Spider-Man: Home Forever (Marvel's Spider-Man: Home Forever)

Spider-Man: Home Forever
Based on the Marvel Comics Superhero created by Stan Lee and Steve
Ditko
written by
Jason .L. Rogers
Sony and Columbia Pictures

Phase 5
12/27/26
Marvel Cinematic Universe
E-mail
FADE IN:
EXT. RYKER'S ISLAND, MAXIMUM SECURITY ISLAND - NIGHT

In the night, we see a huge Prison, with a word that read,
Ryker's.
Then a VOICE comes over:
VOICE (V.O.)
Bet it hurt when they took the arms
off the dead body, wasn't it?
INT. RYKER'S ISLAND, PRISON CELLS - CONTINUOUS

We see two police officers, holding the robotic octopus arms
of DOCTOR OCTOPUS.
OFFICER #1
Now, he's just like everybody else
in the joint.
OFFICER #2
No, Bobby you're forgetting he's a
man of science. He's not like
everyone else, he's far superior
before.
Then, as they started to walk away, the main source of the
arms, red lights on it turned on like eyes, it looks around.
Point of View, the source looks around and is being hold by
the two officers.
Then suddenly the arms swung at one of the officers and
wrapped around there necks and strangles them, the other one
starts to run to the door after the other one who was being
strangled yelled to him to get help, then the arms grabbed
the other officers and he strangles them both.
They were dead.
The Source stood on its arms, its eyes look around fast and
the other prisoners were in the cells, the arms then ripped
the bars out off and they were all released.
2.
EXT. RYKER'S ISLAND, MAXIMUM SECURITY ISLAND - CONTINUOUS

The arms bust the door open and jump at a officer, the
prisoners then ran towards the cars and drove the officers
over, then armored men started attacking the prisoners, then
a man in dark purple and silver steel suit shot missies out
of his arms and it blasted the walls. Trapping the armored
soldiers.
The arms jump at the Beetle man and he catches the arms and
flies away.
EXT. THE CITY - CONTINUOUS

The Man in the Beetle Suit was holding the arms on his back.
Then a Voice comes over: Doc Ock's Voice.
DOC OCK
Who are you?
BEETLE
I am Dalt Kendall, and I am now The
Beetle.
DOC OCK
Where are you taking me?
BEETLE
To you're lab, Octavius. I will
make you into a robot, so you can
move normally, I will place your
body inside with you as the arms
on.
Doc Ock, in the arms, smiled.
CUT TO:
INT. OSBORN INDUSTRIES, LAB - CONTINUOUS

The Beetle was holding the taxidermied body of Doc Ock
without his arms, it was covered in dirt and had worms and
bugs crawling all over it.
He placed the body inside of a robot with silver green, red
and gold.
The machine shuts itself closed with the body in perfectly,
the he turns to the arms.
3.
BEETLE
Here we go Octavius.
He picks the arms up and placed it behind the robot, it
started to glow.
The eyes of the robot then turned on, it gets up with the
arms attached to it.
The Beetle gives him a mirror.
DOC OCK
(Now as a robot with the
arms attached)
Thank you, Mr. Kendall.
(Placed his arm on
Beetle's shoulder)
Would you like a job?
BEETLE
Yes.
CUT TO:
FADE IN:
EXT. NEW YORK CITY - MORNING

In the background, we hear the song called: New York. In the
morning, Newspaper stands were out with people coming near
and buying a paper, kids running down the block with there
backpacks on, as they are going to school.
Teenagers were also running down the street.
EXT. AN ALLEYWAY - CONTINUOUS

We see a Young Man, Peter Parker, 18, Dark Brown Hair and
Brown Eyes, was putting on a blue and red costume with
enormous eyes on the mask and a spider emblem on the chest.
After putting the suit on, he pressed the emblem and the suit
got tight to his body, not too tight, because if it was, he
was not breathe.
Point of View, Spider-Man clicks the trigger on his glove on
the suit and it turned on.
He then leaps up and he lands on the wall, he turns around,
facing the wall but looking up, he crawls on the wall like a
spider, his name was Spider-Man.
4.
He turns around and jumps to the other wall and he does the
same thing until landing on the roof, he runs on the roof and
jumps off.
He shoots out a web and swings.
He pulls himself up on the web and jumps off of the web, he
spins in the air and shoots out another, and he swings up as
he pulls on the web.
SPIDER-MAN (V.O.)
My name is Peter Parker, and I am
Spider-Man!
(Jumps off the web and
dives down)
If you're probably wondering-Yes.
(Shoots out a web and zips
up fast away from a car)
I heading to a area right now where
a Giant Man in a Robotic looking
Rhino suit is attacking.
Shoots another and swings.
CUT TO:
EXT. CENTRAL PARK - CONTINUOUS

Two police officers point there guns at a man in a Giant
Robot suit that is the shape of a rhino, it is a robotic
rhino suit, with red glowing eyes and a huge horn.
OFFICER #1
(Shouting)
FREEZE!!
A car drives by fast, and the Rhino swung his arms at it
and...
SLOW MOTION...The Rhino hits the car as it flies in the
air...The Rhino has his arm in the air after that....the
wheels of the car fly off...with the glass shattered and
flying in the air too.
The car finally lands on the ground and explodes as the two
officers fall back.
The Rhino breathes heavily.
Then, Spider-Man arrives, behind The Rhino.
Spider-Man sees Rhino hunched over.
5.
SPIDER-MAN
(Stands up)
Hey you!
(The Rhino turns around,
crouching on his knees)
Is that a Rhinoceros horn or you
just happened-
(The Rhino turns around
and stands up, snaring at
Spider-Man)
-to be able to see...
(He gulps)
I am so scared, I can't even finish
my lame joke.
The Rhino then raised his arm in the air and swings at
Spider-Man, he falls back and he hits a brick wall, he bends
back, and he falls on the floor, flat on his face.
He gets up, holding his gut.
SPIDER-MAN (CONT'D)
Don't worry.
(Coughs)
Nothing's broken.
(Gets up slowly)
Except my spine, a few ribs, maybe
something else.
He finally gets back up, he jumps up and lands as we see the
Rhino run with heavy footsteps.
SPIDER-MAN (CONT'D)
(Quietly)
Ow.
He runs and jumps up, he shoots out a web and swings on it,
The Rhino then runs into an Alley and crashed through a wall
with people running to their walls.
INT.
Spider-Man runs through and leaps in the air and runs out of
the wall.
The Rhino eventually runs near a car with someone inside and
punches it as it crashes near a wall, giving the wall a hole.
6.
The person in the car, falls out and is holding on the side,
holding on tight for dear life.
Spider-Man jumps up and starts swinging near the car.
SPIDER-MAN (V.O.)
Oh no he's about to fall!
(Swings near the wall)
I guess there is no such thing as a
slow day when you're a Big Time
Superhero.
He lands on the wall where the man is at.
MAN
Spider-Man, thank goodness.
He grabs the guy and jumps off the wall, placing the civilian
on the ground, he turns around and webs up the car with all
of his might.
He jumps in the air and swings again.
SPIDER-MAN (V.O.)
How about a guy dressed up like a
Teddy Bear who gives hugs?
(Makes a furious
expression with his eyes)
How about that huh? Just once.
(He lands on the rooftop,
chasing The Rhino and
jumps off)
A Huggy bear, instead of a Big
Rhino or Goblin, yeah that's a
Spicy Meatball!
He swings near an area with Police Officers being outrunned
by Crooks.
He jumps by and webbed one up, he jumps near one and he swing
kicks one.
SPIDER-MAN
Don't worry, this is a job for
you're Friendly Neighborhood
Spider-Man!
By finishing them too, he webs them up.
OFFICER #1
Thanks Spider-Man!
7.
SPIDER-MAN
(Jumps up)
No problem!
He swings up and lands near a Construction site where The
Rhino man was standing.
He lands on the rooftop grind, hiding.
SPIDER-MAN (CONT'D)
(Quietly)
Man, how do I beat him?
He looks around, on the ground he saw wet cement, and a
wrecking ball.
He squints.
SPIDER-MAN (V.O.)
Wet Cement, Big crazy guy, wrecking
ball. This gives me an idea!
He jumps off the rooftop and swings near the construction
site.
The Rhino then started to pick up a huge propane tank and say
something.
Spider-Man's eyes widen.
SPIDER-MAN (V.O.) (CONT'D)
Maybe if I jump on his back I can
beat on him.
He jumps on his back and started pounding on him with his
fists.
He jumps off as the Rhino turns around and yelled:
RHINO
I WILL DESTROY YOU!!
He swung his arm at him, but Spider-Man dodges and The Rhino
makes a crack on the dirt ground.
Spider-Man lands on the ground, he turns around and The Rhino
goes back near the tank, he jumps back onto The Rhino's back
and started pounding on him again. With Rhino saying the same
words again.
SPIDER-MAN (V.O.)
i should get his attention!
(While pounding his back)
8.
The Rhino man drops the tank again and he chased Spider-Man.
RHINO
I WILL GET YOU ARACHNID VOMITTING
APE!!
Spider-Man land son the cement, the Rhino runs at him and
again swung his arm at Spider-Man but again missed, he jumps
over the arm and the Rhino gets his arm stuck in the cement.
Spider-Man jumps on the Wrecking Ball.
SPIDER-MAN
Here goes nothing.
He swings himself on the wrecking ball and...
SLOW MOTION...the ball hits The Rhino into the air...Spider-
Man jumps off the ball and lands on the ground...
The Rhino then landed on other propane tanks and they
explode, the Rhino falls on the ground.
Spidey gets up.
SPIDER-MAN (CONT'D)
That had to hurt.
But Rhino gets back up and runs away, Spidey jumps in the air
and swings after him.
SPIDER-MAN (CONT'D)
(Quietly)
Aw Come on.
(He swings after Rhino)
Repeatedly punching the hole in his
back might be a Good Idea.
He swings after him until they stop near a Clearance Sale
area full of cars.
The Rhino roars as he picks up a Car and throws it at Spider-
Man, his head buzzes as he dodges it. Rhino runs through the
cars as they explode.
He then throws the car at Spider-Man.
RHINO
I WILL DESTROY YOU!!
(The car hits Spider-Man
as he falls back and
jumps up)
9.
SPIDER-MAN
Ow.
He then started to crush the cars, he stomps as a huge wave
goes near the sale area, but Spidey web zips himself fast and
lands near a wall.
The Rhino rapidly approaches Spider-Man, he throws a car at
him, but Spidey rolls under the car and jumps in the air and
lands near the floor.
Then, we see his back, with a hole, full of wires and
machines on it.
He jumps towards it.
SPIDER-MAN (CONT'D)
That hole on his back looks like a
weak spot!
He jumps on his back, the Rhino smashes the ground, Spider-
Man then started to punch through the wires and hits the
machine in his back, he does it multiple times and jumps off.
The Rhino's back kept flashing.
He turns around and starts running towards him, Spidey dodges
and web zips away, he lands back on the ground again.
The Rhino runs through the cars once again, crushing them.
RHINO
I'VE HAVE HAD MORE WITH ENOUGH OF
YOU!!
Spider-Ma lands on the wall, breathing heavily.
SPIDER-MAN
You know what.
(Takes a Deep Breath)
I'm just gonna lie here for a
minute.
He jumps up, he shoots a web at the Rhino and...
SPIDER-MAN (CONT'D)
Activate Taser Webs!!
An electrical line surges through the webs and zaps The Rhino
as his back, flashed and zaps as The Rhino falls on his
knees.
Spider-Man jumps over him and lands on his back.
10.
SPIDER-MAN (V.O.)
Time to hit this guy where it
hurts!
He then swings his arms up and pounds his back again, harder,
The Rhino couldn't do anything, he kept swinging his arms but
couldn't grab Spider-Man, he pounds on his back multiple
times and the machine got busted.
He kicks the back of his head and jumps off, landing behind
him.
The Rhino turns around then he gets up and roars, Spider-Man
raised a fist up, ready to try and fight again, but suddenly,
The Rhino falls back.
The Machine was all smokey and damaged.
Spidey reads the bottom.
SPIDER-MAN
Oscorp Industries. Huh. At least
one villain is here in a robotic
suit from the company.
Then the robot's chest opens, a Skinny Old man with glasses,
a balding gray hair, comes out while still standing on the
robot he looks at his robot.
OLD SNOB
(Growls)
Back away from me, masked avenger.
My diminuitive corpus will not
with-stand your contumelious
deficient.
SPIDER-MAN
Not with the Big word again.
OLD SNOB
Time to abscond this Locust!
He looks around.
FADE OUT:
FADE IN:
CONTINUOUS
The Old snob is hanged in a strand web, on a lamplight.
11.
Spider-Man swings by as we hear police sirens as we...

FADE TO BLACK:
INT. OSBORN INDUSTRIES, LAB - LATER

Doc Ock, who was a robot now, was sitting on his knees on the
ground, with his arms attached to his back, laying down on
the ground.
Then two got up, and the other two got up as well.
DOC OCK
(Quietly)
How am I now attached in these
arms? How is it possible my mind
got into these arms? I was killed
by Osborn.
(Point of View, He looks
at his hands)
These things, I don't know how I
got into these things. Unless...
He gets up on his feet with his arms following his moves, he
walks near the cracked window.
He looks out at the city.
DOC OCK (CONT'D)
I must stop Spider-Man from ruining
everything. Nothing will stand in
my way! Nothing!
DISSOLVE TO:
INT. THE DAILY BUGLE - LATER

We see a newspaper being held in front of the CAMERA, the
article reads, Spider-Man goes into rampage with The Rhino.
J.J. JAMESON
Spider-Man goes into Rampage with
the Rhino?!
He slams the paper down.
J.J. JAMESON (CONT'D)
Is this all you can give me Parker?
PETER
Yes.
12.
J.J. JAMESON
You're fired.
PETER
What? Why?
J.J. JAMESON
Kid you should be showing something
else. I don't like the news of,
Aleksei Sytsevich in a Giant Robot
suit of a Rhinoceros, facing off
against that Wall Crawling menace.
PETER
Can't you at least be nice that he
just saved the city from him,
instead of being an Asshole about
it?
J.J. JAMESON
(Sighs)
Look kid, I pay you because for
some reason that psycho Spider-Man
will pose for you.
PETER
Well I stopped because, last year,
he just fought a Giant Goblin and a
couple of other clowns out there.
And you're telling me that he's a
psycho? You're starting to turn the
city against him.
J.J. JAMESON
Heh. A fact I'm very proud of! Now
get your pretty little "portfolio"
out of my face before I go into a
diabetic coma!
His phone buzzes. He pressed the button, it's from Betty
Brant.
BETTY
Boss, your wife's in the line, she
said she'll have a checkbook.
J.J. JAMESON
Thanks for the good news!
He clicks the button and hangs up.
13.
PETER
Mr. Jameson please, isn't there any
shots you can use? I really need
the money.
Robbie and Betty walk in.
J.J. JAMESON
Miss Brant!
BETTY
Yes?
J.J. JAMESON
Get me a violin.
ROBERTSON
Five minutes of deadline Jonah!
J.J. JAMESON
Alright, run a picture of a ransom
chicken, here's the headline! Food
poisoning Scare sweeps City.
Close up, the window.
A Man, Ted Hoffman, with glasses shows up.
HOFFMAN
Has the food got poisoned?
J.J. JAMESON
I'm a little nauseous? Yeah.
Peter grabs his bag and zips it open and he grabs out a
photo.
PETER
Alright Mr. Jameson.
He takes the photo, it shows Spider-Man banging on the
Rhino's back.
J.J. JAMESON
(Shrugs)
Eh, it stinks.
(He hands the photo to
Robbie)
Robbie here's your page 1, Masked
Menace, terrorizes town.
ROBERTSON
I told you he's not a menace.
14.
J.J. JAMESON
And I told you-
ROBERTSON
I'll take care of it.
He walks out.
J.J. JAMESON
I'll give you a Hundred and Fifty.
PETER
(Rolls his eyes while
Jameson isn't looking)
Three-Hundred.
J.J. JAMESON
That's outrageous! Done.
(He hands the kid a paper)
Give this to the girl.
(Peter takes it)
Thank you bye bye.
(Picks up his phone)
Peter walks out with his knapsack.
He walks near his High School Friend, Betty Brant.
PETER
Hi.
BETTY
Hi.
He gives her the paper, she looks at it.
BETTY (CONT'D)
I don't think this covers the
advance I gave you weeks ago.
PETER
Oh, right.
BETTY
Hey.
(stands up)
Chin up okay?
PETER
Thanks. Also, are you and Ned still
dating?
15.
BETTY
Yes and No. But, we still talk and
text with each other. But, we still
date.
She goes back and sits down.
Peter snaps out of it, looks at the watch: oh, shit. He leaps
to his feet, grabs his knapsack, and runs out.
CUT TO:
EXT, EMPIRE STATE UNIVERSITY - LATER

Peter was running through a crowd of students walking a the
other direction, he runs through but bumps into a student and
drops his stuff.
STUDENT
Watch it jerk!
Peter crouches down near his things.
PETER (V.O.)
Damn.
He goes to pick up his book but is hit by a college student's
backpack, he goes to get his things, but it happens multiple
times.
He finally grabs his things and gets up.
PETER
(Stops)
Whoa. Doctor Connors. Sorry.
A man with blonde hair and no arm, Curtis Connors, a Sctence
Teacher and Scientist.
DR. CONNORS
Where are you heading Parker?
PETER
To your class. How come your out
here?
DR. CONNORS
My class, is over. You see me
standing here?
PETER
Oh, that's why.
16.
PETER (CONT'D)
Look, I'm sorry, I'm trying and I
wanna be here.
DR. CONNORS
Then be here. Look at you Peter,
your grades have been steadily
declining, You're late for class,
you always look exhausted. Your
paper on fusion is still overdue.
PETER
I know, but, I'm planning to write
it on Dr. Raymond Warren.
DR. CONNORS
Planning is not a major at this
University.
(Walks away, stops and
turns to Peter)
Warren is a friend of mine. Better
do your research Parker, get it
done. Or I'm failing you.
He walks away, Peter frowns.
DISSOLVE TO:
EXT. TIME SQUARE - LATER

Spider-Man, with a knapsack, strapped to him, swings through
the city.
SPIDER-MAN
Great, just great. First, I almost
got my ass kicked, then, I make
photos of myself fighting Sytsevich
late, I almost got my ass kicked
and I was even late for class.
He lands near a huge sign.
SPIDER-MAN (CONT'D)
(Gets up)
At least there's one part of my
life running on all cylinders. Why
can't-
(Turns around)
-I...?
His eyes widen.
17.
There was a huge sign he saw, he was on the sign, with an ex

on him, and it read, menace terrorizes city.
SPIDER-MAN (CONT'D)
(Quietly)
Shit. Why do I always have to be
right and wrong sometimes? It just
keeps happening everywhere.
Then, some of the crowd underneath him , except some, started
to yell at him and throw food at him, he dodges and swings
away.
He swings away in the city and finally lands on a tower above
the world.
SPIDER-MAN (CONT'D)
God damit. This city just gets
worst and worst these days, man,
after facing off against Osborn,
Octavius, Electro and Beetle last
year. I just feel more bad than
ever.
(Leans his head on the
tower)
Maybe being Spider-Man just doesn't
work.
CUT TO:
EXT. THE APARTMENTS - NIGHT

We see Peter run down the street and enter through an
apartment door.
INT. THE HALLWAY - CONTINUOUS

Peter walks into the hallway, he grabs out his key and opens
his door.
INT. MAY'S HOME - CONTINUOUS

As he entered, it was dark, he asked is there anybody home.
No answer yet. He placed his keys down and closed his door.
He flicks the light then...
FIVE
Surprise!!
18.
As he turned the light on, his Aunt, Ned Leeds, Harry Osborn,
Mary Jane Watson and Gwen Stacy were standing there.
Harry blew the birthday horn.
PETER
What's the occasion? Is it some
kind of party or something.
MAY
Peter, it's your birthday.
She hugs him.
PETER
Well, I forgot, thanks for the
surprise.
GWEN
Well, he lives in another reality.
Hello Pete.
She hugs him too.
PETER
Hey Harry.
They hug.
PETER (CONT'D)
Hey Ned.
NED
Hey Pete.
The two hug and fist bump each other.
PETER
So Ned, Betty told me that you two
are still dating with each other.
NED
Yeah. We've actually been hanging
out.
I'm gonna go and help your Aunt.
The girls and Ned walk away. Peter then spoke to Harry.
PETER
So, Harry, how's Oscorp going, I
heard it got broken down.
19.
HARRY
Eh, not so much. I still have the
forman trying to fix the building.
(Sits down)
It's rough.
PETER
Sorry.
HARRY
Eh, doesn't matter, plus, they just
have two weeks until it's finished.
The two look away for a second, then Peter turns back to him.
PETER
(Quietly)
Harry I...
HARRY
(Quietly too)
You don't need to apologize about
my Father, for one year I finally
realized that he has been lying to
me about him, you know, that time
when we graduated.
(Gets up)
I asked him if he said something to
you that made you uncomfortable, he
lied and said he didn't. And you
did too by not telling me your
Spider-Man.
PETER
Harry, the thing is, I have a
responsibility going on, it's just
so hard for me to make it to these
events sometimes. And it just feels
like a pain in the ass. Besides,
being Spider-Man is very tiring.
HARRY
Sorry about that.
PETER
Don't mention it.
The two hug each other and fist bump.
HARRY
We're cool for now.
PETER
Hey, also thanks for the party.
20.
HARRY
Yeah, me and Mary had to find these
decorations everywhere. And Gwen
had to find all the food supplies.
He walks near a photo of him and Norman Osborn.
HARRY (CONT'D)
It feels like I'm starting to
become him now, the Goblin side.
(Turns to Peter)
I feel like he's inside of me.
PETER
Harry, you're not going to become
the Goblin again. I dunno if it
will happen, but you can't become
him.
HARRY
Thanks again. And, your Uncle Ben
would've loved the party if he were
here.
PETER
Thanks also Harry.
They turned to hear Happy Birthday being Sanged.
The girls and Ned come out, May was holding the cake as they
Sanged Happy Birthday to Peter, Harry backs away and claps.
Peter blows the candles as we...
FADE OUT:
FADE IN:
INT. THE HALLWAY - LATER

Peter walks out of his apartment with Harry, Ned and Mary as
he thanks them.
HARRY
See you another time Peter.
PETER
See you.
Harry walks away.
Peter and Ned talked, as the walked, then they stop.
21.
We see Gwen near her, door hugging her dad and mom, telling
them goodbye, they close the door, she turns and stops as she
saw Peter.
NED
I'll let you two deal with this.
He walks away and says Hi to her and goes back to walking
away.
Peter gulps as she looks away for a couple of seconds.
He shrugs and answers to her-
PETER
Hi.
GWEN
Hi.
They approach each other.
PETER
So, this is the place where we met
eh?
GWEN
Yes, it is.
(She smiles)
They finally stop as they were close to each other. They
looked down at their feet and back away a little.
PETER
Thanks for the party, Harry told me
you had to get the supplies.
GWEN
Yeah, I...had to get so many, but
nice you came.
PETER
(Nervously chuckles)
Yeah. So I was wondering, how was
your and Mary's play? I heard it
was good.
GWEN
Oh, it was okay, I was very nervous
when it came to the play, and you
never came.
22.
PETER
Oh, sorry. The thing is that, I'm
dealing with my problems at work,
and my problems everywhere, and
that's why.
GWEN
Oh. Well, I hope you come someday.
Maybe you can watch backstage if
you're late.
PETER
I don't know, Ushers are very rough
when it comes to a person not
making it to a play.
GWEN
Well, I hope you make it.
They hug, she walks away and stops.
GWEN (CONT'D)
(Turns to Peter)
And I also went to visit my dad
after I left the party, I um, told
him that, we should have dinner
with him someday.
PETER
Oh. well, um, thanks.
(Nervously chuckles again)
I would love to come.
GWEN
Cool. See you.
She walks away and out of the hallway.
PETER
See you two.
GWEN
Be cool, Peter Parker.
He smiles.
INT. THE ELEVATOR - CONTINUOUS

Gwen smiles as she pressed the button.
The elevator door closes.
23.
INT. THE HALLWAY - CONTINUOUS

Peter, then walks towards the stairs until, Captain Stacy
comes out of him apartment and closed his door.
They stop in mid sentence.
PETER
(Turns away)
Hey Captain.
CAPTAIN STACY
Hey. Next time, you should be
careful with that Rhino guy, he
seriously could've killed you, and,
you had a very rough work time out
there.
PETER
Heh. Yeah, it felt like an exercise
for me against Aleksei. I guess he
has no time to try and kill me if
he gets out of prison.
CAPTAIN STACY
Yep. His son, Alexander O'Hirn, is
also new at your college, he's the
same age you are.
PETER
(Squints)
Thanks for the info.
CAPTAIN STACY
You're welcome. It's nice that you
didn't get your new suit destroyed,
I didn't like the last Black and
Red suit.
PETER
Not nice.
(Frowns)
CAPTAIN STACY
That's my opinion. And, last night,
the prisoners of Ryker's escaped.
PETER
What?
CAPTAIN STACY
Yeah, the arms of Otto Octavius
escaped with another Man in a
Beetle suit.
24.
PETER
The new Beetle huh?
CAPTAIN STACY
Yeah, he looks different, not Abner
Jenkins. But someone else.
(Brings out a photo)
And, here's who Alex looks like.
Peter takes the photo.
Alex in the photo, has black hair, glasses and green eyes, he
looks like a 12 year old.
PETER
Looks like a Twelve year old, other
than a Seventeen year old.
CAPTAIN STACY
You think? He is mad because you
sent him to jail.
PETER
Well, Sytsevich started it so it's
not my fault why he destroyed the
city and almost killed these
people.
CAPTAIN STACY
That's fine. And also, you had time
with my daughter right?
PETER
Yeah why?
CAPTAIN STACY
The reason why I asked her if you
and her can have dinner, is because
I wanted to also speak with you, if
you wanted.
PETER
Feels like a Father and Son in Law
conversation.
CAPTAIN STACY
Don't push it.
PETER
Sorry.
25.
CAPTAIN STACY
No, I am. But, it doesn't matter,
go home and rest, you might need a
sleep.
He walks away to the stairs.
PETER
Are you sure?
CAPTAIN STACY
Yes.
He walks down the stairs.
Peter turns around to his Aunt's door.
INT. MAY'S HOME - CONTINUOUS

There was a bill on the table, Peter picks one of them up,
and reads them.
He frowns.
PETER
Damn it. Without Uncle Ben around,
Aunt May can't handle this all by
herself.
May wakes up and she sees Peter.
MAY
Hey Peter.
He placed the paper down.
PETER
Hey May. I was reading the paper,
and you needed a bill.
MAY
You did? Well, just go home Peter.
I'll find a job.
PETER
Are you sure?
MAY
Yes. And be careful, there's crooks
out there who are attacking the
city. I know Spider-Man might be
there.
26.
She goes near her purse and opens it and grabbed out a dollar
that costed twenty dollars.
MAY (CONT'D)
Here you go.
(Placed the money in his
hands)
You need it more than I do.
PETER
No, I can't take this.
MAY
Yes you can. You can take it. For
god sake, it's not much but take
it. And don't you dare leave it
here. It's been, ten years since,
your Uncle Ben has been taken away
from us.
(Tears come out of Peter's
eyes)
I can deal with this all by myself.
(Shes goes near her box of
tissues and wipes her
eyes off)
You might need to take a slice of
your cake home.
PETER'S FACE
PETER (V.O.)
Damn it. I wish my Uncle was still
here, I can't believe I let this
happen to him.
DISSOLVE TO:
EXT. OSBORN INDUSTRIES, LAB - MORNING

Dalt Kendall, takes his costume off, and he walks near the
elevator.
Doc Ock was near the table, putting a civilian clothes on, a
huge coat and a Fedora hat.
DOC OCK
Where are you going Kendall?
DALT
Out. I see you might leave
somewhere.
27.
Dalt walks out, with his costume in his briefcase.

Octavius, looks out to his window. He placed his hand on the
window and squints his eyes.
DOC OCK
I need to make a machine, the
tritium. I need it.
DISSOLVE TO:
EXT. NEW YORK - LATER

Taxis were picking up civilians, adults were reading
newspapers of Spider-Man terrorizing the city, and people
walking down the street and some workers entering the Daily
Bugle.
Then, a voice comes over, Jameson's voice:
J.J. JAMESON
It's all over town Robbie.
INT. THE DAILY BUGLE, JAMESON'S OFFICE - CONTINUOUS

J.J. JAMESON
Gossip. Rumors. Panic in the
streets, we're lucky. A crazy nut
job in a Beetle suit steals the
mechanical arms of the Insane
scientist, Otto Octavius, who is
also known as Doctor Octopus.
(He gets up and looks out
his window)
What are the odds? Hoffman-!
Hoffman appears.
HOFFMAN
Yeah?
He turns to him.
J.J. JAMESON
So, are we going to call this guy
The Beetle too?
HOFFMAN
I would say The Beetle 2.0.
J.J. JAMESON
Eh, I can work with that.
28.
HOFFMAN
Or maybe we could just stay with
The Beetle.
Robbie rolls his eyes.
Betty comes in with Peter.
BETTY
Chief. I found Parker.
She walks out as Peter enters.
J.J. JAMESON
Where have you been, I've been
looking for you all morning, why
don't you pay you're phone bill? A
Man in a Beetle suit escapes with
the arms of Doc Ock and Prisoners
of Ryker's Island escaped! And we
don't even have pictures.
PETER
Well, I didn't know about any of
that, but the escape on the news.
J.J. JAMESON
You're fired!
Betty walks back in.
BETTY
Chief, the planetarium party!
J.J. JAMESON
Oh right, you're Un fired I need
you come here.
Peter walks back in as she leaves.
What do you know about High
Society?
PETER
Oh. Well um, I-
J.J. JAMESON
Eh, don't answer that. My Society
Photographer got hit in the head by
a polo ball. You're all I got, big
party for the american hero, my
son, The Astronaut.
29.
PETER
Um. Could you pay me in Advance?
Jameson then starts to burst out laughing hard. Peter, makes
a awkward expression. And Robbie placed his hand on his head.
J.J. JAMESON
Your serious?
(Peter nods yes)
Pay you for what? Standing there?
The Planetarium, next week, there's
the door!
INT. THE DAILY BUGLE - CONTINUOUS

Peter walks out as Randy Robertson, 19, walks up and speaks
with Peter.
RANDY
Hey Parker.
PETER
Hey Randy.
RANDY
Me and Indira are going out to get
coffee, you wanna come? You can
take the Stacy girl with you.
PETER
I would love to, but I gotta take
photos of Spider-Man.
RANDY
Crap, well, we'll see you another
time.
He walks back to his desk. Peter sighs.
He walks towards the door.
PETER (V.O.)
Man, I wish I can hang out with
Randy and the others, but I gotta
take these photos of Spider-Man,
soon, I don't know.
(Pressed the elevator
door)
But, I must be Spider-Man, Forever.
CUT TO:
30.
EXT. NEW YORK CITY - LATER

Spider-Man, with a camera strapped to him, swings through the
city, as he tossed his camera in the air and took a picture
of himself.
SPIDER-MAN MAKES A POSE OF HIM PUNCHING IN THE AIR

The camera snaps the photo, Spider-Man grabs the camera and
falls down as he shoots a web out and swings through the city
again.
Spider-Man runs on the walls and he tossed his camera in the
air clicking the button it took another photo of him.
He again grabs the camera, he leaps off of the wall and
swings through the city once again.
He spins in the air, as he tossed his camera high above him
and it took another picture.
SPIDER-MAN HAD HIS HANDS BEHIND HIS HEAD AS HE LOOKED UP AT

THE SKY.
Spider-Man flips in the air and swings through and between
the cars, as he runs on the ground as he was holding his
strand web, he jumps in the air and he tossed his camera in
the air again and it snapped a photo.
SPIDER-MAN HAD HIS ARM IN THE AIR WITH HIS OTHER ARM HOLDING
THE WEB, AND HIS LEG IN THE AIR POSING FOR A KICK
Spider-Man swings onto his web and pulls himself up on it.
Some people cheered for him, he swings and zips through the
city fast, as he yelled out:
SPIDER-MAN
Whoo-Hoo!! YEAH!!
He zips up high into the air above the city as he spins in
the air, he again tossed his camera in the air and the camera
snapped.
FLASH TO WHITE:
FADE IN:
31.
INT. THE DAILY BUGLE, JAMESON'S OFFICE - LATER

The photos of Spider-Man in the air fills the screen,
Jameson's hand flips to another as he said multiple times.
J.J. JAMESON
Crap.
(Flips to another on)
Big Crap.
(Flips to a third)
Huge Crap.
(Flips to a Fourth one)
Terrible.
(Flips to one)
Eh, it's fine.
IT WAS A PHOTO OF SPIDER-MAN HIGH IN THE AIR ABOVE THE CITY

SHOOTING OUT A WEB.
Hey Robbie, here' this for your
page Two. Masked Menace, swings in
the air, high above the city.
ROBERTSON
Jeez. Hey Parker.
He walks out.
PETER
Hey Mr. Robertson.
J.J. JAMESON
Here's your money.
He gives him a pound of Forty dollars.
PETER
Thanks Mr. Jameson.
He gets up until-
J.J. JAMESON
Hey Parker, are you friends with
that Osborn Kid?
PETER
Yeah why?
J.J. JAMESON
I need you to take photos while
you're there.
32.
PETER
Alright, Boss. I'll do it.
J.J. JAMESON
You sure you can handle it?
PETER
Yes.
J.J. JAMESON
Thanks Parker.
(Picks up his phone)
Thank you Bye-bye.
Peter walks out.
CUT TO:
EXT. TIME SQUARE, THE WORLD UNITY FESTIVAL - LATER

Everyone was at the festival celebrating for Oscorp.
Point of view, Peter moves his Camera to two women in nice
costumes of eras. He turns to a news article that read, Big
Apple dreads Spider Bite.
Peter then placed his camera down as he rolled his eyes, he
was in a crowd full of civilians in nice suits and dresses
and other civilians wearing costumes. Peter was in a tuxedo,
only with Blue jeans and sneakers on with his black coat and
white shirt with blue Tie.
Peter walks through the crowd and he stops as he saw a huge
balcony, high on a building, he picked his camera back up and
took a picture of a god holding the ceiling statue. But he
then turns to the men in army clothes, Jameson and his wife
were up there too. He then turned his camera to Mary in a
nice red dress looking down below, and he turns to Harry in a
Black and nice tuxedo with Gwen in a nice White dress.
He aimed his camera down.
EXT. THE BALCONY, TIME SQUARE, THE WORLD UNITY FESTIVAL -

CONTINUOUS
Harry and Gwen were up there.
HARRY
How come your not in your Blue
dress? I wanted to impress Mr.
Hammer today.
33.
GWEN
Well, It wasn't comfortable, I look
pretty don't I?
HARRY
No, not pretty, Beautiful.
She kissed her hand, she smiles.
EXT. TIME SQUARE, THE WORLD UNITY FESTIVAL - CONTINUOUS

Back down on the ground, Peter frowns a little.
PETER (V.O.)
I wish I was up there with them.
Well, I'm dealing with these photos
right now. I am surprised Jameson
is even up there. And also, where
is a Super-villain when you need
one?
Then his phone rings, he takes his phone out, it's Mary Jane.
He picks up and answers.
PETER
(Held the phone to his
ear)
Hello.

CONTINUOUS
MARY JANE
(Held the phone to her
ear)
Hey, Peter Parker.

PETER
Um, hey Mary. How come your
speaking with me right now?
34.

CONTINUOUS
MARY JANE
It's because you know why, I am
high above the ground with your
Sweet Angel Gwen and Demon Friend
Harry.

PETER
He's not a Demon, you know that.
MARY JANE (V.O.)
You know what I mean, he's just a
crazy friend of yours.

CONTINUOUS
MARY JANE
It just feels like Harry is with
your Angel right now.

PETER
I see. And also why are you calling
Gwen my angel?

CONTINUOUS
MARY JANE
Because you have feelings for her.
Admit it.
PETER (V.O.)
Okay, I admit, I'm in love with
her.
MARY JANE
Yep, I knew it. I'm not going to
tell her though.
35.

PETER
I hope you don't.
MARY JANE (V.O.)
Oh, I won't alright. So how's your
job at the Bugle?
PETER
It's going alright. I've been
taking photos of Spider-Man. And I
asked him if he can take a photo of
himself in the air for me, because
I can't-

CONTINUOUS
PETER (V.O.)
-fly in the air or anything like
that.
MARY JANE
Crazy. I gotta talk with you a
different time, bye.
PETER (V.O.)
Bye.
She hangs up.

Peter puts his phone in his pocket.
He then looks up.
We see a figure fly in the air behind the Time Square tower,
it's Beetle.

CONTINUOUS
The Business men look too.
STROMM
What is that?
HAMMER
Must be new this year.
36.
Mary looks too, so did Gwen and Harry, and even Jameson and
his wife looked.

The civilians on ground stopped dancing and laughing as they
saw the Beetle flying in the air.
CIVILIAN
Who is that?

CONTINUOUS
STROMM
(Looking through his
binoculars)
Wait a second! That's The Beetle
2.0 suit!

The civilians down on the ground started cheering, thinking
it was an Animatronic.
Except Peter, his head buzzed as his Spider-Sense tingled.

CONTINUOUS
Harry makes a face of confusion.
HARRY
The hell is that?
The two businessman, Stromm and Hammer looked at The Beetle.
He flies fast as he laughed with a demonic voice.
GWEN'S FACE
She felt scared.
Then The Beetle flew through the festival balloons and flew
past the balcony as he shoots missiles out of his arm.
It hits the balcony as he blew the bottom half of the bottom
apart, and it blew the windows apart.
37.
They fall on the ground.

Peter's eyes widen in shock.
PETER (V.O.)
It can't be.
Then the Beetle shot more missiles at the balcony as it
almost starts to fall apart, the business men fall to the
floor.
The civilians on ground started running, then an Officer,
Jefferson Davis grabbed his communicator and yelled:
JEFFERSON
Hold three!! Hold three!
The windows on the balcony exploded, and the civilians ran
for their lives.
Some business men fell off the balcony.
Peter sees a piece of rubble falling, he looks down and he
saw a couple standing there.
PETER (V.O.)
I hate to do this.
Luckily he had his web shooters, he shot a web at them and
pulled them back, saving them as the rubble fell to the
ground and collapsed.

CONTINUOUS
The Beetle flies near the balcony and he laughed as he
grabbed out a bomb.
BEETLE
Out am I?!
He throws it on the balcony and it blew the business men up,
as their skeletons fell apart.
Gwen was near the edge, as she makes a scared face holding on
for dear life.
Harry goes near the balcony, then Gwen looked up and was
frightened.
38.
GWEN
Harry watch out!!
He turns around and is hit by a rubble and is knocked out.
Then The Beetle flies up near the balcony, his monstrous
green eyes glowed.
THE BEETLE'S EYE HAS A REFLECTION OF GWEN ON THE BALCONY

SCARED
BEETLE
(In a Monstrous and
Demonic Voice)
Hello, Beautiful.
She screams.

The civilian points at the sky.
CIVILIAN
It's Spider-Man!!
Peter, in costume as Spider-Man, swings at the Beetle near
the Balcony and kicks him.
The Beetle falls back and crashes on the ground.
The Beetle accidentally shot out a missile at a balloon.
The balloon falls on the huge sign, Spidey's eyes widen in
shock.
SPIDER-MAN
Come on move kid.
The kid then runs but the balloon is almost going to fall.
Spider-Man jumps off the wall and swings near the kid, he
grabs him and he is saved from the sign.
He gives the kid to his mother.
KID
Thanks Spider-Man.
SPIDER-MAN
Your welcome.
The Beetle punches the sign off of himself and roars in
anger.
39.
Then police men point there guns at him.

OFFICERS
Hands up! Get on the ground now!
BEETLE
Come on guys, you all know how this
is going to go.
OFFICERS
DO IT NOW!
BEETLE
Fine then, I surrender!
Spider-Man's head buzzes as his Spider-Sense tingles.
SPIDER-MAN
Ah crap.
OFFICERS
Hold it right there!
He then punches one in the air, one shoots a gun but it
retracts back at the cop after it hits the metal suit.
Spider-Man then jumps in the air and lunges up as he yells.
Beetle then shoots a ray of green at the other police men.
Spider-Man lands on the ground.
SPIDER-MAN
Time I take you down!
He swings his arm at him with a fist but its caught by The
Beetle.
BEETLE
Impressive boy! But there is one
thing, your aim needs more
practice!
He then kicks Spider-Man back, Spidey crashes through the
tables of food and glass cups as the water explodes out the
glass.
He then hits a lamppost and falls on the ground.
Beetle then jumps back in the air and flies.
He laughs as he goes high and dives back down and starts to
shoot bullets at Spider-Man, he runs.
40.
Then he shoots a missiles, Spider-Man then turns around,

shoots a web at the missile and swings it back at Beetle.
Then Beetle gets blasted by the Missile, then Spider-Man
jumps and swings up in the air and lands on the top of a
Balloon.
The Beetle flies back into the air.
Gwen screams.
He turns around.
SPIDER-MAN
I'm coming!!

CONTINUOUS
Gwen yells for help but she falls back on the edge as a
rubble falls on the ground and hits a police car, Harry was
still up there too and was knocked out, everyone else was
gone.
Spider-Man squints with anger.
SPIDER-MAN
(Quietly)
No time to be fancy!
He jumps to the other balloons and lands on one, he jumps on
it multiple times, he leaps in the air towards Gwen, he
lunges out his hand but is hit by Beetle and crashes onto the
window above Gwen.
The glass on the windows shatter and fall where Gwen is at,
she turns the other way and covers her eyes.
Spider-Man almost backs off the window but is smashed by
Beetle, he bangs his head on the glass window multiple times.
Spider-Man elbows his face, he turns around but is gut
knocked by Beetle. Spider-man spins around Beetle and holds
him tight, but Beetle punches him multiple times.
Spider-Man falls onto the balcony, and was close to Gwen, he
was on the high balance crack while she was on the low
balance crack near the edge.
He turns to her.
SPIDER-MAN (CONT'D)
Hold on.
41.
The Beetle laughs and turns around, Gwen's face is in horror.

GWEN
Watch out!
Beetle brings out his missiles and laughs.
SPIDER-MAN
Time I take the spider out!
He turns around and he shoots the Beetle's eyes with his web
shooters, blinding him.
Beetle reaches for his face, the crack starts to fall as Gwen
is holding on.
Spider-Man gets up he flips and jumps onto the Beetle's back
and rips the wire and battery off of his wings.
Then Beetle then flew above them fast, his wings were acting
up, as he tries to control them.
BEETLE
I'M NOT DONE WITH YOU!! WE'LL MEET
AGAIN SPIDER-MAN!
Spider-Man turns to Gwen, his eyes widen, the edge cracks and
Gwen falls.
SPIDER-MAN
No.
He jumps off and dives down for her.
The rubble on the side kept falling to, he kept dodging but
he webs the rubble up and still dives after Gwen.
SPIDER-MAN'S EYE, SHOWS A REFLECTION OF GWEN FALLING

He then dives down, going through all of the falling rubble,
he finally grabs her and he holds onto her tight, he shoots a
web and they don't die.
They swings away, the crowd down below cheers.
We see Harry in a web on the ground, he wakes up and gets
off.
The police help him up.
JEFFERSON
Don't worry Mr. Osborn, we'll get
you to safety.
42.
HARRY
Wait, where's Gwen?
JEFFERSON
She's okay, Spider-Man saved her.
He gets up and he looks up at the sky, we see Gwen holding on
tight to Spider-Man.

Spider-Man swings through the city, with Gwen in his arms. He
tries to swing safely. She smiles.
They eventually stop near a hotel, rooftop.
There was a couple there two, the women was sitting down near
the water fountain, and the husband was sitting on his knees
holding out a ring.
EXT. HOTEL ROOFTOP - CONTINUOUS

SPIDER-MAN
You okay m'am?
GWEN
(Wipes tears off her eyes)
Yeah.
He looks at the couple.
SPIDER-MAN
Sorry, don't mind us.
HUSBAND
No it's fine we'll go.
They leave to the elevator.
Spider-Man turns back to Gwen, we see he feels Mad Love.
SPIDER-MAN (V.O.)
I should kiss her right now.
She smiles.
SPIDER-MAN
When you get to safety, you might
need to change your clothes.
Her white dress had dirt all over it. Her beautiful face had
dirt on it too because of the rubble. She wipes her face off.
43.
GWEN
Thanks.
SPIDER-MAN
Anyway, I should go.
He walks away until Gwen grabbed his hand and stopped him.
GWEN
Wait. Thanks.
(She kisses him)
He goes near the ledge and turns to her.
SPIDER-MAN
See ya.
(Winks at her)
He leaps off the building and swings away, he yells out:
SPIDER-MAN (CONT'D)
WHOO-HOO!
Gwen goes near the ledge and she smiles.
CUT TO:
INT. A LAB - NIGHT
DOCTOR CONNORS, GOES NEAR A MIRROR REFLECTION, WE SEE A HIS

LEFT HAND ON THE MIRROR AS A REFLECTION OF HIS RIGHT HAND,
THAT HE DOESN'T HAVE.
DR. CONNORS
Wait a second.
He goes near a vault, pressed a couple of buttons on the
machine, it gives him antidote with green liquid.
He walks near his desk, he takes the cap off of the antidote
needle and he rolled the sleeve of his arm less right side.
DR. CONNORS (CONT'D)
Here goes nothing.
He jams the needle into his arm less side, he grunts, he
injects it into him.
He tossed the needle aside.
CUT TO:
44.
The CAMERA tracks left from behind the book shelf.

Connors breathes heavily, he looks down at his right, he had
some kind of reptilian material and skin all over his right
arm, he had an arm now.
He rips the reptilian skin off slowly, damn, he had an arm,
it was slimy, he then wiped some of the slime off and took
more of the skin off of his arm.
He placed his arm near his lamp, he smiles and laughs.
His voice comes over:
DR. CONNORS (V.O.)
My name is Curt-
INT. CONNORS' OFFICE - CONTINUOUS

DR. CONNORS
-, is he there?
He had his phone held to his ear.
The caller answers:
CALLER (V.O.)
I'm afraid not Doctor. The car is
taking him to the Veteran's Office
in Brooklyn.
DR. CONNORS
No, no, no, no, you can't I mean
you have to stop him, he-
Then he placed his slimy right arm on his head and his head
started hurting.
CALLER (V.O.)
I would, but I always lose him when
he's on the bridge. I'll make sure
Rajit would return his call as soon
as possible.
The caller hangs up.
Connors falls on the ground as his eyes turned red.
Close on, his slimy right hand, started to enlarge and his
skin turned green, his finger nails turned into claws.
45.
His teeth turned into fangs, a tail burst out of his back and
he had a tail now, his pants started to rip a little, and his
shirt, and his coat.
INT. THE COLLEGE HALLWAY - CONTINUOUS

Peter was walking in the hallway and goes near Doctor
Connors' door, he knocks on it.
PETER
Doc Connors, hello?
DR. CONNORS (O.C.)
(With a Growled Voice)
DON'T COME IN HERE!!
PETER
Doc are you okay, what's wrong with
you're voice?
DR. CONNORS (O.C.)
(With a Growled Voice)
JUST LEAVE!!
(He screams)
PETER
I'm coming!!
He goes near the door and busts it open with his arm.
As he entered, the room was messy, papers were all over the
floor, the desk was pushed over on the ground, the lamp was
on the ground, aiming on the wall.
Peter looked around, confused.
PETER (CONT'D)
Doctor Connors!!
He stepped on something, he looks down, the needle was on the
ground, he picks it up and tries to read it.
PETER (CONT'D)
(Quietly)
What the hell is this?
Then, a green reptilian tail Rises out from the shadowy dark,
Peters head buzzes. He turns around, and suddenly a giant
mutant lizard jumps at him.
Peter falls on the ground, being hold by the Lizard man.
He grunts and struggles to move.
46.
THE LIZARD
Don't move.
Peter finally got his legs free and he kicks him off, he
lands near the bookshelf.
PETER
Doc-doc...
The Lizard, was in a lab coat that hole ripped holes, his
jeans and shirt were ripped, the jeans were ripped to his
knees, the thing has two short ears, red monstrous eyes, a
huge brow, large slimy fangs, a long slimy tongue, huge
claws, big hands and fingers and a nose that look like a
lizard's.
THE LIZARD
Sstay back...Peter.
PETER
What are you?! What did you do with
Doctor Connors?!
He looks at his clothes closely.
PETER (CONT'D)
Doc?
THE LIZARD
Yes!
He swings his tail at him and hits Peter, he crashes to a
bookshelf.
The Lizard runs out of the office, Peter jumps out of the
broken shelf and puts his web shooters on and his mask on.
SPIDER-MAN
Alright doc. Have it your way.
He jumps out of the office and runs after him, he swings
through the hallway, he then shoots a web at The Lizard's
back.
SPIDER-MAN (CONT'D)
Doc stop!!
He pulls on the web.
THE LIZARD
Let go!!
The Lizard then pulls on the web and Spider-Man is pulled to
The Lizard, fast and is punched by him.
47.
He falls on the ground. Spider-Man jumps onto The Lizard's

back and wraps his arms around his neck and put him in a neck
hold.
The Lizard kept backing up on the lockers, bumping Spider-Man
into them, Spider-Man spins around The Lizard and traps him
around his webs, the Lizard bursts out and he throws Spider-
Man off.
Spider-Man lands on the floor near the wall, he looks up, the
moonlight out the window, made The Lizard look like a dark
person.
The Lizard runs at Spider-Man, he jumps over him and The
Lizard hits his head on the wall.
Spider-Man turns around and The Lizard swung his tail at
Spider-Man, he is hit out of the window and the glass broke.
EXT. THE COLLEGE WINDOWS - CONTINUOUS

Spider-Man falls out the window, he shoots out a web and
doesn't fall on the ground, he was close, he lets go and
lands on the ground safely.
He looks up at the window.
INT. THE COLLEGE HALLWAY - CONTINUOUS

Spider-Man made it back up to the window, he gets inside, he
looked up. The Lizard was gone, Spider-Man looked around a
couple of times.
SPIDER-MAN
Where did he go?
He looked around multiple times.
He ran into the hall and jumps out the window.
EXT. THE COLLEGE WINDOWS - CONTINUOUS

He swings away from the ESU college.
SPIDER-MAN
I gotta get out of here.
CUT TO:
48.
EXT. NEW YORK - CONTINUOUS

Peter was on a building edge, with his mask off.
He looked down at the city underneath him.
PETER
What the hell just happened? Why is
Doctor Connors a Giant Lizard? And
why did he leave?
He crouches down.
PETER (CONT'D)
Wait, the needle. He must've inject
himself, thinking it might give him
his arm back. But it didn't work.
He puts his mask back on and jumps off the tall building and
swings through the city.
DISSOLVE TO:
INT. OSBORN PENTHOUSE - LATER

Harry was drinking a glass of wine. Then, there was a knock
at the door. Harry goes near the door, and Gwen was there.
GWEN
Hey.
HARRY
Hey. Come on in.
She enters and he closed the door.
HARRY (CONT'D)
(Hugs Gwen)
Thank god you survive. You would've
died.
GWEN
So would've you. That bastard
would've killed us both.
HARRY
Yeah.
(Brushes her hair aside)
But hey. I'm lucky we both
survived.
He kissed her, but she looks away with her eyes closed as he
kissed her.
49.
She then opens her eyes and turns back to him. She kissed
back, and he kissed back. They both fall back onto the couch
as they kiss.
CUT TO:
INT. THE APARTMENTS HALLWAY - LATER

Peter, in his clothes, walks up the stairs and heads into his
new apartment until-
VOICE
Rent!!
A man, behind Peter, opens his door and Peter turns around.
PETER
Hi.
DITKOVICH
Hi. What's Hi? Can I spend it?
PETER
Look, I have a Paycheck due this
week.
DITKOVICH
You're a month late again.
PETER
I promise as soon as I-
DITKOVICH
Promises are for crackers, my
daughter would be fat.
(He chuckles)
PETER
Look, I'm really sorry, Mr.
Ditkovich you know, all I got is
this 40 for the rest of the-
He then snatches it away from Peter and sits back down.
DITKOVICH
Sorry, doesn't pay the rent, and
don't try to sneak past me, I have
ears like a cat. Nice like a
rodent.
(Makes a face)
50.
PETER
(Eyes widen in
awkwardness)
Thanks Mr. Ditkovich.
URSULA
Hi Pete.
Then the pan caught on fire, she grabs the spatula and bangs
on it multiple times.
Ditkovich closed his door and we...
CUT TO BLACK.
INT. PETER'S APARTMENT ROOM - CONTINUOUS

In a dark room, we can't see anything.
We then hear a key turning, Peter opens the door and flicks
the light on as he enters. He placed his keys and his
knapsack down on a table and closed his door and locks it.
Outside, we hear the sound of a subway train.
Peter sits down and takes his coat off, we see him in a blue
plaid shirt, jeans and regular clothes you would expect a
person to wear.
Peter grabbed a photo of him and his Uncle Ben, with the date
reading, 3/4/15.
FADE OUT:
FADE IN:
INT. THE APARTMENTS HALLWAY - MORNING

Peter in a night coat and pajamas, walks out with his clothes
and a Towl as he walks towards the restroom door.
PETER
(Knocks on the door)
Hello?
Mr. Ditkovich also walks by with his clothes, a towl and was
also in a night coat as he enters the restroom and closed the
door.
PETER (V.O.)
Damn it.
51.
Ditkovich opens the door and...

DITKOVICH
Rent?
Peter makes an annoyed attitude, he grabs the handle and
slams the door close, in irritation.
CUT TO:
INT. OSBORN PENTHOUSE - CONTINUOUS

Gwen was laying with Harry on the couch, in the covers. She
wakes up, she looks around and she picks her phone, it was
10:00. She gets up and puts her clothes on.
She writes a note and placed it near Harry.
It read.
EXT. THE OSBORN PENTHOUSE - CONTINUOUS

Gwen walked out of the penthouse, she closed her eyes and
took a deep breath, she moved her head back as she her head
was aiming towards the cloudy morning sky in the cold day.
She goes near a bus stop and sits down.
CUT TO:
INT. THE DAILY BUGLE, JAMESON'S OFFICE - LATER

Peter enters Jameson's office, and Jameson slams his phone on
the receiver.
J.J. JAMESON
Parker!! That's the first time we
ever got about Giant lizards
running amuck in Grammercy Park!
Giant Lizards!! Get me photos!!
Pronto!!
PETER
Right away Mr. Jameson!
He runs out of the office and mutters.
PETER (CONT'D)
(Mutters)
Giant Lizards?
(MORE)
52.
PETER (CONT'D)
There's one thing I know and it
seems like they aren't paying me
enough.
DISSOLVE TO:
EXT. THE ROOFTOP OF THE DAILY BUGLE - CONTINUOUS

SPIDER-MAN
(Putting his mask on)
Guess I'll start looking in
Grammercy Park.
He jumps off the roof and, you know the usual, he shoots out
a web and swings through the city, he swings to Grammercy
Park.
EXT. GRAMMERCY PARK - CONTINUOUS

He lands on the ground at the park.
SPIDER-MAN
Seems like Doctor Connors might be
impossible to find.
CIVILIAN
(Running)
RUN!! RUN!! IT'S THE END OF THE
WORLD!! HELP!!
He goes near the civilian.
SPIDER-MAN
What's wrong?
CIVILIAN
(Panting)
Spider, green, monster, that way.
He points to an alleyway.
You know what happens, Spider-Man jumps in the air and swings
to the alley.
He grabbed out his camera as he is in the alleyway, we see
Doctor Connors, now as the Lizard in his clothes, rummaging
through the trash, then Spider-Man takes a photo while being
quiet.
53.
The Lizard hears, he turns around and roars at Spider-Man,

Spidey then takes another shot of him and The Lizard jumps
into a sewer hole. As his tail caught the man hole cover and
closed it. He escaped.
SPIDER-MAN
Damn, I better get back to
searching for those giant lizards,
and Doctor Connors.
He jumps out of the alleyway and swings through the city.
DISSOLVE TO:
EXT. NEW YORK, OTHER PART - CONTINUOUS

The Lizard was in a Hot dog stand, eating all of the Hot
dogs, Spider-Man lands on the ground, he then takes multiple
photos of him.
SPIDER-MAN
Nice, that's gonna be a great shot.
The Lizard hears again, he roars at Spider-Man and Spidey
takes another photo of him, then The Lizard runs away.
SPIDER-MAN (CONT'D)
Damn it. Doc Connors sure loves to
run away. But I'll get him another
time, I just need to get these
photos to the bugle.
He runs on the ground, he shoots a web and pulls himself up
in the air and swings to the bugle.
DISSOLVE TO:

Peter stands next to Robbie with the photos on Jameson's desk
and him looking.
ROBERTSON
These shots are great Peter.
J.J. JAMESON
It's a bugle exclusive! Here's
tomorrow's front page Robbie,
Rampaging Reptiles raid city! And
Parker, here's your money for
today.
54.
He pays Peter with 20 dollars.

PETER
Thanks Mr. Jameson!
He runs out.
CUT TO:
EXT. OSCORP BUILDING - LATER

We start at the sky, the CAMERA pans down as we see Harry
with a foreman.
FOREMAN
Look, Mr. Osborn. This is too much,
we need rest.
HARRY
You know what? Do you want your job
or do you want to be fired?
FOREMAN
No.
HARRY
Then get to work!
FOREMAN
Come on boys, we must finish the
building.
The foreman runs back to the others.
MARY JANE
(Holding two cups of
coffee)
Wow. You're very bossy when it
comes to this.
HARRY
(Takes the cup)
Well, it's crazy. At least, we're
almost done.
She sips her cup.
MARY JANE
So, feels like you and Pete aren't
hanging out huh?
55.
HARRY
No not right now. I guess he's
dealing with his job.
MARY JANE
Okay.
Harry looks up at his building that was almost done.
He smiles.
DISSOLVE TO:
EXT. THE BANK - LATER

Business men and women walk into the bank and other civilians
going on with their day.
INT. THE BANK - CONTINUOUS

A man grabs a paper, on his desk, there was a small sign in
front of him that read, Loan department.
MAY
That's the Social Security.
LOAN DEPARTMENT WORKER
Yes, I see that.
PETER
And my Uncle Ben's Life insurance.
Yes, but I'm afraid it's just not
sufficient to refinance your home.
MAY
Yes, but I'm giving Piano Lessons
again.
PETER
You are?
Underneath the table, May kicks the Loan Department worker's
leg.
We appreciate, that you just opened
up a new super saver account with
us today. But the fact is, you do
not have access to justify this
law, I'm sorry.
56.
He stands up and walks away. Peter holds his Aunt in his

arms.
PETER
(Quietly)
Don't worry, we'll figure it out.
The CAMERA tracks left and we see, Doc Ock, in civilian
disguise, tear his coat off and his arms lunge onto the Bank
vault door and he rips the vault door off open, he turns
around and tossed it with his Octopus arms.
Peter's head buzzes.
He turns around, he kicks May's chair back and yelled:
PETER (CONT'D)
Watch out!
The two split away and the bank's vault door crashes into the
desk and brakes the desk.
Peter then runs, even the civilians started to run.
May looks up.
MAY
Peter?
He was gone, the Loan Department worker comes over and
answers.
That boy of yours is a real hero.
OFFICER #1
Hold it!!
They point there guns at Doc Ock.
OFFICER #1 (CONT'D)
Put your arms up!! All of them!!
Doc Ock swings the officers back, they fall back, he takes
his fedora off and tossed it aside, he enters the vault and
grabbed the sacks of money and shoves them in his huge bags.
On the other side of the bank, near a corner where no one was
there, Peter was putting his costume on.
PETER
(Quietly)
This is nuts. How is he alive? I
just saw his body dead.
57.
He grabbed his mask, and next to it was a little chip from

Green Goblin's mask.
PETER (V.O.)
Fury's right. I have a lot to
learn-
(Crushed the chip)
-about responsibility.
He puts his mask on.
Meanwhile, Doc Ock almost finished with the money until his
arm sensed something, he turns to see Spider-Man swinging
around.
He turns around and throws it at him, Spider-Man dodges and
lands on another wall.
He grabs more bags that were still in the vault and starts
throwing them at Spider-Man, he dodges multiple times and
lands on the ceiling.
Doc Ock throws another bag.
SLOW MOTION...Spider-Man shoots a web at the bag...he swings
it back and...
SPIDER-MAN
Here's your change!
The bag hits Doc Ock as he falls back to the wall.
He then proceeds to throw more bags at him, he dodges and
lands on a lamp and spins around on it. He throws another,
but again he dodges and lands on a wall.
Spider-Man swings his arm out but nothing came out of his web
shooter.
SPIDER-MAN (CONT'D)
Ah come on!
Doc Ock throws another and finally hits Spider-Man, he falls
off the wall and lands on the ground.
DOC OCK
Ha!
Spider-Man gets up a little and reloads his web shooters and
then Doc Ock grabbed Spider-Man up, he crossed his arm
together so he wouldn't move and he puts him close fast.
58.
SPIDER-MAN
(Quietly)
Hey, Doc Ock. It looks like you
been upgraded, again. I don't think
I should even call you Doc Ock
anymore.
DOC OCK
You're getting on my nerves!
SPIDER-MAN
Well, I have a neck for that.
DOC OCK
Not anymore.
He then placed his other arms on Spider-Man's head and
started to squeezing him, he grunts as he felt his blood flow
starting to move.
Finally, Spider-Man shoots his webs at two desks, and with
his strength, he pulls them hard, Doc Ock drops him and
catches one, but surprisingly, is hit by the other one and is
hit out the...
EXT. THE BANK - CONTINUOUS

...window. And he crashes onto a Taxi.
DOC OCK
(Quietly)
Damn Little Prick!
He gets up, Spider-Man is running at him rapidly. Doc Ock
grabs a taxi door and throws it at Spider-Man, he jumps over
the car door, but then Doc Ock throws another and it hits
Spider-Man back inside of the bank.
Then a women screamed as she saw him, then two police car
arrive, the officers get out.
OFFICERS
Freeze! Don't move!!
Then, Mary Jane was there, then the Octopus arm starts to
swing his arms at one of the civilians but they move except
Mary who was behind them and couldn't see.
OFFICERS (CONT'D)
Wait don't shoot!
DOC OCK
Don't follow me!
59.
He then goes up on a building wall and climbs up.
EXT. ABOVE THE BANK - CONTINUOUS

He climbed up all the way as he make hole in the walls, then
Spider-Man was swinging underneath the and he zips himself
high in the air and lands on the wall.
Mary Jane kept punching the arms with her hands but they
hurt.
SPIDER-MAN
Hand her over!
DOC OCK
Of course.
He moves her close to Spider-Man slowly.
SPIDER-MAN
Easy now.
Just as you know, he drops her.
DOC OCK
Butterfingers.
Spider-Man squints in irritation, he shoots a web down to
Mary and he swings him up, she catches onto the building wall
above the two.
Doc Ock then grabbed Spider-Man and slams him into the wall,
three times, the white bricks on the wall started to fall
down below.
MARY JANE
Help me!
Doc Ock slams Spider-Man on the wall again, he swings another
arm towards his head, but missed as Spider-Man dodged.
Spider-Man shoots a web at Doc Ock's face, pulls him fast and
punches him off.
Mary Jane yelled help me again.
SPIDER-MAN
I'm coming!
He then turns around facing the wall and jumps up onto the
wall, he does this a couple of times but is grabbed by Doc
Ock.
60.
SPIDER-MAN (CONT'D)
Hang on!!
He is pulled by him.
Doc Ock slams him to the wall again, he zooms at him fast,
Spider-Man slides down and slams Ock to the wall and punches
him, Doc Ock also slides down and punches him with his robot
arm, but Spider-Man slides down again and slammed Doc Ock
back onto the wall and punched him. Spider-Man kicks off the
wall and two fall down together. While in the air falling,
Spider-Man then started to beat the shit out of Doc Ock.
Doctor Octopus then grabs onto the wall with his arms and...
INT. A WORK ROOM - CONTINUOUS

...they both crash through a window, Doc Ock falls onto the
ground, there was a young Business Woman in there.
Spider-Man started punching his face multiple times, then the
arms grabbed his head and lifted him up, the two other arms
then grabbed him and slammed him into the bookshelves.
He then lifted him up, with all of his mechanical octopus
arms, holding all of his arms at the side and then started
slapping him.
Spider-Man finally used his strength to kick him back, Doc
Ock then throws him out the window and Spider-Man shoots his
web out at him and pulls him out the window.
EXT. HIGH ABOVE THE BANK - CONTINUOUS

Mary Jane was climbing on the side safely, she climbs on the
side safely.
EXT. ABOVE THE BANK - CONTINUOUS

Spider-Man was being punched by Doc Ock with his real hands
as he was being hold by the robot arms.
Spider-Man finally kicks his face back and he got his arms
free from the octopus arms and he punches him. He is grabbed
by the arm and was slammed into the wall...again.
And he then throws him to another building and he crashes
through a window.
61.
EXT. HIGH ABOVE THE BANK - CONTINUOUS

Mary Jane was grabbed by Doc Ock and was being held in the
air by his arms.
EXT. THE OTHER BUILDING - CONTINUOUS

Spider-Man leaps near the window.
SPIDER-MAN
Oh no, Mary.
DOC OCK
Now you'll have this Young Women
death on your conscience!!
Spider-Man squints in anger.
SPIDER-MAN
(Quietly)
Responsibility!
He then hopped back into the room, he shoots a web at the
side of the window, and another, he holds on tight as he
backs away from the window.
DOC OCK
(Growls)
Come on.
Spider-Man finally zips out of them window fast and
approaches towards Doc Ock, then he transformed one of his
arms into a long razor sharp blade.
MARY JANE
Shame on you!!
Mary then swung her bag at Doc Ock's robotic head and he
cracked it, Spider-Man then grabbed the arm and ripped it
off.
Doc Ock then dropped Mary Jane.
Spider-Man then jumps off the wall and dives after Mary. He
shoots webs out of his hands and he they caught her, he pulls
himself towards her and he catches Mary.
He then shot out a web and swung fast through the crowd.
They finally land on the ground.
SPIDER-MAN
Are you okay.
62.
She hugs him tight.

MARY JANE
Thank you thank you.
She finally lets go.
SPIDER-MAN
You're welcome.
She then takes a picture.
He jumps in the air and swings away, he swings above the
buildings. He jumps off and runs onto the rooftops, he shoots
a web out and pulls himself up in the air.
The CAMERA pans left as we see Spider-Man shoot a web and
swing left, a building then fills the screen as we...
CUT TO BLACK:
INT. THE SEWERS - LATER

The CAMERA pans left out of the black as we see The Lizard
sitting on his knees, with the moonlight illuminating down
onto him.
THE LIZARD
Peter Parker, is, Spider-Man.
DR. CONNORS (V.O.)
But Peter has been my student for a
year, he couldn't have.
THE LIZARD
Of course he could!
DR. CONNORS (V.O.)
But...why?
THE LIZARD
Just shut up! I will deal with the
boy myself, if he ever tries to do
anything crazy.
DR. CONNORS (V.O.)
No! You should just leave him
alone!
THE LIZARD
You just shut up and stay out of
the way and my head!
63.
He walks towards tunnel.

FADE OUT:
FADE IN:
EXT. NEW YORK CITY - NIGHT

Spider-Man swings through the city after a car with
criminals.
The two criminals shoot their guns at him but they miss.
Spider-Man looks down at his watch, it was 7:21.
SPIDER-MAN
I still have time!
He shoots a web at the car and he webs the car up multiple
times as they get stuck, the car stops.
He lands on the ground.
SPIDER-MAN (CONT'D)
You guys have been screwing up my
night you know?
He then webs the criminals up and the police men arrest them.
CAPTAIN STACY
(Quietly)
Hey Parker.
SPIDER-MAN
(Quietly)
Hey Captain. I gotta go and see
your daughter's show.
CAPTAIN STACY
(Quietly)
Go on Peter. You better make it.
He turns around, he jumps in the air and swings away.
CUT TO:
INT. THE THEATER - LATER

The play was going alright.
Gwen and Mary were acting in the show.
64.
She turns her eyes to the audience, and the seat that read,
Peter Parker on it, was empty.
She turns her eyes back to Mary.
CUT TO:
EXT. THE THEATER ENTRANCE - CONTINUOUS

Peter jumps out from the car and puts his coat on.
OFFICER
Hey kid! You park there, I'm towing
you.
He stops and turns to him.
PETER
Whatever.
He walks inside.
INT. THE THEATER ENTRANCE - CONTINUOUS

Peter heads inside, the Usher then tells him.
USHER
You might need to tie your shoes.
He lunges down to his shoes and ties his laces on his shoes.
He gets up and approaches until...
USHER (CONT'D)
And your tie.
Peter goes back and ties his tie.
He walks near but then...
USHER (CONT'D)
Can I help you Young Man?
PETER
(Grabs out his ticket)
I'm here to see the show.
USHER
I'm sorry son, but you have to make
it early.
65.
PETER
What? I thought the show starts at
7:30.
USHER
Check your watch.
He looks down, it was 7:30.
PETER
Oh, well. Miss Stacy, she's a
friend of mine, she asked me to
come.
USHER
But not to come late.
PETER
Well, can't I just watch the show
backstage, she told me that.
USHER
Sorry, but. I won't allow that.
PETER
Come on, sir I just wanna see the
show if you just let me I mi-
USHER
Shh.
He points at the sign behind him.
Peter turns around and walks away. But then he stops then
turns back to him.
PETER
If you please just-
USHER
Shh.
He turns back to the door and walks out.
DISSOLVE TO:
EXT. A NEIGHBORHOOD IN TOWN - LATER

Peter was sitting on stairs as he looked at the theater in
front of him, as he sat near a neighborhood full of houses
and apartments.
66.
He turns to the back stage door, Gwen walks out. He smiles,

he gets up but then stops.
He turns away.
PETER (V.O.)
I don't know if I should even talk
to her. I guess she might have a
night to rest on.
He turns away and ran into an alley.
Neat the back stage door, Gwen turns to the alleyway.
EXT. THE ALLEY - CONTINUOUS

Peter was running through the alley as he then rolls his
shirt up, he tossed his tuxedo into his bag and his clothes
and he leaps in the air and shot a strand web out and pulls
himself high up.
He swings up into the sky, he swung his arms out, but nothing
came out.
He falls, he checks his belt, but the containers were empty.
SPIDER-MAN
Oh no!!
He falls down and screams as he echoes in the night.
EXT. ROOFTOP - CONTINUOUS

He falls down fast, and he crashes onto a pipe.
He gets up.
SPIDER-MAN
Ow.
He takes his mask off, he rolls the sleeve of his glove up,
he checks his web shooter, the container was empty now.
SPIDER-MAN (CONT'D)
Damn it. Must've ran out of Web
Fluid.
He puts his mask back on and jumps near the edge, he jumps
off the building and lands on the wall. But suddenly, his
hands and feet start to get slippery and he falls on the
ground.
67.
SPIDER-MAN (CONT'D)
Ow.
(Punches the ground)
Damn it! Why are my powers lacking?
Ugh. I guess I'll have to take the
Elevator.
CUT TO:
INT. A HALLWAY NEAR AN ELEVATOR - LATER

A man with his dog on a leash arrives at an Elevator. He
pressed the button and Spider-Man was in there.
He enters and pressed the button.
INT. THE ELEVATOR - CONTINUOUS

The Man stood next to Spider-Man, then he spoke.
MAN
So you're that Spider Kid aren't
you?
SPIDER-MAN
I wouldn't say that much of a kid,
I'm 18 right now. But, yeah.
MAN
How did you get that costume?
SPIDER-MAN
I made it. Well, technically I wore
a sweat suit but Iron Man made me a
couple of new suits, but until he
was gone, I made my own suits now.
MAN
Well, it looks uncomfortable
though.
SPIDER-MAN
Um. It gets kinda itchy sometimes.
MAN
Crazy.
SPIDER-MAN
Yeah. It gets up right to the
crotch sometimes.
The Man makes a face of confusion.
68.
SPIDER-MAN (CONT'D)
Sorry.
They stop, the man walks out.
The door closes as we...
DISSOLVE TO:
EXT. A STREET BLOCK - LATER

We see Peter, back in his ordinary clothes, with his costume
shut in knapsack, he walks down a block near huge glowing
signs of Gwen Stacy on it.
He turns to the signs and sighs of disappointment.
PETER
(Quietly)
I wish I made it on time.
DISSOLVE TO:
INT. OSBORN PENTHOUSE - LATER

Harry was in his apartment, reading the note from Gwen.
He gets up and gets a drink of wine to fix his mind a little.
He then turns the TV on, there was a news broadcast about
Spider-Man facing Doctor Octopus at the bank.
HARRY
(Sighs)
Peter. Wait, how is Doc Ock alive?
He died. I killed him as the
Hobgoblin.
He walks near his wardrobe, he pressed a couple of buttons on
the lock, it opens, he enters.
INT. OSBORN PENTHOUSE, THE LAIR - CONTINUOUS

He entered a huge room full of Goblin tech, he picked up a
huge vial of green, he picks up another full of yellow, he
turns around to his tech. Then suddenly...
GREEN GOBLIN VOICE
HARRY!!
He jumps back as he becomes frightened. He yells.
69.
HARRY
Who's there?!!
No one answered. He puts the vials back on the shelf and ran
out fast.

Harry got out fast and he closed the door. He goes to sit
down, but then his head started to hurt.
HARRY
Ah!
He holds his head as he grunts a couple of times.
Then the Green Goblin's Voice comes over again.
GREEN GOBLIN VOICE
Harry...remember who you are.
You're friend killed me.
HARRY
No. No. No. Shut up! You killed
yourself.
GREEN GOBLIN VOICE
DO IT!!
Harry then picks up a dagger and...
HARRY
(Throws the dagger at the
Goblin mask)
NOOOOO!!!
The dagger goes right through the mask, cutting it in half as
it fell on the floor.
Harry sits back on his couch, sobbing with tears.
CUT TO:
INT. OSBORN INDUSTRIES, LAB - LATER

Doctor Octopus was placing a huge machine together with
another, with his octopus arms, while he tried to smoke on a
cigar but couldn't because of his robotic head.
The Beetle enters as he tumbles on the ground.
70.
DOC OCK
(Turns around)
So, you're back.
BEETLE
I got out to kill those people who
runned me out of Oscorp, and make
some mayhem at the World Unity
Festival.
DOC OCK
Why didn't you tell me?
BEETLE
I wanted to deal with it myself.
And that Spider-Man wacko was out
there. The little shit almost
killed me. I can't believe he
ruined everything.
DOC OCK
I went out the next day too. And I
almost crushed him.
BEETLE
What are you building?
DOC OCK
A machine that could control the
sun like an energy core. A
sympathetic frequency. With
Harmonic reinforcement. A perpetual
sun providing renewable power for
the whole world.
BEETLE
You sound insane! What if you kill
Children or Teenagers?!
DOC OCK
I want that to happen.
BEETLE
You'll blow up the city Octavius!!
DOC OCK
Right. But I will also get rid of
that Little runt Spider-Man, and
Peter Parker!!
BEETLE
The photographer kid. I fix my
suit, and you better tear that
thing apart! You'll kill everyone!
71.
He walks into his lab, Doc Ock turns around and faces the
unfinished machine.
DOC OCK
(Quietly)
You don't understand, I will
destroy the world.
He goes back to making it and placing it together.
CUT TO:
EXT. THE LIBRARY - MORNING

Peter was sitting at the front of a library in queens, he
takes his phone out and calls Gwen.
We hear her voicemail say:
GWEN'S VOICEMAIL
Hi, this is Gwen Stacy, call me if
you wanna speak.
PETER
Hi Gwen. I um, was late for the
play last night. The thing is, I
was on my way to your show, but I
was being stopped everywhere I try
to go. After Spider-Man stopped a
robbery I took the crooks car and
drove there, but the Usher told me
that it was-
INT. GWEN'S APARTMENT - CONTINUOUS

Gwen sat down to the call.
PETER (V.O.)
-7:30. I asked him if I can walk in
quietly and watch backstage like
you told me about. But he wouldn't
let me in. Somebody has to talk
with the Usher.
EXT. THE LIBRARY - CONTINUOUS

Peter then sighs about finishing his conversation.
72.
PETER
(Quietly)
Alright, the real reason why I am
always late to these kind of
events. Is because...
(He sighs and placed the
phone down for a couple
of seconds then held it
back to his ear)
...because I'm-

PETER (V.O.)
-Spider-Man.
Gwen's eyes widen in confusion, she stood there speechless.
PETER (V.O.) (CONT'D)
Weird right?
EXT. THE LIBRARY - CONTINUOUS

Peter gets up and walks down the block.
PETER
(Quietly)
I know I might sound crazy that you
might think I'm lying, but, I'm
not. The thing is, I'm trying to
save this city. And I half of the
time can't make it to these events
because this city's lives matter
though. If my enemies also found
you, you would get hurt. If you get
killed I can never forgive myself.
(Stops near an Alley)
It just wouldn't cut it for me if I
never save this city. And it even
would never cut it for me when I'm
always late to these kind of things
that we are suppose to do. I just
hope, you might forgive. If you
wanna talk, talk with me next time.
I'm in love with you. Bye.
(Hangs up)

Gwen goes near her phone and picks it up from the receiver,
but he already hanged up.
73.
She placed it back down on the receiver. She falls back onto
her couch.
GWEN
Impossible.
CUT TO:
INT. CONNORS' OFFICE - CONTINUOUS

The Lizard injects himself with a needle, his body then
transformed back to human, Dr. Connors was back.
DR. CONNORS
(Gets up)
I gotta stay away from this
serum...gotta be the Teacher of
this school.
DISSOLVE TO:
INT. THE ESU SCIENCE CLASSROOM - LATER

Doctor Connors, now as human was teaching the class. Peter in
the back drew an artwork of himself. One side with his face,
and one side with Spider-Man's face. The bell rings. The
class walks out except Peter.
DR. CONNORS
Peter how come you're not leaving.
PETER
I just wanted to tell you, don't
ever do that again.
DR. CONNORS
What?
PETER
Don't ever inject yourself with
that serum ever again. I know it
got your arm back as I saw, but you
transformed into a Complete
monster. You need help.
DR. CONNORS
No Peter. I am a Doctor, I know
what I'm doing.
74.
PETER
No. You don't, you'll kill yourself
because of that serum, that thing
you turned yourself into, made you
into some kind of Reptile. You need
to actually get help.
Doctor Connors backs up.
Then The Lizard's voice comes over:
THE LIZARD'S VOICE
He's lying...he just wants you too
be a regular human like the rest of
you people...
PETER
Doctor Connors?
THE LIZARD'S VOICE
Don't trust the Little Bitch.
PETER
Doc?
DR. CONNORS
I'm fine Peter.
PETER
No you're not.
DR. CONNORS
Back away Peter. I can help myself.
Just go home.
He walks out with his bag. Peter stood there speechless.
PETER (V.O.)
I don't understand. Why won't he
listen?
He walks out too.
EXT. EMPIRE STATE UNIVERSITY - CONTINUOUS

Peter walks out of the school.
PETER (V.O.)
Can't believe Doctor Connors would
just not listen. Why wouldn't he
listen?! Huh?! It makes no sense
for me to try and stop him from
becoming that monstrosity!
(MORE)
75.
PETER (V.O.) (CONT'D)
I have too! No matter the cost! I
must fight him, until one of us
isn't able to fight anymore,
because if I don't, he'll die
inside of that thing, and The
Lizard will take over his mind. If
I stop him though, maybe I will
save him, I will have to create an
antidote where I can at least cure
him, if I can't make one. Then I
will have a Lizard Man rampaging
around New York, ruining everything
and terrorizing the city. I have to
stop him.
EXT. THE APARTMENTS - CONTINUOUS

Peter walks to the door and he opens it as he unlocked it.
INT. THE APARTMENTS HALLWAY - CONTINUOUS

Peter was about to walk into his room until...
MR. DITKOVICH
Rent?
He opens the door and walks out then closed it. Peter turns
around in irritation.
PETER
What is it Mr. Ditkovich? I'm not
in the mood right now.
MR. DITKOVICH
Not until you give me the rent.
PETER
You'll get your rent when you fix
this Damn door!
He walks into his room and slams the door loud.
Mr. Ditkovich walks back into his room.

Peter tossed his bag aside and he sits down on his bed.
He placed his hand on his head.
76.
PETER (V.O.)
I can't believe this. I literally
have to face enemies, I have to
deal with my job, and I literally
have to pay the rent?! This is just
annoying the hell out of me. My
entire life, is just a huge pile of
crap, and that says a lot.
He looks out his window. He grabbed his back and grabbed out
a huge container full of webs.
PETER
Perfect.
He pours the web fluid in small containers.
EXT. A BUILDING - NIGHT

Spider-Man was on the glass side of a building, looking down
at the city, with his phone in hand.
SPIDER-MAN
Alright, I gotta find Doctor
Connors out there. He must know I'm
Spider-Man already, so I must face
him.
His phone then rings, its Gwen.
He answers.
SPIDER-MAN (CONT'D)
(Sighs)
Hello?
GWEN (V.O.)
Hello, Spider-Man.
SPIDER-MAN
Look I-
GWEN
Just meet me somewhere and we can
talk at a rooftop somewhere.
She hangs up.
He swings away.
CUT TO:
77.
INT. THE SEWERS - CONTINUOUS

Connors injects himself with a syringe as he transformed back
into The Lizard, with a lab coat, jeans and a shirt, ripped a
little.
THE LIZARD
(Laughs)
Yes! Finally I don't have to be in
the mind, be I get to be
controlling the body!!
(Laughs again)
He walks near his table, he grabs a huge device with a
satchel, he straps it to himself and runs out into the
tunnels.
CUT TO:
EXT. TRINITY CHURCH - NIGHT

Gwen was near Trinity Church, standing near the door. Spider-
Man arrives.
GWEN
Get me up there now.
He grabs her and he leaps high in the air and lands on the
top. He puts her down. He sits at the edge.
He looks at her, she looks back, and she rolled her eyes.
SPIDER-MAN
(Squints in irritation)
Seriously?
GWEN
Yes. That was a hell of a way to
tell me that you're Spider-Man. Why
didn't you tell me?!
SPIDER-MAN
I told you, I have a responsibility
to go over. And the reason why, is
because i am trying to save this
city, from evil. That's why!
GWEN
So much for the Best Friend in the
world.
78.
SPIDER-MAN
Don't tell me how I'm suppose to
make it in time for our events!
It's not my fault why I got these
powers, I didn't want them!
GWEN
Does Harry know too?
SPIDER-MAN
Yes.
GWEN
I can't believe this. What about my
dad?!
SPIDER-MAN
Yes him too. But that doesn't
matter. I'm trying to help these
people from being hurt by these
Assholes, this is my curse! I am no
longer human! I'm different!
He jumps on the ground in front of Gwen as she jumps back.
SPIDER-MAN (CONT'D)
(Approaches her)
Punch me and I bleed. Do it, right
now. But it is not going to change
the fact that I'm not some Human
who doesn't know anything. I can
face this alone, I'm not an Avenger
or anything, I'm just a Teenage
Superhero, who takes pictures of
myself, and have a job at the
bugle, and I have to deal with
these events! But that doesn't make
me a Jerk, I try to make it to
these places, but I'm dealing with
something.
She smirks with annoyance.
GWEN
You're right. It doesn't seem like
your human.
She sits down on the edge, but Spider-Man takes her off the
edge and he holds her.
GWEN (CONT'D)
What are you doing?
79.
He lift the bottom of his mask up to his nose and kisses her,
hard. She tries to resist, but she kissed back.
He lets go of her, he lift his mask back down, she is
speechless from the Spider Kiss.
He grabs her though and he placed her down on the ground, he
is hanging upside down on his web.
SPIDER-MAN
(Quietly)
I have a Responsibility to go over.
I have to face this.
She finally smiles and apologized.
GWEN
I'm sorry.
SPIDER-MAN
Doesn't matter. I gotta go.
He pulls himself up on the web and swings away.
From behind the church, we see The Beetle hiding there,
watching them, as he heard everything, he watches Gwen walk
away from the church.
BEETLE
(Demonic Voice)
Gwen Stacy. So that is the
Beautiful Girl in white huh? Time I
teach the little kid a lesson.
FADE OUT:
We hear The Beetle's demonic voice laugh.
FADE IN:
EXT. THE SEWER PIPES - LATER

Spider-Man arrives at a tunnel way.
INT. THE SEWERS - CONTINUOUS

He jumps in there and he lands in water.
SPIDER-MAN
Ugh. Gross. Spiders in Water don't
mix.
80.
He walks through the water anyway, the pants part of his suit
was getting soaked in the wet water, he had a huge syringe on
his belt of the suit, he looked around.
SPIDER-MAN (CONT'D)
(Quietly)
Come on Doctor Connors, I know
you're in here.
He eventually stopped near a huge, cynlinder-like room filled
with water below him, he jumps in and a piranha shaped
reptilian beast jumps out of the water and lunged at Spider-
Man, he dodged as the creature goes over and lands in the
water.
SPIDER-MAN (CONT'D)
What the hell are you?
The creature growls, and he says he is Nattie.
Then, mutated pygos jump out of the huge, cylinder-like room
filled with water. Knowing he doesn't have a chance at
finding Connors - much less defeating Nattie - under water,
the intelligent hero decides to turn off the water supply for
a moment in order to get the upper hand on the creature and
its minions. After many wheels turned and many Pygos
defeated, Spidey turns the water off one last time to finish
off the cross-species by webbing him up to the wall above.
Spider-Man then continues his search and leaves.
SPIDER-MAN (CONT'D)
Alright, Piranha boy. It's time you
go to sleep for tonight. I don't
wanna get myself crazed with fear.
He walks out of there, he jumps up and crawls through a pipe.
SPIDER-MAN (CONT'D)
Hello, Doctor Connors, I got an
Antidote with me, and you will take
this so you can become human.
Then a green reptilian tail appears, Spider-Man's head
buzzes, he turns around and The Lizard jumps out at him and
they fall down, they tumble into a circular room full of
trash with a broken down train in there near a corner, with
fire in a huge metal container bin. The antidote falls into a
broken pile of machines.
SPIDER-MAN (V.O.)
Gotta sift through this scrap heap
to find the serum.
81.
The Lizard roars at him as Spider-Man turned around and got

up. The reptilian creature told him that Doctor Connors will
never come back.
SPIDER-MAN
Don't try and stop me from turning
you back! Any last words from The
Lizard before I get my friend back?
The Lizard roars at him.
SPIDER-MAN (CONT'D)
Words, Connors, with syllables.
The Lizard then lunged at Spider-Man as his head buzzed,
Spidey swings in a sucker punch up in the air and swung
another as The Lizard falls back to a wall. Spider-Man webs
him up to the wall, he turned around and jumped near the pile
of scraps, he threw a couple out of his way and found the
serum.
SPIDER-MAN (CONT'D)
Yeah! Found it!
The Lizard then jumps at him and is on him, Spider-Man kicks
back at him as he falls to the ground, he picked up a huge
doorway on the floor and threw it at Spider-Man but missed,
he jumps through the hole then Spidey jumps into a...
INT. ROOM FULL OF WATER AND CELLS - CONTINUOUS

...room full of water and cells full of rats climbing on the
ceiling.
SPIDER-MAN
Come on Connors! You're too old for
Hide and Seek!
He walks through the water with the antidote on his belt.
SPIDER-MAN (CONT'D)
(Quietly)
It's time to fulfill my promise Old
friend, just hold still.
Spider-Man stops at a cell that led to some kind of room, he
punched on the bars but he hurts his hand.
SPIDER-MAN (CONT'D)
Damn it. He must've fit through it
somehow.
82.
Then The Lizard jumps near the cell outside, he cracks the
cell open and pulls Spider-Man out, he lands in a circular
room with different platforms with bars. As water also fell
down in the room.
Spider-Man also saw a device, he then smashed it with his
bare hands and The Lizard roars and jumps at him.
THE LIZARD
No!! My Machine!! YOU RUINED IT!!
SPIDER-MAN
Hey scaly! You know where I can get
a tail? Because I want my friend
back!!
THE LIZARD
NEVER!!
He jumps on him and punches him as he strangles him with his
tail, Spider-Man lifted his feet up and kicked him, he falls
on the edge and Spider-Man jumps near the edge and almost
jammed the syringe in, until The Lizard grabbed his arm.
SPIDER-MAN
(Struggling)
Hold...still.
THE LIZARD
NO!! I will not let you change me
back!! I am cured, and I will not
come back to a small and weak human
like you!!
SPIDER-MAN
(Squints in anger as he
struggled)
I am no human any more!
With his strength his swung his other arm at The Lizard and
pulled him up, The Lizard falls on the ground, Spider-Man
jumps at him and he jams the syringe into his neck.
The Lizard screams in pain, he ripped the syringe out of his
neck and fell on the ground, his body then started to change,
his claws turned back into fingers, his fangs turned back
into teeth, and his body was now back to normal and he was
now human.
Spider-Man walks near, he slouched down, he placed his hands
together and then pushed his chest multiple times yelling.
SPIDER-MAN (CONT'D)
CONNORS!! CONNORS WAKE UP!!
83.
Then Curt woke up, he looked up at Spider-Man.

DR. CONNORS
Peter?
He gets up slowly while struggling.
SPIDER-MAN
Easy Connors. You're gonna be
alright.
DR. CONNORS
Peter, I'm sorry. I must've gone
crazy.
SPIDER-MAN
You did, is he gone?
DR. CONNORS
The Lizard? I dunno. We'll have to
check when they take me to the
Hospital, and they'll have to cure
me.
SPIDER-MAN
Good, you will no longer use that
serum, they need to destroy it.
DR. CONNORS
Agree.
He gets up.
SPIDER-MAN
Come on.
(Picks him up and he webs
him to his back)
Let's get out of here.
He jumped in the air and swung out the sewer.
CUT TO:
EXT. OSBORN PENTHOUSE, BALCONY - LATER

Harry was sitting outside looking at the city with
illuminated windows, he gets up and headed inside.
CUT TO:
84.
EXT. THE SEWER PIPES - CONTINUOUS

Curt was laying on a hospital bed being placed in the
Hospital car.
NURSE
Don't worry sir, we'll get you to
the hospital and fix you up.
DR. CONNORS
(Laying down)
Thank you.
They enter the car and drove away.
The CAMERA pans left as we see Spider-Man and Captain Stacy
talking with each other.
CAPTAIN STACY
(Quietly)
You did what?
SPIDER-MAN
(Quietly)
I am Spider-Man.
CAPTAIN STACY
(Quietly)
What? Why, why did you tell her?
SPIDER-MAN
(Quietly)
I had to, she wouldn't why I'm
always gone. So I told her.
CAPTAIN STACY
(Quietly)
You promised me that you would
never tell her.
SPIDER-MAN
(Quietly)
You can't make promises that I
can't keep, how else can I really
explain to her. I gotta go.
He jumps in the air and swung away.
He swings through the city and swung past the Chrysler
building.
SLOW MOTION...Spider-Man swung in the air...looking at the
city.
85.
He then swung his arm out, but he ran out of webs. He goes
into his pocket and pulled out the small container and placed
it into his web shooter and swung through the city, he jumps
off the web and lands on the wall, but he is suddenly blasted
by a beam.
He falls off the wall unconscious, the Beetle grabs him by
the leg and flies away.
DISSOLVE TO:
EXT. A ROOFTOP - CONTINUOUS

Spider-Man wakes up on a rooftop, with his head all dizzy.
SPIDER-MAN
Ow. What happened?
BEETLE
I just knocked you out.
Spider-Man looks up, the Beetle was standing there.
SPIDER-MAN
(Gets up slowly)
What do you want?
BEETLE
I want you to join me. He wants to
destroy the world.
SPIDER-MAN
(Finally gets up)
First of all, who is he? You should
reference all your pronouns. And
second, why would I ever join you?
BEETLE
Oh please, you don't even sound
like Iron Man, at least he has no
secret Identity.
SPIDER-MAN
Just stay away, I will never join
you. And even if I did, then why
ask me?
BEETLE
I can give you power, I can give
you a new suit than this crappy
looking one.
86.
SPIDER-MAN
I don't think so. You're crazy!
BEETLE
Crazy?
(Laughs)
What do you think I am? Some kind
of fly?! Nonsense! You and I will
take him out together.
SPIDER-MAN
(Sighs with irritaion)
Again with the he. Who he?
BEETLE
Doesn't matter, he doesn't matter
right now. Because you do not need
to matter about him right now. But
you-
(Pressed his glove
gauntlets and his eyes
glowed)
-will matter with me.
He then punches him, Spider-Man falls back and crashed into a
pack of Crates.
He gets up.
SPIDER-MAN
Ow. You sure know how to fight a
superhero right?
BEETLE
Yes. Only I can beat the hero now.
No more Mister Nice guy you little
punk!
He then blasted a beam at him, he dodges.
BEETLE (CONT'D)
I offer you friendship, and you
spattered it in my face!
He then punched Spider-Man in the air, he flies at him and
punched him multiple times.
INT. ABANDONED WAREHOUSE - CONTINUOUS

Spider-Man falls into an Abandoned warehouse, his suit was
shredded, the Len on his eye was cracked. He got bruises on
his arms and legs through the shredded holes of the suit.
87.
SPIDER-MAN
Crap. He sounds really serious.
He then looks up and Beetle flies at him and punched him, he
falls on a tall glass window that was old.
His suit was now more shredded, his bottom part of his mask
was ripped. He got more cuts from the glass.
He falls on the ground, he gets back up and he blocks The
Beetle's attack, he swings a punch at him, but he is punched
back by Beetle, he falls on the old and dirty grassy ground.
He gets up and is kicked in the gut by Beetle, he falls back
and coughed.
BEETLE
You think you can just tell me no?
Peter looks up.
BEETLE (CONT'D)
NO ONE SAYS NO TO ME!!
He swings his arm into a upper cut and punched Spider-Man up
in the air, blood comes out of Peter's mouth, he falls on the
ground.
He coughs the blood out of his mouth and spat it out, his
Spider Sense tingled, the Beetle swings a kick but Spidey
dodges.
He lands back, Beetle runs at him, but then, Spider-Man
thwips his webs out at him, between two tall walls, Spider-
Man is now in berserk, he used his webs to trap the Beetle in
them.
He loads his webs back up. He runs at Beetle and lunged at
him, he jumps on him as they both tumble to the ground,
Spider-Man was now on top, punching him multiple times.
Beetle then grabbed his fist and shot Spider-Man off of him,
he falls on the ground and lands on the grassy floor full of
dirt.
He struggles to get up but is kicked back by The Beetle.
He gets up and The Beetle jumps in the air with his foot
forward and he kicks Spider-Man as he hits a brick wall fast
and falls on the ground.
Spider-Man was exhausted and was beaten the shit out of. He
moves his head up slowly, looking at Beetle who was above
him, he flips his hand around and tried to shoot a taser web
but Beetle stomped on his wrist.
88.
BEETLE (CONT'D)
(Laughing uncontrollably)
You've spun your last web Spider-
Man. And you've not been so
selfish, you're little Girlfriend,
Gwen Stacy's death that I almost
did at the festival would've been
quite mad and insane for you to
watch.
SPIDER-MAN
You son of a Bitch.
He is then kicked in the face by him.
BEETLE
You foolish child. You sound like a
Brave Boy, considering that I beat
you. And I will have to do this to
you.
He raised his arm in the air, his gauntlet glove turned into
a blade, he swings it at Spider-Man's face as he cuts him.
There was a huge cut of blood dripping out.
BEETLE (CONT'D)
Ah. Now you finally see.
(He puts his blade down
and grabs Peter by the
hair, hard)
You don't know what you're doing
kid.
(He punches him)
You sound like an Avenger who was
beaten the shit out of.
(He punches Peter twice as
his nose bleeds)
By me. And you know what? I will
kill you tonight Peter Parker,.
Soon when people hear your Death
will be satisfying as hell.
(He lets go of him)
Look at us!! We could've been
Legends together, who could've
ruled the world!! But instead.
(He points at Peter)
You chose the hard way Kid.
I am going to finish Gwen Stacy
off, nice and slowly.
(MORE)
89.
BEETLE (CONT'D)
(Peter then got angry as
his suit eye squints in
anger, and his regular
eye also squinted in
anger)
Gwen Stacy and I, are going to have
a hella of a time!!
The Beetle turned his other gauntlet into a blade and lunges
them at Spider-Man.
Extreme close up, Spider-Man's eye widens as it reflects the
blade going close.
Spider-Man catches the blade, he gets up, he yelled as he
throws Beetle in the air, ripping the blade off of his
gauntlet.
He shoots his legs and pulls him, he falls.
Spider-Man then ran at Beetle and ripped the wires out of his
boots. He jumps back, he shoots a web at the brick wall and
pulls it down fast, the wall crashes onto Beetle. The Beetle
punched his hand out of the pile of bricks, he struggles to
get up. He looks around and Spider-Man was gone.
We hear Spider-Man's scream echo in the warehouse.
Spider-Man swings at Beetle fast and he kicks him in the air.
Spider-Man grabs Beetle then throws his at a wall, Beetle
crashes through multiple walls in the old warehouse. Spider-
Man runs through the holes after him and he runs fast and he
finally reaches him and he kicks him to a wall.
He then Grabs him and slammed him into the wall multiple
times, as he punched him in the face hard, he even grabbed
the bricks and started to hit him with it, smashing the mask
apart and even the suit apart.
He then stopped, he looks at himself.
SPIDER-MAN
What am I doing?
He drops Beetle on the ground who was beaten, and he tossed
the brick aside.
SPIDER-MAN (CONT'D)
I shouldn't have done this.
Then we hear police Sirens.
90.
EXT. ABANDONED WAREHOUSE - CONTINUOUS

The Police cars arrived, Captain Stacy comes out of his car,
we see Beetle, unmasked, have a black eye and blood drooling
out his mouth.
BEETLE
(coughs)
Arrest me.
Captain Stacy looks up and so did Jean DeWolff.
We see Spider-Man sitting on top of a sign, standing high in
the air.
JEAN
What did he do to you?
BEETLE
Just take me to prison.
Captain Stacy looks back up, he was gone.
EXT. NEW YORK CITY - CONTINUOUS

Spider-Man, with his costume damaged, swings through and high
above the city trying to not be seen.
SPIDER-MAN (V.O.)
I can't believe why I did that, I
could've killed him! I shouldn't
have gone crazy about that.
(He lands on the top of a
rooftop)
I seriously should've calmed down
after that. I should go home.
He jumps off and swings away.
DISSOLVE TO:
EXT. THE DAILY BUGLE - MORNING

We see the Daily Bugle stand there in the city, a young
newspaper boy was running through the city yelling extra,
multiple times.
And people everywhere were reading newspapers about Spider-
Man almost killing The Beetle.
Then Jameson's voice comes over:
91.
J.J. JAMESON (V.O.)

I can't believe this!!

A newspaper from earlier is slammed on the desk by Jameson.
J.J. JAMESON
That masked menace almost killed
him!!
ROBERTSON
But J.J, Dalt Kendall almost
destroyed New York at the festival.
HOFFMAN
And he technically killed those
people on the balcony. Maybe
Spider-Man went berserk or
something and thought he should
beat him until he stops.
J.J. JAMESON
Don't tell me how to not hate him,
he almost killed him, and we all
know that he should be in a Prison
cell right now!
Peter enters.
PETER
Sorry I'm late.
J.J. JAMESON
Parker, where the hell have you
been, Spider-Man almost killed
Beetle 2.0 last night.
PETER
Isn't his name Beetle?
J.J. JAMESON
Don't tell me how to name him boy.
Did you get pictures last night?
PETER
No, Mister Jameson. I forgot, I was
dealing with something else last
night.
92.
J.J. JAMESON
Doesn't matter. But tonight is the
Planetarium, I need pictures while
you are there.
PETER
Yes, Mister Jameson.
He walks out as Jameson sits down and finishes his
conversation with Robbie and Ted.
INT. THE DAILY BUGLE - CONTINUOUS

Peter walks near the elevator and he placed his hand on his
head.
PETER (V.O.)
Ugh. My life is terrible.
He walks in.
DISSOLVE TO:
INT. OSBORN INDUSTRIES, LAB - CONTINUOUS

Doc Ock finished on the machine, he placed the two together.
DOC OCK
Perfect. I just need the tritium
from Harry Osborn.
He laughs.
CUT TO:
INT. OSCORP TOWER, HARRY'S OFFICE - LATER

Harry was in his Father's office, that is now his, sitting at
his desk, holding the yellow vial that belonged to the
Hobgoblin, in the background we keep hearing Green Goblin's
voice full of laughter and telling Harry to avenge him.
Harry says no and get out of my head.
Then a worker there entered the office out of his elevator.
OSCORP WORKER
Mr. Osborn?
93.
HARRY
I'm busy at the moment, what do you
want?
OSCORP WORKER
We just got a problem from Alistair
Smythe.
HARRY
What does he want from me for?
OSCORP WORKER
Since your building was made, he
wants to buy it.
HARRY
(Stands up)
Well, you need to tell that Prick
that he's not getting this
building. Because that Bitch
doesn't own Oscorp, so screw Smythe
and his crappy deal. Tell him now!!
OSCORP WORKER
On my way sir.
He runs out of the office, Harry falls back and sits down on
his chair.
HARRY
(Placed his hands on his
head)
I shouldn't have acted like that.
GREEN GOBLIN VOICE
Of course you do.
Harry jumps back to his seat.
HARRY
(Placed his hands on his
ears)
Get out of my head.
GREEN GOBLIN VOICE
Why should I? You need me son. I am
your father, become the Hobgoblin
again, kill Spider-Man and don't
get mad, get even!!
HARRY
(Gets up and Quietly
yells)
Get out of my head now!
94.
The voice was gone. Harry goes into his bathroom and wets his
face off.
HARRY (CONT'D)
(Quietly and puts the
water on his face trying
to calm down)
He's not here, he's not here, he's
not here, he's not here.
He looks up at the mirror, and we see his reflection as
Hobgoblin instead.
He jumps back scared, he moves his head, and on the
reflection, Hobgoblin does the same. He moves his hands, and
again, the reflection does the same.
HARRY (CONT'D)
You're not real.
HOBGOBLIN
(Laughs uncontrollably)
Oh yes I am. You know who he was,
and you know who you really are.
HARRY
No, I don't.
HOBGOBLIN
Yes. You need me, without me, your
business might be given away to
Smythe.
(continues to laugh
uncontrollably)
HARRY
How dare you. I don't need you, I
can do this myself with my business
workers.
Hobgoblin chuckles.
HOBGOBLIN
You idiot. You are your father.
HARRY
No I'm not.
HOBGOBLIN
Yes you are.
HARRY
No I'm not!
95.
Then there was a knock at his office door.

FEMALE OSCORP WORKER (V.O.)
Mr. Osborn, are you alright?
HARRY
Yeah, I'm fine.
He turns back to his mirror, the reflection was him now. Not
Hobgoblin.
He walks out as he turned the light off.
In the darkness of the bathroom, Hobgoblin's eyes on the
mirror reflection opens. His fangs appear as he smiles.
CUT TO:
EXT. TIME SQUARE - LATER AT NIGHT

We see Gwen, sitting on a bench at a bus stop, people in the
street walked past her. She takes her phone out.
Close on, Gwen's phone had callers like, her father, Harry
Osborn, Mary Jane Watson, and Peter Parker.
She puts her phone away, she gets up from the bus stop and
walks down on the block.
CUT TO:

Gwen enters her apartment and closed the door, she sits down
on her couch. She picks up her emote and clicks the TV on.
The news was showing Spider-Man almost killing Beetle.
She rolls her eyes about it.
She picks her phone up and then goes to call Peter.

Peter was in his room taking his shoes off, then his phone
rings, he picks it up and puts it on speaker.
96.
GWEN (V.O.)
Hey Peter, this is Gwen. i just saw
the news, and it said that you
almost killed The Beetle, yeah,
it's intense, I know. I was hoping
if we could talk later, or a
different time, I was thinking we
should talk near a cafe. If you're
interested, make it there
because...I just wanna talk with
you. Bye.
Peter picks the phone up but she hangs up. He placed his
phone down and sat back down.
PETER
Oh boy. Man, what am I going to
tell her? It's not like I'm Tony
Stark where he talks to women with
confidence in himself, neither am I
a rich boy to do so. I guess I'll
have to swing there.
We see Peter put his suit on, and he puts his mask on.
CUT TO:
EXT. NEW YORK, OTHER PART - CONTINUOUS

Spider-Man swings through the city with his suit repaired and
a knapsack on.
SPIDER-MAN
Maybe I should just, tell her I'm
sorry for kissing her or lying to
her about me being Spider-Man.
Maybe I should go out on another
date with her after this.
EXT. Q'S CUP O JOE - CONTINUOUS

Spider-Man lands on a pole, looking down as we see Gwen, in a
Green Jacket, Purple and smokey purple striped shirt, black
skirt, legging tights and tall boots, walk in the cafe.
Spider-Man just sat there looking down, he moves his head
down.
SPIDER-MAN
Aye yi yi. She might no listen. Of
course, I can maybe just get her
some flowers or not.
(MORE)
97.
SPIDER-MAN (CONT'D)
(Sighs)
I don't know.
He jumps off and swings into an Alleyway.
INT. Q'S CUP O JOE - CONTINUOUS

Gwen was sitting there alone on her phone, she was texting to
Peter.

Outside, Peter was hiding and taking his suit off then his
phone blinked. He picks it up, it was a text from Gwen.
It read: Are you here yet?
He sighs, and text to her.

Gwen picks it up.
It read: No, not yet. I'm not there yet.
She texts back.

Peter runs out of the alley. He picks up his phone.
The text from Gwen read: Do you wanna talk about it?
PETER
(Quietly)
What?!
He texts back.

Gwen looks back after getting two cups of coffee.
It reads: What do you mean?
She texts back: About Spider-Man.
98.

He texts back: I don't know how to explain it. Alright? It's
complicated.
He enters.

Gwen looks up.
GWEN
Hey.
PETER
(Nervously)
Hey.
He sits down. They look away for a couple of minutes.
GWEN
So, are you sure you wanna talk
about it?
PETER
(Sighs)
No, it's just. My life as Spider-
Man has been complicated ever since
I was 15.
GWEN
What year were you born?
PETER
2003.
GWEN
Then that makes sense on how you
are 17, because we blipped away
before.
PETER
Yeah. I can't explain everything of
how I'm Spider-Man. Back then, me
and my Aunt May have been dealing
with Money problems right now. It's
been so hard, for me to at least
try and help, but it's just so
impossible that I have to be
Spider-Man, and Peter Parker, every
single time and minute when I'm
out. You might not understand.
99.
GWEN
But, do you love me?
Peter doesn't answer, he looks away in disappointment and
emotion.
GWEN (CONT'D)
(She says with anger
quietly)
You don't love me don't you?
(Looks away then Looks
back)
I'm just, gonna go.
She gets up, grabs her things and walks out the door, looking
at Peter one last time.
Peter sat there speechless, leaving the coffee there, hot.
DISSOLVE TO:
EXT. OSBORN PENTHOUSE, BALCONY - NIGHT

Harry poured out a glass of wine and walked outside, he kept
rubbing his head off to get the Goblin out of his head.
HARRY
I need to get this thing out of my
head.
He sips his glass. He walks close to the edge, he looks down
at the city below him, with spars traffic.
Then suddenly, Doc Ock's arm jumps out at the CAMERA, causing
Harry to fall back and drop his glass, until Doc Ock catches
it with his arm, he finally is on the top where Harry is at.
DOC OCK
Hello Harry.
HARRY
Ock? I thought you were dead I
killed you last year.
DOC OCK
Not anymore, The Beetle got me into
this Robot suit and here's history.
HARRY
What do you want?
100.
DOC OCK
The precious Tritium, I need it
now.
HARRY
What?! Are you crazy you'll destroy
the city!!
(Doc Ock sighs in
irritation)
You're a Hack!
He grabs Harry by the leg and brings him to the edge, Harry
yelled at him to put him down several times. He finally puts
him down.
DOC OCK
Good, now you know what you're
doing.
HARRY
Fine. I'll give it to you, if you
bring me Spider-Man.
DOC OCK
You want the Parker Boy?
HARRY
Yes. I gotta talk with him.
DOC OCK
I'll get him, but don't forget
about the Tritium.
He jumps off and leaves. Harry falls back onto his chair and
placed his hands on his head.
HARRY
(Quietly)
Fuck. Shouldn't have done that.
CUT TO:
INT. GWEN'S APARTMENT - LATER

Gwen was in her apartment, watching the Television. Then
there was a knock at the door, she gets up and answers.
It was Peter, holding a bag of flowers.
PETER
Hey.
101.
GWEN
Hey.
PETER
Can I come in?
GWEN
Yeah sure come on in.
He enters and she closed the door.
GWEN (CONT'D)
Look, I'm sorry about earlier, I
shouldn't have-
PETER
No it's fine.
(Placed the flowers down
and turns to her)
I'm like that sometimes when I'm
Spider-Man. It sometimes gets me
mad. And yeah, it does.
GWEN
I didn't know.
PETER
Maybe, maybe not. I could've told
you before, but like I said I deal
with these Responsibilities.
They sit down.
GWEN
So, do you and Harry still hang
out?
PETER
No, because he's dealing with
Oscorp right now.
GWEN
Right.
PETER
You know, I just feel like wanting
to kiss you right now.
GWEN
What?
102.
PETER
Yeah, you remember that time I
saved you from Beetle, I felt like
wanting to kiss you even though
your Dress got dirty from the
Festival. But, I thought it would
seem weird.
She chuckles.
GWEN
Yeah, like the time we kissed when
I first met Spider-Man, but Peter
Parker at his old home. And how you
kissed me last time.
PETER
Yeah. You wanna go out.
She smiles.
CUT TO:

Peter and Gwen were sitting in the cafe talking with each
other and drinking a cup of coffee.
GWEN
So, you already had a girlfriend
before?
PETER
Yeah, but everyone, except, heroes
forgot I was Spider-Man two years
ago.
GWEN
Crazy.
PETER
Right.
GWEN
So, was it true you almost killed
Beetle.
PETER
Yeah, he was thinking of trying to
kill you, so I stopped him from
doing it.
103.
GWEN
I didn't know.
PETER
It was insane, I bashed him with a
Brick.
They looked up with his eyes closed and took a deep breath.
They look back at each other, they go in for a kiss until.
SLOW MOTION...Peter's head started buzzing...he turns around
and Doc Ock then throws a car at the window...Peter grabs her
and they dodge the car...he holds onto her tight as they fall
on the ground, the car crashes at the front.
They get up as there clothes were dirty.
PETER (CONT'D)
You okay?
She nods yes. They look out the window, Doc Ock enters as he
laughed.
DOC OCK
Oh look, it's Peter Parker and his
Girlfriend.
PETER
What do you want?
He grabs Peter by the neck with his arm and he pulls Peter to
him.
DOC OCK
(Quietly and Aggresively)
You're coming with me.
PETER
(Quietly)
Or what?
He moves his arms to Gwen.
DOC OCK
Or I will peal the flesh off her
bone.
PETER
(Quietly and Angered)
If you lay a hand on her I'm gonna-
104.
DOC OCK
You will not.
He lifts him in the air and threw him at the wall, Peter
crashes onto a huge wooden rack of mugs, he falls on the
ground as the rack and mugs fall on him, cutting him.
Gwen turns around and Doc Ock grabs her and leaves.
Peter punches the wood off of him, he gets up, exhausted. He
falls on the ground tired.
PETER
(Exhausted and weak)
I'm coming...I'm coming...
(Stops moving)
...Gwen.
Falls on the ground unconscious.
We see Peter on the ground unconscious as everybody else ran
and screamed.
FADE OUT:
FADE IN:
INT. A FANCY HOTEL ROOM - LATER

Peter was laying in a bed now, he was naked, the only things
he has on right now are his jeans and underwear, he wakes up,
rubbing his head off. There were some bandages on him from
the cuts from the glass.
PETER
(Quietly)
Where am I?
A man walks in.
MAN
You're not dead, but your in a
Hotel room.
PETER
Happy?
Happy Hogan, Stark worker and Assistant of Iron Man.
105.
HAPPY
That's right Peter.
(Pours water in a huge
cup)
Long time no see kid.
He approaches Peter. He tells him to drink up.
Peter takes the cup and starts gulping the water up.
HAPPY (CONT'D)
Careful Peter, take a deep breath
also.
PETER
Thanks. What happened? How did you
find me?
HAPPY
I found where your suit was at, you
had it with you. And I took you
here.
PETER
I need to leave.
He tries to get up but Happy stopped him.
HAPPY
Whoa whoa. Kid, you can't go
anywhere, you're hurt.
PETER
I don't care.
(Gets up and feels pain)
Ow!
He falls on the ground.
HAPPY
Easy, easy.
(He helps Peter up)
You have to stay here.
PETER
I can't Happy, I have to stop him,
I need to leave. I can't just let
him destroy the city, I need to
stop him. I can't let him do this.
106.
HAPPY
I'm sorry Peter. You have no
Superheroes to help you, you're all
alone like two years ago. What will
you do?
Peter doesn't speak yet, he struggles to walk. He finally
walks and stops.
PETER
I am going to find him and beat the
shit out of him.
HAPPY
Well, you need an Upgrade. You need
a new suit.
PETER
Yeah, I need something improved,
something more better.
He goes near the computer and started typing.
HAPPY
What are you doing?
PETER
I'm making a new improvement.
We see Peter go through making his new costume.
DISSOLVE TO:
INT. THE ROOM - LATER

We see Spider-Man, now in a new, Red, blue, black and gold
suit, with glowing white eyes.
HAPPY
Wow. You look bitchen.
SPIDER-MAN
Thanks. I gotta go, I gotta find
him.
HAPPY
Wait, I also heard you have to go
to the Planetarium tonight.
SPIDER-MAN
Again, don't care. I have to save
the city, I gotta find Octavius.
107.
He goes near the window and opens it, then Happy answers.
HAPPY
Wait. What are you going also do?
SPIDER-MAN
After I stop Octavius, I'm going to
save the girl.
He jumps out the window and swings away.
CUT TO:

We see Spider-Man, thwiping out webs and swinging through the
city. He dives down a couple of times while doing it and
swings through the city.
The CAMERA pan back, we see the reflection of Spider-Man
swinging on Doc Ock's eye, he climbs up onto a clock tower.
Spider-Man swings at the clock tower as he swings around the
point and lands on it.
SPIDER-MAN
Where is she?!!
DOC OCK
Oh, she'll be doing just fine.
Let;s talk Parker.
Spider-Man flies at Otto. HITS and they both tumble over the
side of the building.
"TRAIN SEQUENCE" (TR)

They fall onto the elevated tracks that run alongside the
building. A train is passing at that moment. They smash down
onto the top of it and are carried along the rushing tracks.
Otto rights himself. Gets to his feet.
OTTO
I'm ready. Come on.
Spidey rises and then it's basically a five mile long version
of King of the Hill, at high speed. Or maybe the myth of
Sisyphus. Otto digs at the head of the car, and Spidey comes
after him. And Otto throws him off, and Spidey comes after
him.
108.
Every time he falls off the train, something worse happens to

Spider-Man than the time before. It's brutal. But he always
climbs back on.
At one point Spidey manages to get right onto Otto's back. He
gets his hand in at the root of the 'pods and grabs hold of
the Latch. Pulls on it. It SNAPS and swings free. Still
attached. But useless. And Otto HURLS him off the train.
Spidey climbs back on.
After the Latch busts, Otto just keeps getting stronger. But
we notice that Spidey seems to be tiring. He's winded. So it
makes Otto angry that Spidey keeps on coming. He knocks
Spidey off again, and then smashes in the window of the car
beneath his feet, reaches in with his 'pods.
He starts yanking people right out and tossing them to the
side. Spider-Man snares them all in webs. The last time, his
webbing SPUTTERS before it fires.
Finally Otto rips the controls right out of the car. Then he
jumps off the train. Spider-Man wants to go after him. But
the train is now hurtling out of control. He can't just leave
it.
He stays. And it's a good thing, because a big L-bend in the
tracks is coming up. And the train is going much too fast to
take the turn.
Spider-Man manages to get all the passengers evacuated to the
rear half of the train.
Then he gets behind the first three cars (now empty), right
in down between, and cuts the lead ones loose. Gives them a
mighty push. They race ahead, smash through the guard rail,
and PLUNGE over the side of the elevated.
Now Spider-Man has to stop the part with the PASSENGERS. He
jumps down in front of the car that's now the lead. Plants
his legs against the speeding track itself. Railroad ties
SNAP-SNAP-SNAP and the momentum slows. But not enough.
Finally, web SPUTTERING, at the very limit of his strength,
Spider-Man strings his own body between buildings with
webbing, making himself into the focus of a giant slingshot,
with all those tons of train shoving right up against him.
And the train slows. And slows. And slows. And stops. The
Passengers CHEER.
Utterly spent, his makeshift costume tattered, Spider-Man
hangs over the abyss, clinging to the edge, held in place by
the tension of his webbing against the bulk of the train
behind him. And then--
109.
AT HIS WRISTS
The webbing gives out. For good. The spinnerets FOAM OVER
like emptied aerosol cans.
He hangs suspended for a moment. Then falls-- And is caught,
by the Passengers. Leaning out of the front windows of the
train.
They drag him back in and lay him on the floor. His mask is
so torn and stretched that you can see more than half his
face.
The passengers look down at him. Then AN OLDER MAN reaches
down and tugs the mask back over Spider-Man's face. Looks up
at the others: Anybody got a problem with my doing that?
Nobody does.
Doc Ock then busts open the back door. And enters.
DOC OCK
He's mine!!
The passengers almost go in front of him, but Spider-Man
tells them to stay back.
Spider-Man then wields up a fist at him, Doc Ock then swings
an arm at him, Spider-Man jumps over the arm but gets hit by
him and falls on the ground.
The CAMERA zooms at Spider-Man's emblem fast and we...
DISSOLVE TO:
EXT. OSBORN PENTHOUSE, BALCONY - NIGHT

The sky flashed with lightning as we look at the Osborn
Penthouse.
And we see Doc Ock climb up the wall while holding Spider-Man
in ropes.

Harry turns around as he sees Spidey in ropes being hold by
Doc Ock.
DOC OCK
Here you go.
110.
HARRY
Put him on the bed.
He placed Spider-Man on the bed.
Doc Ock asks Harry where is it. Harry, walks near a vault, he
pressed a couple of buttons and we see a circular shaped
looking diamond in the color of orange, Doc Ock grabs it and
walks out the door.
DOC OCK
Thanks Osborn.
He leaves.
Harry sits down, looking at his best friend in the suit with
his mask on.
Then we hear laughing again, Harry pressed his hands on his
head to get rid of the voice, but suddenly, Harry looks up,
his eyes are red, he walks near a box, he opens it and there
was a dagger, he pulls it out and turns to Spider-Man.
HARRY
(With a Dark and Evil
voice, while walking to
Spider-Man)
It's time I kill the man who made
my father kill himself, and time I
kill the liar.
Spider-Man's head then buzzes, Harry lunges at Peter with the
dagger but Spidey moves out the way and falls on the floor,
he struggles to get out of the ropes, he finally bursted the
ropes off. Harry runs and lunges at him until Spider-Man
catches him.
SPIDER-MAN
Harry stop! It's me, remember who
you are!
HARRY
I know who I am!
(With Hobgoblin's Voice)
The Hobgoblin!!
Spider-Man then throws Harry at a wall and Harry snaps out of
it, his eye color was back to green, and his teeth were back
then the fangs.
He looks around, confused.
111.
HARRY (CONT'D)
What happened?
(Looks up at Peter)
What happened Peter?
SPIDER-MAN
You're mind got crazy from
Hobgoblin, and Doc Ock kidnapped
me.
Harry then looks at the dagger on his hand, he then throws it
and goes near Peter and hugs him.
HARRY
(Sobbing)
Peter, I need your help. I need to
get rid of Hobgoblin now! I need
your help.
SPIDER-MAN
I will, you need a Doctor, but
first, tell me where he's going.
HARRY
I don't know, he never told me. And
he wanted the Tritium.
SPIDER-MAN
What's the Tritium.
HARRY
It's a super energy that can create
massive energy.
SPIDER-MAN
(Eyes widen)
Oh no, he's making the machine.
He'll destroy New York. Why didn't
you stop him?
HARRY
I tried but I couldn't.
(Grabs him)
Peter, I need help, you gotta help
me.
Spider-Man swats Harry's hands away and starts slapping him.
SPIDER-MAN
Pull your ass together man! Your
not dead, your sick, you need help.
I'm taking you to S.H.I.E.L.D now!
I just need to call them.
112.
They walks out the door.

CUT TO:
INT. A CONTAINER - CONTINUOUS

We see Gwen, unconscious, with her hands bounded by ropes,
laying in some kind of huge container. She wakes up, she gets
up a little, she grunts a little, the CAMERA pans down to her
rib, it was bleeding with blood.
She looks up, Doc Ock was near the machine, trying to add a
couple of touches.
She yells at him.
He turns but he doesn't attack, she tries to get up but still
struggles because of the blood dripping out her side rib.
GWEN
How did I get this?
DOC OCK
My arms accidentally cut you when I
took you with me.
He opens a small hole to the container and gives her a glass
of water. She swings her hand at it as it flies to the
container glass and shatters apart.
DOC OCK (CONT'D)
I was trying to be nice.
GWEN
You are trying to be insane! You
almost killed Peter!
DOC OCK
Well, maybe you know his Identidy.
GWEN
Yes, I do now.
DOC OCK
Well, I'm not letting you go,
you'll try and call the police,
plus Spider-Man is dead.
GWEN
He's not dead, I don't believe you.
113.
She goes to her pocket with her bounded hands, she puts her
hands in the pocket, but her phone isn't there, she looks up
at Octavius, he was holding her phone.
DOC OCK
Looking for this?
He then tossed the phone in the water out the window. She
mutters damn it.
DOC OCK (CONT'D)
It seems like you have no choice.
Your staying here.
(Placed his robotic arm on
her face through the
hole)
And don't worry, you'll go to
Heaven with this city.
He lets her go as the hole closed as he moves his arm out.
She falls back onto the floor, almost at the edge of death.
She kept panting that she might die in there.
CUT TO:
EXT. OSBORN PENTHOUSE, THE ROOFTOP - CONTINUOUS

Harry was being hold by Shield agents as they enter the
Quinjet.
NICK FURY
You need help.
SPIDER-MAN
I don't need your help, I need to
find her. And him.
NICK FURY
Look kid, you have been dealing
with this city all by yourself for
ten years. Are you going to fight
back or not.
SPIDER-MAN
(Grabs Fury by the shirt)
Don't tell me how I can fight, I
can handle this city myself, I
don't need to be given things by
you, or them. I can do that myself,
and now.
(Lets go out him)
(MORE)
114.
SPIDER-MAN (CONT'D)
I must face him, I need to stop him
myself.
NICK FURY
Look kid, your problems ever since
you got these Freaky Powers, made
you into some kind of Super Freak.
Fine, we'll let you face him
yourself, but if you start to lose,
you need help.
Peter takes his mask off and turns to Harry, who was in cuffs
and was sitting on the chair.
Peter turns back to Fury, he slaps Fury, Fury doesn't get mad
and doesn't do anything.
SPIDER-MAN
You're right, I am a Super Freak.
(Walks near the edge and
stops as he turns to
Fury)
But with honor.
He turns to the city and puts his mask on. He jumps off the
edge and swings away.
Fury turns to the Quinjet and walks in.
SHIELD SOLDIER
Let's go Director Fury.
He enters as the Quinjet door closes and flies off.
CUT TO:
EXT. LATER IN THE CITY - CONTINUOUS

We see Spider-Man swing through the city as he has to thwip
webs out every single time he swings, he sometimes stop to
reload his webs if he runs out.
He lands on a tall pole in the air. Then Happy appears on his
call, he answers.
SPIDER-MAN
Happy what is it?
HAPPY (V.O.)
Peter, what's this guy's name?
SPIDER-MAN
Otto Octavius. Doctor Octopus.
115.
HAPPY (V.O.)
Doctor What?
SPIDER-MAN
Look it's a long story. But also
what is it?
HAPPY (V.O.)
I'm searching this guy. He has
henchman out there to try and stop
you.
SPIDER-MAN
Good, I'll just have to go through
these Bitches and ask them where he
is and they might answer.
HAPPY (V.O.)
Be careful Peter. You almost died
facing villains.
SPIDER-MAN
(Sighs)
Okay, I'm on my way.
Parker hangs up. He swings through the city as he defeats the
enemies out there.

The criminal fell on the ground defeated, he is then picked
up by Spider-Man.
SPIDER-MAN
Alright dude, where's your boss at?
Tell me!
CRIMINAL
I ain't telling your annoying ass
you little boy, he'll kill me!
He punches him.
SPIDER-MAN
What makes you think I won't?!!
He throws him at the edge, Spider-Man catches him before he
fell.
SPIDER-MAN (CONT'D)
Tell me now!!
116.
CRIMINAL
Never!!
He throws him at the edge but he catches him again, but by
the hand as he dangles on the edge.
SPIDER-MAN
(Wields up a fist)
Answer Me!!
CRIMINAL
Okay okay!! He's at the water, he
has a lair in there, here's a map
to it! That's all I know!
He takes the electronic map and lifts the crook up.
SPIDER-MAN
Thanks. And your going in a cell.
He throws him on the ground and webs him up.
He jumps off the roof and swings, he checks the map as it has
a destination in the water.
SPIDER-MAN (CONT'D)
I just hope this leads me to him,
and Gwen.
He swings through the city and near the docks.
EXT. THE DOCKS - CONTINUOUS

He lands on the dock, but he knew he couldn't web swing there
because there us no buildings.
SPIDER-MAN
Ah great. Now how do I get there?
He sighs in irritation, he looks up, he sees a boat near it.
SPIDER-MAN (CONT'D)
Alright. Maybe I'll have to borrow
this.
EXT. THE WATER NEAR THE CITY - CONTINUOUS

Spider-Man was on the boat, driving, he never did this
before, it was very hard.
SPIDER-MAN
Jesus, how do they use this thing?
117.
He pushed a button, but the thing goes fast, Spider-Man jumps

in the water with his Iron Suit.
INT. THE WATER - CONTINUOUS

Spider-Man was in the water as the boat went fast to the next
docks.
SPIDER-MAN (V.O.)
Shit. Nice going Parker. Next time
find an Off switch.
He dives down through the water and swims, the Iron suit
protected him with air, like a Scuba suit that a man wears in
the water to breathe and swim.
He swims near a huge circular shape octopus robot that was
strapped on the ground, fish and sharks swam past Spider-Man,
they were afraid.
Spider-Man swam near the thing and landed on it, he enters
through a water vent and crawls through.
CUT TO:
INT. DOC OCK'S LAIR - CONTINUOUS

We see Gwen tied to the wooden wall, tied with her hands
bounded together behind her back as there was tape on her
mouth.
Doc Ock now has the machine working, the sun grew larger
there, the sun glowed, we see Spider-Man on the ceiling, he
crawls near the wall where Gwen is at.
He crawls down quietly, he taps on her, she turns up.
SPIDER-MAN
(Quietly)
I'm gonna getchu outta here.
He lands on the ground quietly, he rips the tape off of her
mouth, he almost took the ropes off until The Arm hits
Spider-Man, he falls on the ground.
DOC OCK
I knew Osborn couldn't have killed
you in the First Place!!
118.
SPIDER-MAN
Give it up Octavius! You're gonna
destroy this city! You're such a
Cracker!!
DOC OCK
Well, this will be my pleasure for
me to rip you limb from limb
myself.
Spider-Man turns to the machine and turns back to Ock.
SPIDER-MAN
WELL I"M NOT!!
He jumps over him but Doc Ock grabs him by the leg and throws
him out the window.
He falls out in the air from the window, Spidey was in the
air, he turns back and thwips a web at the thing and swings
back at it.
He brakes the roof open and he flies at him and kicks him in
the water as the floor broke, Doc Ock gets shocked in the
water and stops, he felt stiff.
Spider-Man flies at him in the water and punches him, the
machine then started to suck everything, except Gwen, it
actually was but she was being hold on the wall.
Spider-Man turns to her.
SPIDER-MAN (CONT'D)
Hang on GWEN!!
He turns back to Ock and punched him as he fell in the water,
Spider-Man jumps out and grabs Gwen, he rips the ropes off
and placed her behind the wooden wall and she holds on behind
from the wall, she turns up to him.
SPIDER-MAN (CONT'D)
Run!!
Doc Ock's arm then swung out to Spider-Man and hits him off
the wall, he falls on the ground, he struggles to get up,
then Doc Ock gets out of the water then punches Spider-Man in
the back, he picks him up and throws him at the walls,
causing him pain.
He then throws him at the ceiling and he falls on the ground
as the ceiling falls on him. Doctor Octopus then picked the
ceiling up from him and lifts Spider-Man up by the leg. Gwen
watched in horror as Spider-Man is then beaten to death by
him.
119.
Spider-Man falls on the ground, with some cuts on his Iron

Suit, the Len on his Iron Mask cracked, as we see his costume
mask through the Iron Suit. Then the arm bashed him on the
ground, he then lifts him up.
Gwen then got up with a rubble and swings it at him, but
Octavius snatched the thing from her and punches her as she
falls on the ground and her arm gets cut by the wood as she
then falls on the ground and hits her head, she gets
unconscious. Doctor Octopus raised his arm in the air and he
turns it into a razor sharp blade.
DOC OCK
It's the End of the Line now
Parker. It's time I kill you now,
you Prick.
Spider-Man's head buzzes, the razor flies at him, but Spidey
shoots the web at a electrical line and he riased it up and
Doc Ock gets shocked letting him go.
Spider-Man jumps out of the way and he rips the line that was
shocking Doc Ock off the wall and he throws it at the machine
with the Tritium.
Then the machine then shocks Doc Ock as he starts dying, he
screams in pain as the electricity shocks him with massive
pain as the arms started to stop working and he starts to
explode, and as you guess it, he explodes and the arms did
too.
The machine was destroyed now, but the lair started to crack
apart, Peter picks Gwen up, unconscious, his head buzzes, he
looks up and we see a massive piece of rubble from the roof
fall down, she throws her on the top and gets hit by the
rubble. The water was almost close to the thing. He screams
as he was getting crushed.
SPIDER-MAN
(Struggling in pain)
This is it. It's the end of Peter
Parker, no more existing.
He closed his eyes as he is almost dying, then Gwen moaned as
she was Unconscious, he opens his eyes and snaps back.
SPIDER-MAN (CONT'D)
Wait! I can't give up! Not with
Gwen depending on me!!
He goes down into the water then starts to lift the rubble
up, it was impossible thought, he still did it, and he gets
more muscular with his arms and legs, the iron on his suit
started to crack and fall off.
120.
He finally picks it up and throws it aside. He jumps to Gwen,

tired and exhausted from the thing, grabs Gwen and he jumps
out the Lair, he swings away and the thing falls apart and he
swings away and the lair stopped sucking the city.
But then, the ceiling flies in the air and hits Spider-Man
and Gwen out of the air as they then fall in the water.
Spider-Man then bursted out of the water, and they fall on
the ground, he grabs her up and jumps high on a rooftop.

He lands on the roof and he placed her down, he pulls his
mask up to his nose above it and placed his mouth on her's
and gives her air.
He then pulled her shirt up to her chest and started to push
her chest to get rid of the water.
SPIDER-MAN
Gwen come on!
He placed his mouth back on hers and pushed her chest down
again.
SPIDER-MAN (CONT'D)
Come on Gwen. Please, don't die!
He holds her in his arms as she was wet and unconscious, he
holds her tight as he cried.
SPIDER-MAN (V.O.)
Come on Gwen, my Angel. Don't die
on me, please.
She then vomits water out of her mouth and the water poured
out her mouth as she coughed, she opens her eyes and turns to
Spider-Man.
SPIDER-MAN
Gwen.
He grabbed her and hugs her, she hugged back as she cries.
GWEN
Thanks.
SPIDER-MAN
Welcome.
She rolls his mask back down, he gets up and swings away with
her.
121.
EXT. NEAR THE DOCKS - CONTINUOUS

Captain Stacy, Jefferson Davis and Jean DeWolff exit out
there cars, Gwen runs to her father and hugs her.
He hugs her tight. He looks up. We see Spider-Man, high on
the crane, with his iron suit off, in his original costume,
he had his mask off, the two others don't look. Spider-Man
puts his mask on and stands up, he turns around, he turns
back to Captain Stacy. He jumps off the crane and swings
away.
DISSOLVE TO:
INT. MARY JANE'S APARTMENT - CONTINUOUS

We see Mary Jane cooking in her kitchen with her computer up
as she was cooking something from it. She turns to the TV, we
see Gwen Stacy near the docks, enter the Police Car with her
father.
She smiles as she sits down.
She grabs out her Notebook, and starts writing down of
Spider-Mans saving the city.

Spider-Man swings through the city as he zooms fast between
the buildings as he thwips through the city and swings away.
FADE TO WHITE:
FADE IN:
EXT. CENTRAL PARK - MORNING

Mary Jane sat near a water fountain with her dog, she look up
at the sky, as it was a bright and cloudy day. She smiles.
She gets up and enters Q'S Cup O Joe.
CUT TO:

Jameson was standing up, looking through the photos of
Spider-Man. He kept repeating crap as he looked at them.
He finally saw one when Spider-Man punched him.
122.
JAMESON
It looks good Kid. But next time,
don't be missing for the
Planetarium. Alright?
PETER
Yes sir.
He walks out.
CUT TO:

Peter was sitting on his bed, looking out his window.
There was a knock at the door. He tells the person outside to
come in. It was Gwen, she enters. He turns around and got up.
PETER
Gwen? What are you doing here?
GWEN
I came to thank you from last
night, you actually seem like a
True Hero.
PETER
Thanks. But, I can't be with you. I
have to deal with this city.
GWEN
But, I want to be with you. That's
the way it is.
PETER
But, I don't know, I can't stay
with you. I can't let my enemies
ever find you again.
She kisses him.
GWEN
Well, you look like a Young Man who
was being attacked by a Person.
We hear Police Sirens ring throughout the city. He turns to
her. She smiles.
GWEN (CONT'D)
Go get him Tiger.
123.
He smiles, he goes into his Bathroom and puts his suit on, he
comes out the bathroom and approaches the window and turns to
her, he puts his mask on.
SPIDER-MAN
(Winks to her)
See you soon.
He jumps out the window, she goes near the window.

Spider-Man swings through the city in the cloudy day in the
city.
SPIDER-MAN (V.O.)
My Entire life as Spider-Man was a
little bad.
He jumps on the rooftop and jumps off and thwips out a web.
But at the same time, it felt good,
I felt like a hero once more when
I'm in this costume, and I feel
amazing. I finally got the girl
with me.
He lands on a rooftop on a building.
But it's not that easy, being
Spider-Man, always has a comeback.
And I always have to face this.
He runs through buildings as civilians in there open the
windows for him.
This isn't Fate though. This is my
Responsibility for my Uncle Ben.
He jumps out the window and swings at the Chrysler building
after the helicopters.
With Great Power Comes With Great
Responsibility.
He lands on the Chrysler building and jumps off following the
helicopters.
124.
Because I will never stop being
Spider-Man.
He jumps off his web and dives down and swings back through
the city.
SPIDER-MAN
Whooo-Hooo!!
He follows the Helicopter as they fly at the screen, he
swings at the CAMERA as we...
CUT TO BLACK:
END CREDITS SCENE - LATER

We see a Spider crawl on the ceiling and the walls, we see a
Young Black Man walk out of a door and go near a pack of
boxes.
His phone then ringed, he answers.
YOUNG MAN
Yello?
JEFFERSON (V.O.)
Hey Miles. Are you almost finished
with those boxes up there? We're
about to leave.
MILES
Okay Dad, I almost am.
He hangs up and goes to the box until he drops it and felt a
sharp pain on his hand, he moves his hand up, he opens it,
and we see the Spider dead in his hand.
He turned his hand over and we see his hand was glowing.
MILES (CONT'D)
What the fu-?
CUT TO BLACK:
POST CREDIT SCENE - NIGHT

We see Felicia Hardy, in a black hoodie and black jeans, in
the wet and cold city in night, walking and hiding in a crowd
full of people.
125.
Her white hair also hanging out, she goes into an alleyway as
she smiles. She turns her head to the Big Screen in Time
Square that showed Spider-Man saving a Mother and his Baby
from a fire.
FELICIA
Spider-Man huh? I wonder who he is.
CUT TO BLACK:
THE END

Spider-Man: Home Forever (Marvel's Spider-Man: Home Forever)

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Spider-Man: Home Forever (Marvel's Spider-Man: Home Forever)

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Spider-Man: Home Forever

Jason .L. Rogers

Sony and Columbia Pictures

EXT. RYKER'S ISLAND, MAXIMUM SECURITY ISLAND - NIGHT

INT. RYKER'S ISLAND, PRISON CELLS - CONTINUOUS

EXT. RYKER'S ISLAND, MAXIMUM SECURITY ISLAND - CONTINUOUS

EXT. THE CITY - CONTINUOUS

INT. OSBORN INDUSTRIES, LAB - CONTINUOUS

EXT. NEW YORK CITY - MORNING

EXT. AN ALLEYWAY - CONTINUOUS

EXT. CENTRAL PARK - CONTINUOUS

EXT. THE CITY - CONTINUOUS

Spider-Man swings by as we hear police sirens as we...

INT. OSBORN INDUSTRIES, LAB - LATER

INT. THE DAILY BUGLE - LATER

EXT, EMPIRE STATE UNIVERSITY - LATER

EXT. TIME SQUARE - LATER

There was a huge sign he saw, he was on the sign, with an ex

EXT. THE APARTMENTS - NIGHT

INT. THE HALLWAY - CONTINUOUS

INT. MAY'S HOME - CONTINUOUS

INT. THE HALLWAY - LATER

INT. THE ELEVATOR - CONTINUOUS

INT. THE HALLWAY - CONTINUOUS

INT. MAY'S HOME - CONTINUOUS

EXT. OSBORN INDUSTRIES, LAB - MORNING

Dalt walks out, with his costume in his briefcase.

EXT. NEW YORK - LATER

INT. THE DAILY BUGLE, JAMESON'S OFFICE - CONTINUOUS

INT. THE DAILY BUGLE - CONTINUOUS

EXT. NEW YORK CITY - LATER

SPIDER-MAN MAKES A POSE OF HIM PUNCHING IN THE AIR

SPIDER-MAN HAD HIS HANDS BEHIND HIS HEAD AS HE LOOKED UP AT

INT. THE DAILY BUGLE, JAMESON'S OFFICE - LATER

IT WAS A PHOTO OF SPIDER-MAN HIGH IN THE AIR ABOVE THE CITY

EXT. TIME SQUARE, THE WORLD UNITY FESTIVAL - LATER

EXT. THE BALCONY, TIME SQUARE, THE WORLD UNITY FESTIVAL -

EXT. TIME SQUARE, THE WORLD UNITY FESTIVAL - CONTINUOUS

EXT. THE BALCONY, TIME SQUARE, THE WORLD UNITY FESTIVAL -

EXT. TIME SQUARE, THE WORLD UNITY FESTIVAL - CONTINUOUS

EXT. THE BALCONY, TIME SQUARE, THE WORLD UNITY FESTIVAL -

EXT. TIME SQUARE, THE WORLD UNITY FESTIVAL - CONTINUOUS

EXT. THE BALCONY, TIME SQUARE, THE WORLD UNITY FESTIVAL -

EXT. TIME SQUARE, THE WORLD UNITY FESTIVAL - CONTINUOUS

EXT. THE BALCONY, TIME SQUARE, THE WORLD UNITY FESTIVAL -

EXT. TIME SQUARE, THE WORLD UNITY FESTIVAL - CONTINUOUS

EXT. THE BALCONY, TIME SQUARE, THE WORLD UNITY FESTIVAL -

EXT. TIME SQUARE, THE WORLD UNITY FESTIVAL - CONTINUOUS

EXT. THE BALCONY, TIME SQUARE, THE WORLD UNITY FESTIVAL -

EXT. TIME SQUARE, THE WORLD UNITY FESTIVAL - CONTINUOUS

EXT. THE BALCONY, TIME SQUARE, THE WORLD UNITY FESTIVAL -

EXT. TIME SQUARE, THE WORLD UNITY FESTIVAL - CONTINUOUS

EXT. THE BALCONY, TIME SQUARE, THE WORLD UNITY FESTIVAL -

They fall on the ground.

EXT. TIME SQUARE, THE WORLD UNITY FESTIVAL - CONTINUOUS

EXT. THE BALCONY, TIME SQUARE, THE WORLD UNITY FESTIVAL -

THE BEETLE'S EYE HAS A REFLECTION OF GWEN ON THE BALCONY

EXT. TIME SQUARE, THE WORLD UNITY FESTIVAL - CONTINUOUS

Then police men point there guns at him.

Then he shoots a missiles, Spider-Man then turns around,

EXT. THE BALCONY, TIME SQUARE, THE WORLD UNITY FESTIVAL -

The Beetle laughs and turns around, Gwen's face is in horror.

SPIDER-MAN'S EYE, SHOWS A REFLECTION OF GWEN FALLING