thought it was the sun.

We'd be married 50 years... come August if...


I hope you'll make it very special for Mary Jane.

Do something she'll never forget.

Give her this.

Go on. Take it.

Harry. You knew this was coming, Pete.

Listen to me. I didn't kill your father.

He was trying to kill me. He killed himself.

Shut up!

I'm still here, Peter.

Hate those things.




Oh, my God.


Come on!


Defib. Two hundred.

And clear.

No response.

Recharge, let's go again. Go ahead.

Charging. And clear.

No response.

Let's recharge and do it one more time. And clear.

Captain Stacy.

What's this? Flint Marko.

The guy we tied to the Ben Parker homicide.

What about him? Broke out of Rikers.

And? He's on the run.

He's in the marshlands. I think we got him.

There he is.

You two, take the west side. Tommy, take the east.

Where did he go?

Capacitors charged. Right.

Donnie, we got a little fluctuation on one.

There's a change in the silicon mass. It's probably a bird. It'll fly away.

Initiating demolecularization.

How is he? He's gonna be okay.

But there's been some memory impairment.

Particularly his short-term memory.

Right now he can't remember the accident... or anything that happened to him recently.

Is it permanent?

It could be. Only time will tell.

He's awake if you wanna see him.

Maybe I should wait.

No, it's fine. Just keep it brief. I want him to rest.

Hey, buddy.


Hit my head.


Doctor said I was in an accident.


I don't remember much of anything.

My father... he died, right?

This is all so weird.

Hi. I got here as fast as I could.

I know that face.

How you doing?

I don't know.

Last thing I remember, I was fine.


You're still fine.

We love you, Harry.

It feels like... somehow I've been gone for a really long time.

And now I'm back home.

It's good to have you back.

I'm sorry, I'm gonna have to ask you guys to scoot, okay?

Okay. All right. Thank you.

Well, I'll see you tomorrow.

Yeah. Great.

Get some sleep.

I think he's gonna be fine. I think so.

And you guys seem great. Yeah.

You have lovely friends.

My best friends.

I'd give my life for them.

Yeah? It's me.


Peter, you know I can't open the door.

It's stuck again?

Just come on and help me.

I'm coming.

Hey. The review.

They hated it. They hated me. Well, they can't hate you.

"The young Miss Watson is a pretty girl... easy on the eyes, but not on the ears.

Her small voice didn't carry past the first row."

That's ridiculous, I was right there.

You were in the first row.

Yeah, this... Listen, you were great.

That's a critic. This is something you're gonna have to get used to.

Believe me, I know. Spider-Man gets attacked all the time.

This isn't about you. This is about me. It's about my career.

I know, and I'm just saying you can't let it bring you down.

You gotta believe in yourself and pull yourself together.

You get right back on the horse and...

Don't give me the horse thing.

Try and understand how I feel.

It's just...

I look at these words... and it's like my father wrote them.

All cars. All cars in the vicinity of 54th and Sixth Avenue, please report.

Crane out of control, approach with caution.

"Go get them, tiger"?

I'm sorry.

Oh, my God. 7-Adam to Central.

That crane job you sent us on? It's bigger than we thought.

We're gonna need a major mobilization right away.

Shut it down at the generator. Now!

Okay, Gwen, I've got a secret: It's my copier.

What is that thing doing in my background?

They got some kind of short. Can't shut down the crane.

Get Edison on the phone. Kill the power to the whole block.

Are you all right?

It's coming back.

Oh, no.

Oh, my God. That's Gwen. What?

What's she doing up there?

I just saw her last night. She said she had a modeling gig.

Who are you? It's Brock, sir. Edward Brock Jr.

And I work at the Daily Bugle.

And I'm dating your daughter.

You okay?

Yeah, I'm fine.

Thank you.

Hey, Spidey, hold on. Bugle needs a photo.

Thank God you're okay. Daddy.

Hey. I'm the new guy.

New guy?

You okay?

From now on, I am gonna be taking shots of you for the Bugle.

So smile. Are you smiling? Just kidding.

They got a guy. Who, Parker?

Yeah, look, just between you and me, guy's kind of an amateur.

Have you noticed his stuff makes you look a little bloated?

Just... Yeah, a little chunky.


But you don't have to worry about that anymore, buddy.

Dazzle me.

Just something the boys in the Ad Department and I whipped up.

As you know, circulation at the Bugle's been pretty good.

Though not as good as The New York Times.

Or the Daily News, or the Post, or several other smaller...

Get on with it, you moron...!

What? Your blood pressure, Mr. Jameson.

Your wife told you to watch the anger. You tell my wife...

Thank you.

So I propose this campaign.

"Daily Bugle. " That's obvious.

"It's hip, it's now." I came up with that one.

"It's wow." That's actually Erickson. He goes crazy.

We gave him a couple lattes, it's like:

"And how." That's me again.

Time to take your pill.

Not that one.

Not that one.

Drink plenty of water.

Thank you.


He's busy. I'm just here to talk to you, beautiful.

What's that smell?

That's a little something called Nice and Easy. What's on you?

It's called Go Away.

That is the dumbest idea you've ever had... and you have had some doozies. Blood pressure.

Hey, where are you going?

Who are you? You hired him last week. Freelance.

I did? What's that smell? It's Brock, sir. Edward Brock Jr.

Can I just say I really like that shirt? It's the crane accident.

Check out the light. He likes my shirt.

Hey, Betty. Hey, Pete.

You better get in there. New guy.

He's trying to sell some Spidey photos.


Parker. You're late, maybe too late. Bruckner beat you to it.

It's Brock, sir. Edward Brock Jr.

But I got you this. But he got me this.

I didn't see you there. How'd you get that high?

Climbed. Nearly fell off a flagpole. A flagpole?

Which one do we use? I like Bernstein's.

It's better. Cheaper too.

Congratulations, we'll use yours. I'll pay you 50 bucks.

All right, J. J., I'm your man.

I know more about a good picture than any photographer.

See, photography, it's not just about, no offense, flagpoles or whatever.

It's about lighting. Composition. Drama.

I want a staff job, sir.

I have a girl that I intend to marry... and I guess, I don't know, I have this stupid little dream... of working with one of the greatest newspaper editors of our time.

J. Jonah Jameson.

Well, we do have an opening. Johnson quit, remember?

You fired him. Whatever.

I know what makes a good picture and I've been here a long time.

If there's a staff job, I think I deserve it.

He's right, Jonah. Peter's been with us for years. He's done a great job.

You want a staff job, you want a staff job.

Anybody care about what I want? I do.

Shut up. Get out.

I want the public to see Spider-Man for the two-bit criminal he really is.

He's a fake, he's full of stickum. Catch him in the act.

Spider-Man with his hand in a cookie jar.

Whoever brings me that photo gets a job.

What're you waiting for, Chinese New Year?

I'm on it, boss.

You'll never get that shot.

Oh, we'll see.

You know, I guess one person can make a difference.

Enough said.

Welcome home, Harry.

Thank God you're all right. Thanks, Bernard.

Bernard. Sir.

Got you a little homecoming present.

It's your old ball. Yeah.

Thanks, buddy.

We were pretty good in the backyard, weren't we?

We were terrible. And we tried out for the varsity team.

For the cheerleaders. Right.

Hey, do I have any girlfriends? I don't know.

You don't?

Hey, Bernard. Do I have any girlfriends?

Not that I know of, sir.

It's a pretty cool pad, huh?

It's okay.

Looks like I'm not hurting for money. No.

Well, maybe I can turn this no-girlfriend thing around.

You know, he always appreciated how you helped me through high school.

Just wish I could remember more about him.

Well, he loved you. That's the main thing.

Hey, let's watch a game in the kitchen. Get something to eat.


Heads up.

Did you see that?

Still got the moves. Yeah.

Why are we stopping?

What is she doing here?

Well, Gary was supposed to call her agent.

Hi, honey. We tried to reach you.

I'm sorry.

One critic?

No, all the papers, dear.

Mary Jane, honey, sit down. Let us explain it to you.

Listen, if you'd like, we could say you became ill.

That was so poorly handled.


Let's just rehearse.

All right, Spidey.

Spidey! Spidey! Spidey!

Excuse me, miss? Could I please see that gorgeous smile?

Hi, Eddie.

You're so beautiful. This is front-page stuff.

I gotta practice. See you later.

How about tonight? Not tonight.

Why not?

What about that amazing, amazing night that we had?

We had a coffee, Eddie.

Hey, beautiful.

One more.

Everything okay? Yeah, I'm fine.

You're not still mad at me, are you? No, Peter, I'm proud of you.

Hey, I'm gonna be swinging in from over there.

Oh, yeah? So you know where to look.

Give them a good show.

Don't worry about that review.

We're gonna be laughing about it tomorrow night, I promise.


Isn't that that guy from that prison break?

He fits.

Hey, you. Halt.

Cover the back.

Hon, be careful.

He's in the truck.

Round the front.


People of the city of New York...

I am here today because I fell 62 stories... and someone caught me.

Someone who never asks for anything in return.

Someone who doesn't even want us to know who he is.

Hey, M. J.

Harry. Hey.

Where's Pete?

Taking somebody's picture, I guess. Right.

I'm so happy to see you. You look so good, Harry.

I've never felt better.

It's a weird feeling not knowing who you are.

Bump on the head, I'm as free as a bird.

Will you bump me on the head?

Hey, Pete said you're in a play.

You came. You sent me flowers.

I did? I'll come again tonight.

You can't. I was let go.

What happened?

I wasn't very good.

You know, this is embarrassing... but I once wrote you a play in high school.

You wrote me a play? Yeah.

Harry, that's the sweetest thing.

So I ask you: When you're dropping without a parachute... or your store's being robbed or your house is on fire... who is it that breaks your fall... puts out the flames and saves your children?


They love me.

Then let's hear it for your one and only... friendly neighborhood Spider-Man.

Hey. What's up? All right. How you doing?


Hey, guys.

Spider-Man. Spider-Man.

Hey there. Hi.

Kiss him. Kiss him.

Kiss him. Kiss him. Kiss him.

Go ahead, lay one on me.

Really? Yeah, they'll love it.

Kiss her. Kiss him.

No, Spider-Man, no.

All right.

Hope Pete's getting a shot of this.

Hey, hey, are you okay?

Yeah, I'm fine.

Hey, man, we got something on the roof.

Jig's up, pal.

I don't wanna hurt you. Leave now.

I guess you haven't heard. I'm the sheriff around these parts.



Where do all these guys come from?

I'm sorry, I don't speak...

But this is a French restaurant, non?

Name, please? Parker, Peter.

Here we are.

Table for two. Parker.

Parker. That is what I said: Parker.

I have a request.

My girlfriend will be coming and I have this ring.


Oh, so you want to pop the question tonight, huh?

Yes, and I wanna do something very special.

I love it. Romance.

I am French.

When I signal you, if you'd bring some champagne with the ring...

In the bottom of her glass? Perfect.

Also, I thought at the same time... if the musicians would play this song...

Their favorite.

And take good care of the ring.

Oui, with my life, monsieur.

I like you.

Thank you.

Okay, so...

Oh, would you like some champagne?

How'd that get in there?

Oh, don't cry.


Look at you. Wow, beautiful.


This place in your budget?

Oh, well, it's a special occasion.

You're on Broadway.

I don't feel like much of a star tonight.

Well, you are a star. And you've earned it.

Peter... you have no idea how I feel right now.

Oh, no, I know exactly how you feel.

Listen, I have been through this. It happens to me all the time.

I see Spider-Man posters in the window... kids running around with me on their sweaters...

Big Halloween item.

I don't know, I guess I've become something of an icon.

Like yesterday, they kept screaming, "Spider-Man, Spider-Man."

I don't know, you know, I mean, I'm thinking to myself:

"I'm just a nerdy kid from Queens. Do I deserve this?"

Hi, Pete.


Hi, my parents and I were just having dinner here.

Hello. I'm Gwen Stacy. Hi.

This is Mary Jane Watson.

Oh, it's so nice to finally meet you. Pete talks about you all the time.

Gwen is my lab partner in Dr. Connors' class.

Pete's something of a genius. I'd be completely lost without him.

Which actually reminds me...

Pete, if you've got a picture of my kiss with Spider-Man... could you bring it to class?

I'd really love it. For my portfolio.

After all, who gets kissed by Spider-Man, right?

I can't imagine.

Well, it was lovely to meet you.

Good night. Good night.

Oh, she's in my science class.

It's not her best subject.


How come you never mentioned her?

She's your lab partner?

You saved her life?

She thinks you're a genius... and she had her polished fingernails all over you?

Or didn't you notice?

And she gave Spider-Man the key to the city.

I'll never forget that.

She's just a girl in my class.

Let me ask you something.

When you kissed her... who was kissing her?

Spider-Man or Peter?

What do you mean? You know exactly what I mean.

That was our kiss.

Why would you do that?

You must have known how it'd make me feel.

Do you wanna push me away? Push you away?

Why would I wanna push you away? I love you.

You're my girlfriend. She's a girl in my class, M. J.

I don't feel well. I'm sorry, I have to go.

No, w...

Where are you going? Please, don't follow me.

Here we are.

Hi, it's M. J. Sing your song at the beep.


I wish you'd pick up the phone. I don't know what's going on or...

I don't know if you got the messages or what.


I just wanna talk to you.

Okay, call me. Bye.

Hello? Mr. Parker?


This is Detective Neil Garrett from the 32nd Precinct.

I'm calling on behalf of Captain Stacy.

He would like you to come down to the station.

Originally, we thought that this man, Dennis Carradine... was your husband's killer.

We were wrong.


Turns out Mr. Carradine was only an accomplice.

The actual killer is still at large.

What are you talking about?

This is the man who killed your husband.

His name is Flint Marko.

He's a small-time crook who's been in and out of prison.

You got this wrong.

Two days ago he escaped.

Evidently, he confessed his guilt to a cellmate... and we have a couple of witnesses who will corroborate the story.

No, wait, son. You don't wanna do this.


Hey, get in! What are you doing?

Would you put these photos away, please?

I'm sorry, Mrs. Parker. I know this isn't easy... but, please, be patient with us.

We're doing our job. We will catch him.

No, you're not doing your job.

I watched my uncle die, and we chased down the wrong man.

Now you're telling me you had suspicions for two years? Witnesses?

Why weren't we told about this? Settle down.

I have no intention of settling down.

This man killed my uncle, and he's still out there!

L-20 Parkway.

All officers in the vicinity, please report.

We have an abandoned vehicle... and an elderly man in the middle of the street.

Sorry, Wabash Avenue.

Peter, it's M. J.

I'm not here about what happened at dinner.

Just please open up.

Aunt May called me. She told me about what happened.

She's worried about you.

I'm worried about you.

Don't be. I'm fine.

I don't want you to do something stupid.

Like try to find my uncle's killer?

And do something you'll regret.

Like with that other guy.

He had a gun on me. I made a move and he fell. I told you that.

I'm not accusing you of anything. 10-22, auto at 556...

Will you turn that thing off? Crossing 5-6 to 5-7.

Yeah, Central, this is Car 3-9 responding to your Sixth Avenue call.

Peter, I'm here because I care about you.

And I know that you made a mistake and that you feel guilty... but I wanna be here for you.

Okay. I get it. Thank you.

But I'm fine. I...

I don't need your help.

Everybody needs help sometimes, Peter.

Even Spider-Man.

Ninety X-ray, 98.

Two-four King, respond to 1031 at 642 Madison Ave.

One-three Thomas, respond to 1020 at 540 East 107.

Male complainant inside apartment. May be on first floor.

Three Henry 10- 11, I have a residence. 73818...

Don't hurt me. Just give me a chance!

What about my uncle? Did you give him a chance?

Did you?

Where am I?

What is this?

I feel...

This feels good.


This is something else.

What do you think?

I've never seen anything like it.

I'm a physicist, not a biologist... but let me look at it in the morning. Run some tests.

Can we do that now?

It seems to like you.

Don't let any of that get on you. Why not?

It has the characteristics of a symbiote... which needs to bond to a host to survive.

And sometimes these things in nature, when they bind... they can be hard to unbind.

Bank robbery in progress, First Eastern Bank at 202 Bismark.

Another sandstorm is reported in the vicinity.

All cars proceed with caution. Marko.

Buddy, love the new outfit.

This is exactly what I need to scoop Parker.

Give some of that web action.

See you, chump.

What the hell?

Flint Marko.

What do you want from me? Remember Ben Parker?

The old man you shot down in cold blood?

What does it matter to you, anyway?


It's time to pay, Marko!

Good riddance.

Rent. Not now.

Listen, it's a free country. It's not rent-free country.

Leave me alone. Give me rent.

You'll get your rent when you fix this damn door!

That wasn't cool.

He is a good boy.

He must be in some kind of trouble.

Flint Marko, the man who killed Uncle Ben... he was killed last night.

Oh, my.

What happened?

Spider-Man killed him.


I don't understand.

Spider-Man doesn't kill people.

What happened?



He was...

I thought that you'd feel...

He deserved it, didn't he?

I don't think it's for us to say... whether a person deserves to live or die.

But, Aunt May, he killed Uncle Ben.

Uncle Ben meant the world to us.

But he wouldn't want us living one second... with revenge in our hearts.

It's like a poison. It can...

It can take you over.

Before you know it, turn us into something ugly.

He said it was a good idea. Yeah.


Hey, Harry, it's M. J.


I need some company.

Are you doing anything? Can I stop by?

Yeah, sure, come on over.

Okay. Are you sure it's okay?

No, I'm not doing anything. Please, come over.

Okay, I'll see you soon. Great.


Bernard. Yes, Mr. Osborn?

We're having a guest. Can you get some food?

A guest? Yeah, a guest.

A "guest" guest? Will you just get some food?

Right away, sir.

Hey, Mr. Ditkovitch.

An orange? No, thanks.

Listen, I'm really sorry for what happened earlier.

I shouldn't have yelled about that door. It was nothing to be angry about.

It's no big deal.

But if you feel that bad about it, you can buy me pizza sometime.

Today's good. Okay.

Have problem with the phone? No, no. I was just...

Well, I was trying to figure out what to say.

If it's a woman you're calling, then you say:

"You're a good woman. I am good man."

Hi, Pete. Hi.

He's calling a woman.

Mary Jane? I think that would be so good...

This is none of your business. Go. Go. Call.

You should call. Thanks.

Bye. Bye.


You hungry? Yeah.

Come on.

I hope you like peppers. I love them.

No. Please.

Oh, the butter.


Check this out.

Well, we can use that part.

You've been dreaming.

Nothing like a little self-deception to get you through the night.

All right. When did you write that?

Twelfth grade. It's intense.

So you want the part? I'd love to be in your play.

It's yours.

You know, there's not even a scar.


Sorry. Me too.

I didn't mean to do that. No, it's okay. Please, forgive me.

Mary Jane.

Mary Jane.

Mary Jane, please. I'm sorry.


You've taken your eye off the ball.


What have you done?

Avenge me!

My father, he died, right? Yeah.

Just wish I could remember more about him.

Well, he loved you. That's the main thing.

I swear on my father's grave, Spider-Man will pay.


Remember me?

Yes, Father. I remember.

I was right about her. About Peter.

About everything.

You know what you must do. Make him suffer.

Make him wish he were dead.

First, we attack his heart.

Hi, it's me. Sing your song at the beep.

Hey, M. J. It's Peter.

I wanna talk to you about last night.

I don't know what I was thinking.

I know you were just there to help and I...

I don't know. I wanna see you.

If you want Peter to live, you're gonna do something for me.

Yeah? It's Ursula.

Come in.

Hi, Pete. Hi.

There's a phone call for you.

It's Mary Jane, she called back.

Really? Yeah.

I put the phone on top of the thing. Thanks. Okay.

Hey. Hi.

Oh, I'm so glad you called. I've been trying to...

Can you meet me? You bet.

Now? Okay. Where?

At the bridge in the park.

On my way. Okay.

Okay. Hey. I love you.

You look beautiful.


You okay? No.

There's something I have to tell you, Pete.


It's not working.

You and me.


I don't wanna see you anymore.

What are you talking about?

I don't know.

I'm lonely.

You aren't there for me.

I can't do this.

It's over. No. Please. Please don't say that.

I know I've been selfish, but I can do better. I can change.

It's not that simple. We love each other. I love you.

We have problems. When people have problems... they work it out. They talk to each other.

Look, you see?

You know what this is?

You know what I want for us? There's someone else.

I've fallen in love with someone else.


She says that she's lonely, that I'm not there for her.

There's another guy.

Well, how you holding up?

Not good.

Harry, I was gonna propose to her.


Well, she's been going through a tough time lately. Career.

I mean, a singing waitress at a jazz club?

It's not exactly what she had in mind for herself.

Singing waitress? What are you...? What are you talking about?

Well, she was fired from the show. Didn't she tell you?

She was fired?

She was fired and she told you? She didn't tell me?

Well, that's why I asked you here, Pete.

I'm the other guy.


Look, she came to me one afternoon, troubled.

She needed someone and I was there for her.

I've always loved her, Pete. You know that.

It just... started.

I don't believe this. I don't... I don't believe you.

Look, I'm really sorry.

I just thought you should know.

Can I warm you up? Yes, please.

How's the pie?

So good.

Would you like a drink?

I'm sorry. What was I thinking?

Bad for the public image, right, Mr. Key-to-the-City?

What did you do to her?

I did what you failed to do. I was there for her.

Mary Jane and I, we understand each other.

She doesn't know what you are. Peter, she knows me very well.

And when she kissed me, it was just like she used to kiss me.

That taste...


How'd you like that, Spidey?

That all you got?

Stings, doesn't it? I protected you in high school.

Now I'm gonna kick your little ass.

Gonna kill me like you killed my father?

I'm done trying to convince you.

You took him from me. He loved me.

No. He despised you.

You were an embarrassment to him.

Look at little Goblin Junior. Gonna cry?

Spider-Man used to make me feel safe.

Now I'm afraid to walk home from work.

My son thought the world of this guy. I have a daughter, loves Spider-Man.

Who's she to look up to? This is the guy they gave the key to?

I'm gonna put some dirt in your eye.

Cheers to the new staff photographer. Hey, I just got lucky.

This is so wonderful for you.

Well, you might wanna tell J. J. To make a little more wall space.

Wow, good morning. It's a beautiful day, huh?

What was it you said? I'll never get that picture?

There's your hero.

I never thought he'd really do that. See? Right there.

You made a judgment call. You gotta see it as it is.

Funny you should say that... because I was looking through some old photos and it looks very... similar.

Okay. Well, I gotta get back to work.

You're trash, Brock. Excuse me?

Your picture's a fake.

Oh, Parker, you are such a boy scout.

When are you gonna give a guy a break?

You want forgiveness? Get religion.

What's going on here? Are you guys all right?

Yeah. No, we... We're just horsing around.

Look, I'm begging you. If you do this, I will lose everything.

There's not a paper in town that will hire me.

You should've thought of that earlier.

What are you doing, Peter?

Show this to your editor. Tell him to check his source next time.

It's a fake.

Empire State Photographic Department confirms it.

Pack your things. Get out of my building.

I was just trying... You're fired.

We're gonna have to print a retraction now.

I haven't printed a retraction in 20 years.

Hello. Mr. Parker, Dr. Connors here.

Oh, Dr. Connors. How are you?

Quite a specimen you left me, Parker.

Its chemistry is not unlike the chondritic meteorites of the '70s.


That's good. You know what, Parker?

Parker? Get me some milk.

It amplifies characteristics of its host.

Hey, give me another cookie. Especially aggression.

This could be dangerous.

Peter, you didn't keep any, did you?

You got any with nuts? I have some nuts. I could make some.

Go make me some. Peter?

No, no, no. Course not.

These shots are so good.

I'd love to shoot you sometime.

Peter Parker. Peter.

Parker. Miss Brant, that's not the position I hired you for.

Black-suit Spider-Man.

Peter, these are incredible.

We gotta have these, Jonah. I'll pay you the usual rate.

If you want the shots, I'll take the staff job... double the money.


You are really gonna dig this joint.

Do you think I'm...? I'm dressed all right?

Too fancy or too...

Are you kidding me? You're looking fine, babe.

Thank you. Love that little giggle.

Hey, keep it open there, pops.

Oh, this is so cool.

I have never been to a jazz club before.

Oh, I hope we can get a table.

Find us some shade.

Thanks, hot legs.

Right this way, sir.

Oh, why, thank you.

I am so loving this. Oh, me too.

Isn't that your old girlfriend? Yeah.

Do you wanna go someplace else? Oh, no, no. I'll... I'll be okay.

Mary Jane, show us what you got. I'll take that.

I'll be right back. All right.


This is for you.



Now dig on this.

That is hot.

That was all for her?

I'm so sorry.

You all right, Mary Jane? I'm fine.



What's wrong with you?


Can I help you, sir? No.

Is everything okay here, Paul?

Yeah, is everything okay here, Paul?

Take him out of here. Let's go, sir.

Take your hand off of me. Now.

Okay. Hey, get off. Let go.

Peter, stop it!

Who are you?

I don't know.

It's Brock, sir.

Edward Brock Jr.

I come before you today... humbled... and humiliated...

to ask you for one thing.

I want you to kill Peter Parker.


Hi, Peter. Hi.

You don't seem to have changed the room around very much.

Of course, there's not much you could do, is there?

When we spoke on the phone...

I sensed that something was bothering you... so I thought I'd just come by.

How's Mary Jane?

I don't know.

I never heard from you.

Did you ever propose?

You said... a husband's gotta put a wife before himself.

I'm not ready.

But what happened?

You seemed so sure.



I hurt her, Aunt May.

I don't know what to do.

Well, you start by doing the hardest thing:

You forgive yourself.

I believe in you, Peter.

You're a good person.

And I know you will find a way to put it right.

In time.

End of the line, Spider-Man.

I want him dead too, Flint.

That's why I've been looking for you.

Oh, yeah. I know all about you.

Like the fact that Spider-Man won't let you help your poor daughter.

It's just... That doesn't seem right to me.

Look, I wanna kill the spider, you wanna kill the spider.

Together, he doesn't stand a chance.



So... where to?

All New York is holding its breath... as the hostage crisis continues to unfold.

Just 30 minutes ago... police came across this startling sight:

A young woman, held hostage in a taxi... suspended 80 stories above the ground... in what appears to be a giant web.

Every attempt by the police to rescue the hostage... has been thwarted by the Sandman.

Compounding the danger... is the appearance of a strange black-suited figure.

Early reports had believed him to be the black-suited Spider-Man... but he has now been identified as something entirely different.

The hostage has been identified as Mary Jane Watson... an actress recently seen in a brief stint on Broadway.

We're now going to take you live to the scene... with Jennifer Dugan. Jennifer?

We're only about 100 feet away now, Hal, and...

Wait. There seems to be some kind of activity in the web.

They seem to be creating some kind of gigantic lettering.

Spider-Man's being challenged to some sort of confrontation.

And that raises serious questions... about what kind of chance he'd stand against such overwhelming...


I need your help.

I can't take them both, not by myself.

You don't deserve my help.

Harry... she needs us.

Get out.

If I may, sir?

I've seen things in this house I've never spoken of.

What are you trying to tell me?

The night your father died...

I cleaned his wound.

The blade that pierced his body... came from his glider.

I know you're trying to defend your father's honor... but there's no question that he died by his own hand.

I loved your father... as I have loved you, Harry.

As your friends love you.


Spider-Man! Spider-Man! Spider-Man!

He seems to have come out of nowhere... to answer the prayers of the city... just when all hope seemed to be lost.

Peter. They're gonna kill us both.

I'm gonna get you out of this. Watch out.

Hey, Parker.

My God. Eddie.

My spider-sense is tingling... if you know what I'm talking about.

We can find a way to settle this.

You're so right.

I'm thinking humiliation.

Kind of like how you humiliated me.

Do you remember?

Do you remember what you did to me?

You made me lose my girl. Now I'm gonna make you lose yours.

How's that sound, tiger?

Hold on, Mary Jane!

Mary Jane!

It's hard to believe what's happening.

The brutality of it.

I don't know how he can take any more.

This could be a tragic day for the people of New York.

It could be the end of Spider-Man.

Awesome. Wicked cool.

You came.

Looks like just in the nick of time.

A couple minutes ago wouldn't have been so bad either.

What are you gonna do?

I may need some help over here.

I'm a little busy right now.

Give me your hand.

Parker! Parker, where...?

I need a photographer.

Hey, kid, you want a job?

Why would I want a job? I'm just a kid.

All right, how much for the camera? One hundred bucks.

A hundred bucks?

All right, you little crook. Here.

What the...?

Film's extra.


Pete, up top.

Mary Jane.

This thing got any more? Hang on.

To what?

Go, buddy. Got her.

You okay?


Good. Hey, Pete.

Am I interrupting?

Never wound... what you can't kill.

Eddie, the suit, you gotta take it off.

Oh, you'd like that, wouldn't you?

I know what it feels like.

It feels good.

The power. Everything.

But you'll lose yourself.

Let it go.

I like being bad.

It makes me happy.


Peter. What are you doing?



Harry. Mary Jane.

I'm gonna get help. No.


I didn't want this.

But I had no choice.

We always have a choice.

You had a choice when you killed my uncle.

My daughter was dying.

I needed money.

I was scared.

I told your uncle all I wanted was the car.

What is it? I need your car.

He said to me:

"Why don't you just put down the gun and go home?"

I realize now he was just trying to help me.

Then I saw my partner running over with the cash.

And the gun was in my hand.

Get in.

Did a terrible thing to you... and I spent a lot of nights wishing I could take it back.

I'm not asking you to forgive me.

I just want you to understand.

I've done terrible things too.

I didn't choose to be this.

The only thing left of me now...

is my daughter.

I forgive you.

Hey, pal. How you doing?

Been better.

We'll get you through this.


I should never have hurt you... said those things.

None of that matters, Peter.

You're my friend.

Best friend.


Whatever comes our way... whatever battle we have raging inside us, we always have a choice.

My friend Harry taught me that.

He chose to be the best of himself.

It's the choices that make us who we are... and we can always choose