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WHILE THE OPEN LOGOS PLAY: NEWS ANCHOR (V.O) In sadder news, a local African American man was shot and killed by a would-be mugger in his Queen’s home. He is survived by his wife and teenage nephew. EXT. GRAVEYARD - DAY. The rain pours. A small funeral is being held. Only a handful of people stand around a grave as a coffin is being dropped down the grave. The priest speaks but his words aren’t heard. The grave is marked, "BEN PARKER. A LOVING HUSBAND AND UNCLE." Standing at the foot of the grave is an elderly woman, she’s trying as hard as she can to hold back her tears. She has to be strong for the teenage boy standing next to her. She is MAY PARKER. The aunt of the boy next to her. PETER PARKER. CUT TO: CLOSE UP ON PETER’S FACE. HIS GLASSES WET FROM THE RAIN. HIS EYES COVERED. TITLE CARD: MARVEL’S SPIDER-MAN. EXT. MIDTOWN HIGH - DAY. Peter walks onto the high school campus. He tries to ignore the stares and whispering around him, keeping his head down, but he hears it all. He feels it all. Peter walks along the campus, after awhile he "senses" something but before he can comprehend the feeling he walks right into someone, knocking off his glasses. Without hesitation he ducks down to pick them back up. PETER Oh my, God. I’m so sorry. I-I guess I wasn’t- (CONTINUED)

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fanfic screenplay of an MCU friendly Spider-Man

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Page 1: Spider-Man

WHILE THE OPEN LOGOS PLAY:

NEWS ANCHOR

(V.O)

In sadder news, a local African

American man was shot and killed by

a would-be mugger in his Queen’s

home. He is survived by his wife

and teenage nephew.

EXT. GRAVEYARD - DAY.

The rain pours.

A small funeral is being held. Only a handful of people

stand around a grave as a coffin is being dropped down the

grave.

The priest speaks but his words aren’t heard.

The grave is marked, "BEN PARKER. A LOVING HUSBAND AND

UNCLE."

Standing at the foot of the grave is an elderly woman, she’s

trying as hard as she can to hold back her tears. She has to

be strong for the teenage boy standing next to her.

She is MAY PARKER. The aunt of the boy next to her. PETER

PARKER.

CUT TO: CLOSE UP ON PETER’S FACE. HIS GLASSES WET FROM THE

RAIN. HIS EYES COVERED.

TITLE CARD: MARVEL’S SPIDER-MAN.

EXT. MIDTOWN HIGH - DAY.

Peter walks onto the high school campus. He tries to ignore

the stares and whispering around him, keeping his head down,

but he hears it all. He feels it all.

Peter walks along the campus, after awhile he "senses"

something but before he can comprehend the feeling he walks

right into someone, knocking off his glasses. Without

hesitation he ducks down to pick them back up.

PETER

Oh my, God. I’m so sorry. I-I guess

I wasn’t-

(CONTINUED)

Page 2: Spider-Man

CONTINUED: 2.

HARRY

(O.S)

Peter.

PETER

I mean, you know I’m- I’m just all-

HARRY

(O.S)

Parker!

Peter puts his glasses back on and looks up.

PETER

Huh? Oh!

A hand reaches down to Peter, helping him to his feet. In

front of him stands HARRY OSBORN.

PETER

Thanks, Harry.

HARRY

C’mon, Kamala’s waiting. You know

how she gets.

Harry leads Peter inside the school.

INT. MIDTOWN HIGH - HALLWAY - LATER.

Harry and Peter walk down the crowded high school halls.

While walking Harry swings his backpack around and digs

through it. He passes Peter some papers.

HARRY

Before I forget, here’s the

homework you missed.

PETER

Cool, thanks. Did I miss anything

interesting?

HARRY

Ummm... Well, while you were gone

Flash asked out Kamala.

PETER

(Flabbergasted)

Haha, what? Really?

(CONTINUED)

Page 3: Spider-Man

CONTINUED: 3.

HARRY

Oh, totally. They went on three

dates and are in total love.

PETER

Kamala... Khan? Like, our Kamala?

HARRY

Mmhm. Yes, sir.

Just then KAMALA KHAN approaches the boys.

HARRY

Speak of the devil. Hey, K.

PETER

H-hey, Kamala.

KAMALA

Why is Peter acting so weird?

HARRY

That’s very rude, Kamala. Peter

just missed two weeks of classes,

he’s a bit disoriented. You should

be a bit more considerate.

KAMALA

(To Peter)

What’d he tell you?

PETER

Harry says you’re gettin’ serious

with Flash Thompson.

Kamala punches Harry in the shoulder.

HARRY

Ow!

KAMALA

Jerk. No, I am not dating Flash.

One, the dude’s a total meat-brain,

second, my parent’s would murder--

Kamala catches herself, but it’s too late. She said it.

KAMALA

Oh my, Goodness. I’m so sorry,

Peter.

(CONTINUED)

Page 4: Spider-Man

CONTINUED: 4.

PETER

It’s okay. Ya know, it happened.

HARRY

How are you and Aunt May holding

up?

PETER

I’m okay. Aunt May’s... She’s

alright. I’d say the mornings are

the toughest but the nights... We

always locked the doors at night

but now...

(Peter sighs)

But, we’ll be okay. You know, us

Parkers. We’re survivors.

HARRY

Uh- Peter. Now, I’m gonna say don’t

look and I’m going to trust you not

to--

Peter turns to look.

HARRY

(Cont’d)

Look.

Peter winces. Walking down the hall is jock FLASH THOMPSON

and around his arm is GWEN STACEY.

Peter turns back to his friends.

PETER

That. That hurts.

HARRY

I told you not to look, sir.

The school bell rings.

KAMALA

Alright, boys. Get your butts in

gear, don’t wanna be late for Dr.

Connor’s class.

Peter walks off, Harry about to follow but Kamala holds him

back.

HARRY

What’d I do now?

(CONTINUED)

Page 5: Spider-Man

CONTINUED: 5.

KAMALA

You should’ve told him!

HARRY

Oh yeah, "Hey Pete! Sorry your

Uncle died but also the girl you

love isn’t going to love you back

cause she’s two years older than

you and dating your mortal enemy?"

Good call, K.

KAMALA

Ugh, whatever. Let’s just go.

Kamala storms off. Harry groan, then follows.

INT. MIDTOWN HIGH - CONNOR’S CLASS - LATER.

Biology Class is in progress. Dr. CURT CONNORS teaches the

10th Graders.

CONNORS

150 years ago human beings were

nearly 4 inches shorter than they

are today. Does anyone have any

ideas why?

Peter raises his hand. Connors waits a beat.

CONNORS

Anyone other than Mr. Parker?

Kamala raises her hand. Connors sighs.

CONNORS

Anyone other than Mr. Parker or Ms.

Khan? How about you Mr. Brown?

HOBBIE BROWN looks up from his cellphone.

BROWN

I dunno... Uhm, better food? They

used to eat all that mush back in

the day, right?

CONNORS

That’s right, Mr. Brown. Nutrition

is a major factor to the change. In

an optimal environment scientists

theorize human beings grow to as

tall as 7.7ft tall. The real

question is as technology

(MORE)

(CONTINUED)

Page 6: Spider-Man

CONTINUED: 6.

CONNORS (cont’d)progresses and world conditions

grow, how could that change the

shape of humanity.

STUDENT #1

They could get as big as Thor, yo!

Connors sighs.

CONNORS

Yes like Thor.

STUDENT #2

Or Captain America?

CONNORS

Sure... Just read Chapter 15 til

the end of class.

Connors go sits at his desk and the students read their

textbooks. Kamala leans over to Peter.

KAMALA

(Whispering)

Why does Dr. Connors hate the

Avengers so much?

PETER

(Whispering)

I dunno. Old folks like him just

don’t get how cool they are.

Harry - who’s sitting behind Peter - sticks his head between

Kamala and Peter.

HARRY

What are we talking about?

CONNORS

Something you’d like to share, Mr.

Osborn?

HARRY

No, sir. Sorry, sir.

CONNORS

Keep your nose in your textbook,

not Mr. Parker’s.

Peter snickers at Harry as he leans back into his chair.

The school bell rings as we TRANSITION TO:

Page 7: Spider-Man

7.

INT. MIDTOWN HIGH - CAFETERIA - DAY.

Peter and Harry sit at a cafeteria table eating burgers.

PETER

Did you hear about that guy out in

the Kitchen?

Harry swallows.

HARRY

What, the kitchen here?

PETER

Haha, no. Hell’s Kitchen, man.

HARRY

Oh, yeah the guy in the goofy

mask... With the, uh, horns. Ol’

Hornhead.

Kamala walks up to the boys’, table with her food tray.

KAMALA

How long have we been to this

school and they still need

reminding that I can’t eat mean?

You white folks, I tell ya.

Kamala sits down next to Peter.

KAMALA

What are we talkin’ about?

HARRY

Some dude with horns out in

Clinton.

KAMALA

Oh! Daredevil?

PETER

Yeah!

KAMALA

Ya think the Avengers are going to

ask him to join? That’d be so cool.

HARRY

Aren’t the Avengers all super

powered types? Like flying around

and zappin’ folks?

(CONTINUED)

Page 8: Spider-Man

CONTINUED: 8.

PETER

I don’t think Hawkeye has powers.

KAMALA

Or Black Widow.

PETER

Yeah, Black Widow.

HARRY

Which ones are those? Hawkeye’s the

one that has the wings, right?

PETER

He’s the one with a bow. The winged

one is Falcon.

HARRY

I can’t keep up with all these

superheroes. It’s all kind of

goofy, isn’t it?

PETER

NO!

KAMALA

NO!

Harry stands up, taking his tray.

HARRY

Well, you nerds talk about your

nerd stuff. I have to go to Dr.

Warren’s class for tutoring.

PETER

Ya know I can tutor you, Harry.

HARRY

I know, it’s my dad. Stormin’

Norman wants a teacher to do it.

PETER

Alright, see ya in class.

KAMALA

Bye.

Harry leaves. Kamala jumps to the other side of the table.

PETER

Why’d you do that? Do I smell or

somethin’?

(CONTINUED)

Page 9: Spider-Man

CONTINUED: 9.

KAMALA

Haha no, I just don’t want to be

weird.

PETER

It’s not weird.

Kamala touches Peter’s hand on the table.

KAMALA

Peter Parker.

PETER

(Flustered)

Y-yeah?

KAMALA

It’s actually cause I farted.

Peter laughs loud and long.

PETER

Heheh, thanks Kamala. I think I

needed that.

KAMALA

That what friends are for.

A beat of silence. Not awkward, pleasant.

KAMALA

So, uh, what do you think of

Daredevil?

PETER

I think he’s cool, like a regular

guy like that protecting his

neighborhood like that. When the

big guys are fighting aliens and

robots or whatever someone’s gotta

look out for the little guys right?

KAMALA

Peter Parker: Patron Saint of the

Little Guy.

PETER

You think if you ever do something

like that?

KAMALA

Like what?

(CONTINUED)

Page 10: Spider-Man

CONTINUED: 10.

PETER

Put on a mask and punch bad guys.

KAMALA

Maybe if I had powers or a suit

like Iron Man, but I’d be too

scared to go as Kamala Khan. What

about you?

PETER

I don’t know. After everything with

Uncle Ben...

FLASHBACK: INT. ABANDON BUILDING - NIGHT.

A man in a black ski mask is running through a dark, dingy

floor of the abandoned building.

MUGGER

Leave me alone, man! I ain’t do

nothin’!

MASKED MAN

You killed a helpless old man. That

ain’t nothin’.

The MUGGER pulls his mask up, he’s sweating. Terrified.

MUGGER

I didn’t mean to do it, man. I

just- I...

From the shadows drops down a man in a red mask, sweat

shirt, and gloves.

MASKED MAN

I don’t-- Wait. I know you. From

the arena...

MUGGER

What are you talkin’ about, man.

MASKED MAN

I could’ve stopped you.

The Mugger points his gun in the Masked Man’s face.

MUGGER

I don’t know what you’re talkin’

about, fella. But you’re dead.

Without a second’s hesitation, the Masked Man grabs the

Mugger’s gun, tossing it aside.

(CONTINUED)

Page 11: Spider-Man

CONTINUED: 11.

MASKED MAN

You’re never going to kill anyone

else again. When I’m around...

Nobody dies.

The Masked Man breaks the Mugger’s hand. He backs up to a

large window.

MUGGER

Okay, you got me, man. I’ll give

myself up just... Let’s not get

crazy here, yeah?

The Masked Man takes a step back.

MASKED MAN

Okay, okay.

The Mugger then reaches for knife in his boot, but before he

can pull it out the Masked Man reacts and punches him in the

face. The Mugger breaks through the window and falls out.

MASKED MAN

No!

The Masked Man runs to the window and stretches out his arm,

then using a familiar hand gesture a white rope-like line

shoots out from his wrist with an even more familiar sound.

The rope catches the Mugger before he hit the pavement.

MASKED MAN

(With a sigh)

Nobody dies.

The Masked Man lets go of the line and the man drops to the

ground, knocked out - but alive.

The Masked Man pulls up his red mask revealing Peter Parker.

BACK TO: MIDTOWN HIGH - CAFETERIA.

KAMALA

Hello? Earth to Peter?

PETER

Huh? Oh! Sorry, got lost for a sec

there, heh.

KAMALA

Peter... Look who’s here.

(CONTINUED)

Page 12: Spider-Man

CONTINUED: 12.

Kamala darts her eyes from Peter to someone standing next to

their lunch table.

PETER

Why? What’s u-Uhhhh...

Peter looks to see the one and only Gwen Stacey.

PETER

H-hey-Hello G-gwe-Gwen. You’re Gwen

Stacey.

GWEN

Hello, Peter.

PETER

(To Kamala)

Gwen Stacey is talking to me!

KAMALA

(Whispering)

I know. You should talk back.

PETER

Hi, G-Gwen.

GWEN

Hello, Peter. I was just wondering

how you were holding up your first

day back.

PETER

I’m good. Great even! Super great,

yessir!

GWEN

Well, I though you and Kamala would

like invitations to-

PETER

To a party?! At your house?!

Kamala facepalms in embarrassment.

GWEN

No... To Midtown High’s Spring

Formal. I’m Student-body President

so I have to invite you.

PETER

As a da-

(CONTINUED)

Page 13: Spider-Man

CONTINUED: 13.

GWEN

Please don’t finish that thought,

Peter.

PETER

Right, of course. Sorry.

Gwen passes a flyer to Peter and Kamala.

GWEN

Well, I hope you go. It’ll be good

for you.

PETER

Th-thanks.

As quickly, but politely, as she can Gwen high-tails it

outta there.

KAMALA

Oh my, Goodness Peter. You nearly

proposed to Flash Thompson’s

girlfriend.

PETER

I did not.

KAMALA

Uh, yeah you did. You better hope

Flash doesn’t beat you up after

school today.

EXT. MIDTOWN HIGH - DAY.

School’s just let out for the day. Kids are running out of

the building - catching buses, going home, doing whatever

teenagers do. Peter, Harry, and Kamala leave all together.

Kamala’s brother, AAMIR, is waiting outside the school

building for Kamala. She waves goodbye and the two leave.

Peter and Harry walk around the block, finding an OsCorp

limo waiting for Harry. Harry and Peter nod to each other,

Harry gets in and muffled yelling is heard inside - and it’s

not Harry yelling. The limo drives off, leaving Peter to

walk home alone.

Page 14: Spider-Man

14.

EXT. ALLEYWAY - LATER.

Peter walks alone down a side street short cut, but from

around the corner Flash Thompson and two other jocks appear.

FLASH

I hear your hittin’ on my girl,

Parker.

PETER

Whoa, hey there Flash... I don’t

want any trouble.

Flash pulls back his fist, getting ready to hit Peter, but

just as he goes in for the hit time slows down. Peter ducks

out of the way. Time goes back to normal and Flash and the

jocks are baffled how Peter dodged the punch.

Flash goes for another hit but misses again.

JOCK #1

C’mon Flash, just hit ’em!

FLASH

I’m trying! The dweeb is psychic or

somethin’.

Flash punches again, finally landing a hit on Peter. Peter

goes down in one hit.

JOCK #2

Puny Parker was just lucky.

The jocks walk off. From the ground Peter opens one eye and

watches them go.

They turn a corner and see the Masked Man in front of them.

MASKED MAN

It’s not nice to beat up lonely

nerds.

FLASH

Who’s this clown?

Flash tries to fight the Masked Man but with acrobatic skill

he leaps and bounds out of the way, landing hits on Flash

and his cronies.

The Masked Man leaps and lands in a crouching pose as Flash

charges at him, the Masked Man leaps over Flash and shoots a

"rope" from each wrist and pulls Flash back, knocking him on

his ass.

(CONTINUED)

Page 15: Spider-Man

CONTINUED: 15.

The Masked Man turns to the two other jocks, but they’re

already running scared.

The Masked Man walks up to Flash, getting all up in his

grill.

MASKED MAN

That hurt, yeah?

FLASH

Screw you, man!

MASKED MAN

You kiss your mom with that mouth?

Now you knock off the bully thing,

you hear me? I won’t be as pleasant

next time, round.

On that note the Masked Man leaps and swings away.

INT. PARKER HOME - EVENING.

Peter walks into the suburban Queens house.

He walks into the kitchen where Aunt May is toiling over the

hot stove.

AUNT MAY

You’re late.

Peter sits down at the kitchen table.

PETER

I’m late?

Aunt May brings over a plate of spaghetti for Peter.

AUNT MAY

We agreed you’d go back to school

if you were home before 5.

Aunt May walks over to the table with her own spaghetti, she

sits at the table across from Peter.

PETER

What time is it?

AUNT MAY

5:45.

(CONTINUED)

Page 16: Spider-Man

CONTINUED: 16.

PETER

Okay, but it’s not like I was never

going back to school.

AUNT MAY

You watch your tone, Peter.

PETER

Sorry, can we just eat? I’m sorry

I’m late.

Peter starts eating his dinner.

AUNT MAY

Aren’t you going to tell me about

your eye?

PETER

What about my eye?

Peter touches his face, his left eye is swollen.

PETER

Whoa! Do I have a black eye? That’s

nuts!

AUNT MAY

Peter.

PETER

Sorry, Aunt May.

AUNT MAY

Was it that Thompson boy again? Do

I need to call his parents.

Peter thinks for a second.

PETER

No. It was him but... I know his

Dad. I don’t want Flash to get into

trouble.

Aunt May gets up from the table.

AUNT MAY

That’s not your concern, Peter.

PETER

It’s not my concern if people get

hurt?

(CONTINUED)

Page 17: Spider-Man

CONTINUED: 17.

AUNT MAY

I didn’t mean it like that.

Aunt May gives Peter an ice pack from the freezer then sits

back down.

AUNT MAY

I mean you have to think about your

safety.

PETER

But not other people’s.

AUNT MAY

Peter...

Aunt May sullenly looks at her plate of food. She hasn’t

touched it.

AUNT MAY

I just miss Ben so much... I can’t

lose you too.

Peter gets up and walks over to his now crying Aunt. He puts

his arm around her.

PETER

I miss him, too. I miss him a lot.

But, I’m not going anywhere.

Aunt May wipes the tears from her face.

PETER

Sorry, but you’re stuck with me.

For a million years.

May looks to Peter and smiles.

AUNT MAY

Always with the jokes.

Peter sits back down.

PETER

You know my friend Kamala?

AUNT MAY

Yes, she’s a nice girl.

PETER

She called me the patron saint of

the little guy.

(CONTINUED)

Page 18: Spider-Man

CONTINUED: 18.

AUNT MAY

A smart girl, too.

PETER

So, how was your day?

The two eat their dinner and chit-chat, TRANSITIONING TO:

INT. PARKER HOME - PETER’S BEDROOM - NIGHT.

Peter sticks his head out of his bedroom door.

PETER

Aunt May?

The bedroom door down the hall is closed.

PETER

(Cont’d)

Aunt May? You awake? No? Okay, I’m

going out won’t be back til late.

Peter ducks back into his bedroom, closing his door behind

him.

PETER

Can’t say I didn’t tell you.

Peter goes to his desk, picks up two wrist worn gadgets,

puts them on and heads to the open window.

PETER

Oh! Can’t forget this.

Peter grabs his red mask and pulls it on.

PETER

Alright, let’s fight some crime.

Peter leaps out his bedroom window and swings away.

INT. BANK - NIGHT.

Two bank robbers, armed with Garganhine guns, are standing

by a large safe door, one of them places a small explosive

on the lock.

BANK ROBBER #1

Is this really gonna work?

(CONTINUED)

Page 19: Spider-Man

CONTINUED: 19.

BANK ROBBER #2

It better work or we’re in jail.

BOOM! The explosive goes and the safe door swings open.

BANK ROBBER #1

Oh my God! We’re gonna be rich!

BANK ROBBER #2

Just pay our cut to Hammerhead and

the rest is ours! Nothin’ in our

way!

As if on cue the doors of the bank swing open as the Masked

Man swings in!

He flips and lands a pose just behind the thieves.

MASKED MAN

So...

The robbers turn.

MASKED MAN

Come here often?

The Masked Man shoots some gunk from his wrists into Robber

#1’s face, and punches the other.

The webbed robber shoots his Garganhine gun at the Masked

Man, but before the bullets land he leaps out of the way.

Before the robber gets a second chance the Masked Man kicks

the gun out of his hands, sending it flying.

BANK ROBBER #1

Shoot him, man!

BANK ROBBER #2

Y-Yeah, right.

Robber #2 aims but the Masked Man shoots another line and

and yanks the gun away. Robber #1 finally rips the gunk off.

BANK ROBBER #1

This looks like webbing... What is

this guy?

BANK ROBBER #2

One of those superpowered freaks!

MASKED MAN

Well, that’s not nice.

The Masked Man punches one robber.

(CONTINUED)

Page 20: Spider-Man

CONTINUED: 20.

MASKED MAN

Callin’ me a freak like that. Geez

Louise. Just cause a guy wears a

mask doesn’t mean he don;t have

feelings.

He sweeps the other’s legs, knocking him over. The Masked

Man then shoots a web line around the two robbers, tying

them together.

The Masked Man then writes a note on a post-it. He sticks it

onto the one of the robbers foreheads - "BAD GUYS: WERE

STEALING."

MONTAGE: MASKED MAN FIGHTING CRIME

- A purse snatcher is pulled off the ground by a single

line, and hangs, dangling from a street lamp.

- A stolen car zooms down the city street and is caught by a

huge web.

- A white-haired cat burglar flips out a high rise window

but gets is stuck on the rooftop by stepping into a web net.

CAT BURGLAR

Me-ow.

INT. PARKER HOME - PETER’S BEDROOM - MORNING.

Peter is sleeping soundly in his bed, as snug as a bug.

AUNT MAY

(O.S)

Peter! PETER! PETER!

Peter snaps awake.

PETER

Huh?! Wha?!

AUNT MAY

Peter, look at the time!

Peter looks at his alarm clock, its smashed to pieces.

PETER

My clock is broken.

(CONTINUED)

Page 21: Spider-Man

CONTINUED: 21.

AUNT MAY

Peter, it’s ten-to.

PETER

Ten-to what?

AUNT MAY

Nine, Peter!

PETER

WHAT?!

Peter jumps out of bed and runs past Aunt May.

AUNT MAY

When did Peter start going to the

gym?

INT. PARKER HOME - BATHROOM - LATER.

Peter is literally running all over the bathroom walls,

brushing his teeth, combing his hair, putting on deodorant.

PETER

LATE! LATE! LATE! AHH!

INT. PARKER HOME - MORNING.

Peter runs down the stairs and heads for the door.

PETER

BYE, AUNT MAY! LOVE YOU, BYE!

AUNT MAY

Peter, wait!

Aunt May dashes over and gives Peter a brown paper bag.

AUNT MAY

Your lunch.

PETER

Okay, thank-

Then, she presents a plate of wheat cakes.

AUNT MAY

Your breakfast.

Peter rolls his eyes and stuffs two in his mouth like a

goofball.

(CONTINUED)

Page 22: Spider-Man

CONTINUED: 22.

PETER

(Mouth full)

Okay, thank you Aunt-

Aunt May kisses Peter on the cheek.

AUNT MAY

Have a good day. Be home by 5.

Peter swallows his wheat cakes.

PETER

Six.

AUNT MAY

Okay, 5:30.

PETER

Six it is. Okay, bye Aunt May thank

you, love you, bye!

And Peter’s out the door.

EXT. QUEENS - CONTINUOUS.

Peter runs down the block, turns a corner and once he’s out

of sight, leaps into the air and swings along the street

lamps.

INT. MIDTOWN HIGH - CONNOR’S CLASS - DAY.

Peter runs to his seat just as Dr. Connors says:

CONNORS

Parker, Peter.

PETER

Here.

CONNORS

Nice of you to join us, Mr. Parker.

PETER

Happy to be here, sir.

Connors continues roll call as Harry leans to Peter’s ear.

HARRY

What’s with the tardy, sir?

(CONTINUED)

Page 23: Spider-Man

CONTINUED: 23.

PETER

I slept in.

Kamala leans in.

KAMALA

You slept in? Since when do you

sleep in.

PETER

I have to talk to you later.

KAMALA

What? Why?

PETER

Later.

HARRY

Why do I get excluded?

PETER

Its for your birthday and we don’t

want to ruin the surprise.

HARRY

Well you just ruined half of it

right there!

CONNORS

Mr. Osborn!

HARRY

Sorry, sir. Mr. Parker just alerted

me to how he ruin a souffle.

A couple students giggle.

CONNORS

Keep the food talk to lunch hour,

Mr. Osborn. We’re here to talk

about biology. Today’s lecture is

on the food chain - starting from

as low at a fly and a spider to a

human and-

STUDENT #3

Thousands of spiders.

Page 24: Spider-Man

24.

INT. MIDTOWN HIGH - PETER’S LOCKER - LATER.

During the lunch hour Peter leads Kamala to his locker.

KAMALA

So, what’s it you wanted to talk to

me about?

Peter opens his locker and starts digging around in there,

not answering Kamala.

KAMALA

Yo, why aren’t you talking? You’re

making me nervous... You aren’t

going to ask me to that stupid

dance. Pete. Peter. Dude, we’re

buddies. Super buddies. But, like,

my parents like you but they

wouldn’t- And like I don’t want to

ruin-

PETER

I’m not asking you to the dance.

Peter turns to Kamala showing her the front page to The

Daily Bugle newspaper, smiling. The front page has an image

of the Masked Man fighting the two bank robbers from the

night before.

KAMALA

What’s this?

PETER

Well, read the headline.

KAMALA

"Masked Man Foils Robbery by Betty

Brant." So?

PETER

Now, look at the picture.

KAMALA

That dude is stealing Daredevil’s

bit, with the mask. Though a full

face look works better, less likely

people are going to figure it out.

PETER

Now, the photo credit.

(CONTINUED)

Page 25: Spider-Man

CONTINUED: 25.

KAMALA

Hey! "Photo by Peter Parker!" Right

on, good for you! Why aren’t you

bragging your butt off about this?

Peter doesn’t answer, just smiles.

KAMALA

Peter... How’d you get this photo?

Peter’s eyes and smile grow wider.

KAMALA

Peter. PETER!

Peter starts nodding.

KAMALA

Oh my, Goodness! Peter you’re him!

PETER

Shh! You can’t tell anybody!

KAMALA

What?! WHY?

PETER

Cause it’s a secret! If any bad guy

found out Aunt May could get hurt.

KAMALA

Okay, why are you telling me this?

Even just to tell one person, why

not Harry?

PETER

I’m telling you because I need help

with a costume. Maybe a name too.

And I can’t tell Harry, the guy’s a

total blabbermouth. He’d tell

everyone, especially his weird Dad.

INT. OSCORP - NORMAN’S OFFICE - DAY.

NORMAN OSBORN stands in his office, three big, burly men -

MONTANA, FANCY DAN, and OX - and a shot, flattop headed man

- HAMMERHEAD - stand around him menacingly.

HAMMERHEAD

My boss doesn’t like us having to

do this all the time, Norm.

(CONTINUED)

Page 26: Spider-Man

CONTINUED: 26.

NORMAN

I’d prefer Norman, Mister...

HAMMERHEAD

Hammerhead is fine, Norm. You see

my boss is having some trouble with

a man in Clinton and he needs some

support out here in Midtown. Now

he’s got me and the Enforcers here.

But, a healthy contribution from

your cooperation would benefit our

organization a great deal.

NORMAN

OsCorp give your... Organization

plenty already.

HAMMERHEAD

We ain’t talking dollars and sense

right now, Norm. You know that.

NORMAN

Our labs are to help mankind,

not...

The Enforcers leer at Norman.

NORMAN

(Cont’d)

Do whatever it is you’re doing.

HAMMERHEAD

We’re not doin’ anythin’. We just

want to take a guy, just one guy,

and make him stronger. It’s all

just evolution. Like ya learn in

science class. We’d just hate for

OsCorp to have to shut down a more

factories.

NORMAN

Now see here, I will not be strong

armed in my own office.

Hammerhead sighs.

HAMMERHEAD

Norm. Look out your window, whattya

see? You see Avengers tower. The

Avengers come to New York and trash

the place one afternoon fightin’

aliens. How’re regular people like

you or me or Fancy Dan here -

(CONTINUED)

Page 27: Spider-Man

CONTINUED: 27.

Fancy Dan tips his fancy hat.

HAMMERHEAD

(Cont’d)

How’re we supposed to survive? My

boss just wants... A little more

security for his assets. What’s one

guy? What’s one lab?

Norman walks over to his office window and sees, as

Hammerhead said, Avengers Tower.

NORMAN

You find the "guy." I’ll find a

lab.

HAMMERHEAD

We think we got a guy.

INT. KHAN HOME - DAY.

Kamala leads Peter into her house, Peter on his cellphone

talking to Aunt May.

PETER

Hey, Aunt May, if its alright I’m

gonna have dinner at Kamala Khan’s

house... I’ll be home by... 8...

8:30... 9 it is. Okay, bye Aunt

May.

KAMALA

I’m not sure if anyone’s home, I

think Aamir still has class so we

might be-

As if on cue, Kamala’s mother enters the foyer.

DISHA

Kamala, you didn’t tell us you were

having guests.

Kamala leads Peter upstairs.

KAMALA

Peter is just over to work on an

assignment, he’ll be gone before

dinner. We’ll be in my room.

DISHA

Door open, Kamala!

(CONTINUED)

Page 28: Spider-Man

CONTINUED: 28.

KAMALA

(O.S)

Don’t be gross, Mom!

PETER

(O.S)

H-hi Mrs. Khan!

INT. KHAN HOME - KAMALA’S BEDROOM - CONTINUOUS.

Peter walks into Kamala’s room, she heads to her closet.

KAMALA

(O.S)

I’ve got the perfect stuff from all

my Avengers cosplays, just gimmie a

minute to find what I’m looking

for.

Peter walks over to a bookshelf full of white binders and

notebooks.

PETER

What are these?

KAMALA

(O.S)

Don’t read those! They’re my

fanfics!

PETER

Ew!

KAMALA

(O.S)

They’re not like that you deep.

Friggin’ boys all the same.

Kamala walks out of her closet carrying a huge Rubbermaid

bin and a sewing Garganhine.

KAMALA

Okay, first things first what’s

your theme?

PETER

My theme?

KAMALA

Yeah, like Captain America has...

America, Falcon has bird wings,

Iron Patriot also had America. You

know, a theme!

(CONTINUED)

Page 29: Spider-Man

CONTINUED: 29.

PETER

Oh, well. I was thinking blue and

red.

KAMALA

That’s not a theme, Peter! Like,

Daredevil is a devil, you know?

PETER

OH! Okay, spiders.

KAMALA

Ew, what? Why?

PETER

Remember a couple weeks before

everything with... You know. My

accident at the field trip?

KAMALA

The Science Exibit on...

Radioactivity?

PETER

Yeah, well I got bit by a spider

there and the next day I can climb

on walls and jump and I’m strong.

KAMALA

I very much don’t believe you.

Peter sighs. He walks over to one of the bedroom walls,

shows Kamala his hands and then turns to the all. As if it

was nothing at all he climbs the wall, making his way all

the way to the ceiling and stands - completely upside down.

KAMALA

This is AMAZING, PETER!

Peter nods. He hops down, back to Kamala’s level. He then

shows her the gadgets on his wrists.

PETER

I also built these, they shoot out

like webs that’s stronger than

steel. Sticky too, so I catch

thieves-

KAMALA

Just like flies! Okay, spiders it

is. What if it was a red and blue

body suit, it’d have to keep the

air resistance down so when you’re

swinging around on your webs.

(CONTINUED)

Page 30: Spider-Man

CONTINUED: 30.

PETER

I just have one thing...

Peter opens his backpack and takes out a notebook, Peter

opens it and shows Kamala a page.

PETER

(Cont’d)

I want the mask to be like this.

KAMALA

That’s so... Weird. It’s

unsettling.

PETER

I’m not out there to make friends,

right?

KAMALA

Okay, this is going to take longer

than I thought. You leave, I’ll

give you this at school tomorrow.

Maybe the next day.

PETER

Oh... Okay, I mean IO know how to

sew I could do it.

KAMALA

No. You’ll just mess it up.

PETER

What?

KAMALA

Go, go, let the artist work.

Kamala gets up and pushes Peter out of her room. As she’s

pushing him he trips and slips on the steps.

KAMALA

PETER!

Peter flips, balancing himself on his hand on one step then

flips again, runs along the side of the wall and lands with

a classic pose at the bottom of the stairs.

Kamala runs down the steps to Peter.

KAMALA

How- how did you do that?

Peter shrugs.

(CONTINUED)

Page 31: Spider-Man

CONTINUED: 31.

PETER

I dunno, sometimes I just... Sense

when something dangerous is about

to happen and my body just reacts.

Its like I feel a tingle at the

base of my skull and time slows

down.

KAMALA

Okay, we’re calling that your

Spider-Sense.

PETER

What? No, that’s dumb. Kamala.

KAMALA

Nope, its not. You can go now.

Kamala runs up to her room and shuts the door.

KAMALA

(O.S)

See you at school, buddy! Thanks

for coming over!

Peter laughs to himself and shakes his head. He heads out

the front door and who is there?

EXT. KHAN HOME - CONTINUOUS.

Peter steps out of the house and on the porch next door is

Gwen. She’s reading a book.

PETER

Gwen! I-I mean, G-Gwen. H-hey.

Gwen looks up from her book.

GWEN

Oh, hey Peter. C’mon over.

PETER

O-oh, no. That’s okay. I gotta run,

I mean, Aunt May will worry if I’m

late.

GWEN

Just come sit for a minute, I wanna

talk to you.

Peter sighs nervously, and walks over to Gwen’s porch

Page 32: Spider-Man

32.

EXT. STACEY HOME - CONTINUOUS

Peter sits next to Gwen on a deck chair.

PETER

S-so, what’re you readin’?

GWEN

Oh, I just have to read Catcher in

the Rye for class. It’s alright.

PETER

C-Cool.

Gwen laughs a little.

GWEN

You’re not good a small talk, are

you, Peter?

PETER

No, I guess not.

GWEN

You know... Flash told me what

happened the other day.

PETER

What happened?

GWEN

Well, you were there... Him and his

goons roughing you up like that.

PETER

Oh... Yeah, that’s nothing. Don’t

even worry about it.

GWEN

Well, I wanted to appologize. I

didn’t want him to do that.

PETER

It’s fine, really. I should be... I

mean, you and Flash are dating

so...

GWEN

We aren’t dating anymore, Peter.

PETER

Oh! Okay... So maybe...

(CONTINUED)

Page 33: Spider-Man

CONTINUED: 33.

GWEN

Pick your next words carefully,

Peter.

PETER

Right. Sorry.

GWEN

You’re a good guy, Peter. You’re

going to make some girl really

happy. Kamala is a nice girl.

PETER

She’s just a friend.

GWEN

Then we can just be friends.

Peter gives a goofy, shy smile.

PETER

That’d be cool with me.

GWEN

Good. I’m glad we had this talk.

Now run on home, Forrest Hills is a

long train ride, don’t want your

Aunt to worry.

Peter gets up.

PETER

Right. Well... See you at school.

With that Peter leaves Gwen.

EXT. ROOFTOP - NIGHT.

Peter is on the edge of a rooftop, walking back and forth.

PETER

(To himself)

Oh, hey Gwen. Yeah I’ll come talk.

You know we’ve known each other

since forever and you’re so smart

and cool and you know I’m smart -

not cool - but I have SUPERPOWERS!

What’s one date, right? A coffe?

Wait, no, coffee is gross... A

milkshake! Is that too kiddy? Ugh!

Peter plops down and sits on the roof’s edge.

(CONTINUED)

Page 34: Spider-Man

CONTINUED: 34.

PETER

It’s quiet tonight. I guess crime

does take a vaction. That cartoon

lied to me.

In the distance, Peter hears sirens.

PETER

Vaction’s over.

Peter pulls on his mask and leaps off the building, swinging

in the direction of the police cruisers.

EXT. OSCORP LAB - LATER.

Peter as the Masked Man swings onto the scene where a big

guy, like a real BIG GUY is throwing cars and dumpsters at

the walls of an OsCorp lab.

MASKED MAN

Hey, buddy wanna knock that off?

BIG GUY

This place RUINED ME!

MASKED MAN

Okay... How ’bout we talk this

over.

The Big Guy turns to the Masked Man and begins to charge.

MASKED MAN

Oohka-

Before he can finish the Big Guy tackles the Masked Man.

EXT. COFFEE SHOP - CONTINUOUS.

The Masked Man squirms free from the Big Guy’s grip. He

climbs up the wall and stays there, just out of the Big

Guy’s reach.

BIG GUY

GET DOWN HERE!

MASKED MAN

No way, you’re mean! That hug was

way too tight.

The Big Guy jumps at the Masked Man, but Peter just crawls

higher up.

(CONTINUED)

Page 35: Spider-Man

CONTINUED: 35.

BIG GUY

I’ll rip this wall down if I have

to!

The Masked Man looks around the building and sees there are

still patrons inside.

MASKED MAN

You should not do that.

BIG GUY

FIGHT ME!

The Masked Man thinks for a moment and flips over the Big

Guy, facing him in the oppisite direction of the Coffee

Shop.

MASKED MAN

Okay, let’s go.

Bug Guy charges again, the Masked Man leaps onto him and

sticks onto his back.

BIG GUY

Get offa there!

He tries to reach the Masked Man, but his mucsles are too

big and are in the way.

MASKED MAN

Hahaha! You could catch me if you

weren’t so Roided out! That’s

disgusting.

BIG GUY

THEY DID THIS TO ME!

MASKED MAN

Who did? Who are you, man?

BIG GUY

IT DOESN’T MATTER ANY MORE!

The Big Guy manages to grab hold of the Masked Man’s leg and

whips him into the window of the coffee shop.

INT. COFEE SHOP - CONTINUOUS.

The Masked Man crashes through a large window of a coffee

shop. The patrons yell in shock. He stands up and pulls

himself together.

(CONTINUED)

Page 36: Spider-Man

CONTINUED: 36.

MASKED MAN

Alright everyone, coffee break’s

over.

Nobody moves.

MASKED MAN

GO!

The patrons run out on the Masked Man’s order. The Big Guy

runs through the whole Peter made, wuickly he shoots the Big

Guy with some webs, it slows him down for a bit before... No

more webs!

MASKED MAN

Out?! Already?

Paniced, The Masked Man runs behind the serving counter. The

Big Guy leaps over and crushes the Masked Man in his arms.

MASKED MAN

What... Did I tell you... About...

Hugging... Too tight.

The Masked Man reaches over to a full coffee pot and manages

to smash it over the Big Guy’s head. In pain, the Big Guy

loses his grip on Peter.

The Masked Man takes a step back from the Big Guy, he jumps

and does a flying kick right into the Big Guy’s shoulder,

Then flipping and catching himself onto the cling.

The Big Guy in pain, he throws himself onto the counter;

pushing off pots, cash registers, and especially, a couple

coffee Garganhines.

The Garganhines smashing cause a small electrical fire, the

fire sets of the sprinklers. The water his the Big Guy -

steam starts billowing off his body, the Big Guy hows in

pain.

MASKED MAN

Woah, whatever "they" did to you, I

guess wasn’t waterproof.

BIG GUY

I’LL KILL YOU!

The Big Guy collapses onto the floor in pain. The Masked Man

looks over ans sees a regular looking man, this is Mac

Gargan.

(CONTINUED)

Page 37: Spider-Man

CONTINUED: 37.

MASKED MAN

Alright, buddy. C’mon up and we’ll

get you some help.

The Masked Man offers a hand to help Gargan up.

GARGAN

Screw you!

With that, Gargan faints.

MASKED MAN

Guess I gotta do it the hard way.

The Masked Man picks Gargan up and carries him off.

EXT. COFFEE SHOP - CONTINUOUS.

Police, Firefighters and Paremedics are outside the shop as

the Masked Man steps out carrying Gargan.

MASKED MAN

Here’s your guy.

POLICE OFFICER

That little guy did all that?

A Medic comes and takes Gargan from the Masked Man

MASKED MAN

Well he was bigger a second ago.

POLICE OFFICER

I don’t know, you;re the one in the

mask.

MASKED MAN

Whoa, hey. Let’s not go pointin’

fingers. I was just here to help.

FIREFIGHTER

Yeah and look what that did.

MASKED MAN

Ya know what? I don’t need this.

The Masked Man climbs up the coffee shop wall and runs off,

disappearing into the night.

FIREFIGHTER

You see how he crawled up the wall

like that. Freaks are takin’ over

New York.

(CONTINUED)

Page 38: Spider-Man

CONTINUED: 38.

POLICE OFFICER

Yeah. Guy was some sort of...

Spider-Guy. Gross.

PARAMEDIC

(O.S)

Officer! There’s an A.P.B. on our

guy here.

The officer walks over to the gurney, where Gargan is lying.

The Paramedic passes over his ID to the officer.

POLICE OFFICER

Oh yeah, Mac Gargan. Small time

hood. I’ll put the call out. Go get

him stable.

(Into his shoulder radio)

We found ’im, sir.

HAMMERHEAD

(On radio)

Good. Thank you, Officer. How’d our

boy do?

POLICE OFFICER

(Into Radio)

Like a charm, sir.

INT. PARKER HOME - PETER’S BEDROOM - NIGHT.

Peter, mask pulled up and camera slung around his shoulder,

climbs through his bedroom window. Quietly crawling along

the wall he drops himself down at his desk.

Slumped in his chair he lets out an exasperated sigh. He

taks off his mask and webshooters, placing them on the desk.

He grabs his glasses and inspect the shooters.

PETER

First time you guys run out on

me...

He opens the desk drawer to show dozens of web cartridges.

He swaps out the empties with a couple fresh ones.

PETER

Good thing I made extra. I should

figure out hos to carry all these

with me.

Peter takes out the memory card from his camera and sticks

it in his laptop card reader. Photos of his battle with the

mutated Mac Gargan pop up on the screen.

(CONTINUED)

Page 39: Spider-Man

CONTINUED: 39.

PETER

It was a close call with this one.

Maybe a belt? I should bring it up

with K.

Peter scrolls through the photos, he selects a few good ones

and tosses the rest. He opens up an email and types a

message for "[email protected]"

PETER

"Dear Mr. Jameson, here are some

photos of the Masked Man’s latest

altercation while protecting the

people of New York."

Peter sends the email and yawns.

PETER

Yeesh, it’s late. Time for bed.

Peter walks to his bed and goes to sleep.

INT. OSCORP LAB - MORNING.

Norman is working at a high tech computer, Hammerhead

approaches him.

NORMAN

You know your freak nearly trashed

one of my facilities.

HAMMERHEAD

And the boss will pay for all the

repairs, it doesn’t matter. What

matters is our first phase worked,

the boy got bigger.

NORMAN

But he got smaller.

HAMMERHEAD

That’s Phase two, Norm.

Norman turns.

NORMAN

That wasn’t the deal. The deal was

I’d make your one guy-

HAMMERHEAD

It’s still the same guy.

(CONTINUED)

Page 40: Spider-Man

CONTINUED: 40.

NORMAN

Then you’re going to kill him. The

human body can’t go through all

those tests.

Hammerhead steps closer to Norman, pokes him in the chest.

HAMMERHEAD

Listen here, Norm. I like you,

you’re good people; but shut up.

Gargan will survive Phase 2 and

Phase 3. If he doesn’t, well we’ll

just need a new guy and maybe it’ll

be you.

Hammerhand turns away and heads towards the door.

HAMMERHEAD

(Cont’d)

Or maybe your little kid, eh?

Hammerhead leaves. Norman turns back to his computer,

breathing heavily and in a moment of frustration he smashes

the controls.

INT. MIDTOWN HIGH - CAFETERIA - DAY.

Peter, Harry and Kamala sit around the lunch table. Harry is

furiously texting.

PETER

Who ya textin’, Har’?

Harry laughs a little bit and continues texting, seemingly

ignoring Peter.

KAMALA

He’s texting his fake, internet

girlfriend.

PETER

His what?!

KAMALA

While you were gone he starting

talking to some person and now he

says they’re dating.

HARRY

MJ.

(CONTINUED)

Page 41: Spider-Man

CONTINUED: 41.

KAMALA

Yeah, "MJ." Apparently their name

is two letters.

PETER

Where’s she from? Do I get to meet

her?

Harry puts down his phone, finally.

HARRY

She’s from Canada and maybe. We’ve

been talking about her coming down

for the dance.

PETER

Right. The dance...

Peter glances across the cafeteria and sees Gwen surrounded

by friends. Peter sighs.

HARRY

Sorry, buddy.

PETER

Thanks.

INT. MIDTOWN HIGH - PETER’S LOCKER - LATER.

Peter sits on the floor in front of his locker, reading

Catcher in the Rye.

Kamala walks up to Peter and sits next to him.

KAMALA

Ya know, moody teenaged boys like

you should be reading that.

Kamala waits for a laugh. Nothing.

KAMALA

Ya wanna talk about it?

Peter puts down his book.

PETER

Remember Liz?

KAMALA

Liz Allen?

(CONTINUED)

Page 42: Spider-Man

CONTINUED: 42.

PETER

Yeah.

KAMALA

Didn’t you guys date for like two

weeks? In 7th Grade?

PETER

I think about Liz a lot.

KAMALA

Why?

PETER

I don’t know, just I was happy

then.

KAMALA

Ooh, Peter Parker. You lovable

idiot. I get you have a pretty

rough time. But you also have

superpowers and this.

Kamala tosses a brown paper bag at Peter. He opens it and

his once brooding face grows into a smile.

KAMALA

I stayed up all night working on

that, you better appreciate it.

PETER

Thank you. It’s perfect.

KAMALA

I never asked, but... Why are you

doing all this.

Peter thinks for a second, looking into the bag.

PETER

The day Uncle Ben... The day Uncle

Ben died he tried to tell me

something, something important. I

didn’t understand what he was

saying until it was too late. I

tried to use my powers I thought,

ya know, I’d be famous make a bunch

of money... Get Ben and May a new

house, ya know live comfortably for

once. But, I messed up. I was

supposed to get paid and I didn’t.

The guy who was supposed to pay me

got robbed and...

(CONTINUED)

Page 43: Spider-Man

CONTINUED: 43.

Tears slowly roll down Peter’s face. Kamala is at a loss for

words.

PETER

I didn’t stop him. I could’ve. I

could’ve easy. But I let him go and

that man... Killed Uncle Ben.

KAMALA

Wow. I’m so sorry.

Peter gets up.

PETER

Did you come up with a name?

KAMALA

I did, it’s a bit corny but how

about-

SMASH CUT TO:

EXT. ROOFTOP - NIGHT.

Peter stands in his new costume - the iconic red and blue

suit. Bright and heroic.

Sirens wail in the distance.

He pulls down the mask, showing the big, white eyes.

KAMALA

(V.O)

Spider-Man.

SPIDER-MAN takes a running leap off the rooftop, and swings

into danger.

INT. DAILY BUGLE OFFICES - NIGHT.

An older man, ROBBIE ROBERTSON is watching one of the wall

mounted televisions in the newspaper offices of the Daily

Bugle.

The television shows live news footage of Spider-Man take

part in a police chase.

ROBERTSON

Jonah! You’re gonna want to see

this.

(CONTINUED)

Page 44: Spider-Man

CONTINUED: 44.

J. JONAH JAMESON walks into the bullpen and stands next to

Robertson.

JAMESON

What is it? I’m busy!

Jameson’s jaw falls open as he watches Spider-Man in action.

ROBERTSON

You think this is the Masked Man

that Parker kid’s been sending

photos of?

JAMESON

Call Parker, I want photos of the

red-and-blue freak in my hands by

the morning. Call Ms. Brant get her

on the story.

ROBERTSON

Headline?

JAMESON

"Masked Menace Terrorizes New

York."

Jameson goes back in his offices and slams the door.

EXT. TIMES SQUARE - NIGHT.

Spider-Man swings into Time Square, chasing the car thieves.

He jumps on the hood of the car, looking at the thieves

through the windshield.

SPIDER-MAN

You guys are driving way too fast.

The thief behind the wheel slams the breaks. Spider-Man

secures himself on the hood.

CAR THIEF #1

You dumb bastard. This was--

CAR THIEF #2

It’s a trap!

Spider-Man turns and from the sky, being dropped by

helicopter: Mac Gargan - once again mutated and huge, now

sporting black and grenn, almost robotic armor.

(CONTINUED)

Page 45: Spider-Man

CONTINUED: 45.

SPIDER-MAN

Hey, I know you!

The car thieves try to sneak away, but quickly Spider-Man

webs the two up.

GARGAN

YOU!

SPIDER-MAN

ME!

Gargan charges at Spider-Man, ramming him into a lamppost.

SPIDER-MAN

Someone got a upgrade.

Spider-Man webs Gargan in the face.

SPIDER-MAN

Let’s see if we can turn this

whatever off.

Spider-Man flips over Gargan, landing behind him. Spider-Man

notices a large power pack on Gargan’s back.

SPIDER-MAN

This looks important.

Spider-Man tries to punch it, but Gargan turns and Spidey

just manages to punch his chest, which is HARD.

GARGAN

Heh Heh, like you said. I got

upgrades.

Gargan raises a fist and smashes it over Spider-Man. Spidey

ducks and rolls out of the way.

SPIDER-MAN

Hey, what’s this?

On the side of Gargan’s armor, Spidey notices the OsCorp

logo.

SPIDER-MAN

"OsCorp?" That’s why you were

trying to wreck the lab the other

night.

GARGAN

Shut up!

(CONTINUED)

Page 46: Spider-Man

CONTINUED: 46.

Gargan grabs Spider-Man by the leg and throws him across the

Square. Gargan jumps over to where Spider-Man landed.

Spider-Man shoots a webline and and raises himself above

Gargan.

SPIDER-MAN

We should give you a cool bad guy

name.

Gargan jumps, trying to catch Spider-Man.

SPIDER-MAN

With all the green and everything

they should csll you...

Spidey flips and sticks himself onto Gargan’s back again.

His feet secure, he grabs onto the power pack.

SPIDER-MAN

The...

Spider-Man groans as he pulls on the pack. Gargan not able

to grab onto Spidey.

SPIDER-MAN

Avacado.

Spider-Man successfully rips the power pack off. The force

of the pull causes Spider-Man to fall on his ass for a brief

moment, Gargan turns, still huge.

SPIDER-MAN

Cause, you know, you’re green and

no one likes you.

GARGAN

You talk too much!

Gargan tries to run at Spider-Man, but his armor has locked

him in place.

GARGAN

What the-

Spider-Man dropkicks the power pack.

SPIDER-MAN

Bop.

The power pack flies through the air, landing -

spectacularly - into a passing garbage truck.

(CONTINUED)

Page 47: Spider-Man

CONTINUED: 47.

SPIDER-MAN

Swoosh.

GARGAN

I’LL KILL YOU!

SPIDER-MAN

You’re a tad repetitive, guy. Not

to mention the fact that you’ve

gone all statue without your ol’

Double-A’s.

Spider-Man steps closer to Gargan.

SPIDER-MAN

Now, you’re going to tell me who

you are and who you’re working for.

GARGAN

Bite m-

Spider-Man punches Gargan in the face.

SPIDER-MAN

Wanna try another answer?

GARGAN

Fine. I’m Mac Gargan and I’ve been

hired by Os-

Just then a shock goes off from Gargan’s suit and he passes

out.

SPIDER-MAN

Aw, c’mon. Really?

Police soon arrive.

SPIDER-MAN

That’s my cue.

Spider-Man quickly slaps a note on swings away.

As he does, Police Captain GEORGE STACEY steps out from a

cruiser.

GEORGE

Who or what was that?

OFFICER

I don’t know but this not he put on

our green man, here says,

"Complements of your Friendly

Neighborhood Spider-Man."

(CONTINUED)

Page 48: Spider-Man

CONTINUED: 48.

GEORGE

"Spider-Man?" Just what New York

needs, another costumed freak

trashing the place.

A man in a black suit approaches Catain Stacey and the

Officer.

MAN IN BLACK

Thank you officers, but we’ll take

it from here.

GEORGE

On who’s authority?

MAN IN BLACK

The only authority.

Two other men in black walk over to Gargan and tie a rope

hanging from an above helicopter. They signal and Gargan is

air lifted out from Times Square.

MAN IN BLACK

Thank you, gentlemen.

The men in black leave. George is puzzled.

INT. PARKER HOME - KITCHEN - MORNING.

Peter sits at the kitchen table eating his breakfast.

Aunt May enters and sits across from Peter.

PETER

Morning.

AUNT MAY

Good morning, Peter.

PETER

What’s up?

AUNT MAY

Where were you last night, Peter.

PETER

What are you talking about?

AUNT MAY

Don’t lie to me. Where were you.

Peter gets up, putting his dishes in the sink.

(CONTINUED)

Page 49: Spider-Man

CONTINUED: 49.

PETER

I’m gonna be late for school.

AUNT MAY

You sit your butt down.

Peter sits down.

AUNT MAY

Now, answer my question.

PETER

I... I was just out, okay.

AUNT MAY

Doing what?

Peter looks away.

PETER

I... I don’t know. Sometimes I just

go out and walk around.

AUNT MAY

(Not expecting this answer)

WHAT?!

PETER

I just-

AUNT MAY

Are you trying to get yourself

killed, Peter?

Peter gets up and heads to the door.

PETER

I’m going to be late.

Peter leaves slamming the door behind him.

KAMALA

(V.O)

And you just left?

INT. MIDTOWN HIGH - PETER’S LOCKER - DAY.

Peter and Kamala stand beside the lockers.

PETER

I just left.

(CONTINUED)

Page 50: Spider-Man

CONTINUED: 50.

KAMALA

Jeez, Parker. I don’t know if that

was the best move.

Peter thinks for a second.

PETER

The problem is... I don;t know if

she’s right or not.

KAMALA

What?!

Peter motions for Kamala to quiet down as Harry walks up.

HARRY

Well, I’ve got great news!

Peter and Kamala are both looking real sullen.

HARRY

Whoa, whats eating you two?

KAMALA

Nothing.

PETER

What’s your news?

HARRY

MJ is going to come down to New

York for the dance.

PETER

That is exciting.

KAMALA

You two can gonna kiss and whatever

it is couples do. I hope you two

have fun.

HARRY

What, aren’t you gonna go?

Kamala shrugs.

HARRY

What? No way. Pete?

PETER

Why would I go to a dance?

(CONTINUED)

Page 51: Spider-Man

CONTINUED: 51.

HARRY

Guys. Guys! You have to go.

KAMALA

My parents for sure won’t let me.

PETER

And I’m not going to a dance alone.

The school bell rings.

HARRY

We’re not done talking about this.

The three of them head to class.

INT. OSCORP - NORMAN’S OFFICE - DAY.

Norman sits behind is desk, working on a computer. In walks

Hammerhead with the Enforcers. Norman continues working.

NORMAN

You didn’t have to bring your

muscle with you.

HAMMERHEAD

I think I do.

Hammerhead slaps a Daily Bugle on Norman’s desk. Norman

picks it up.

NORMAN

"Spider-Man: Threat or Menace?"

What’s this?

HAMMERHEAD

I was gonna ask you the same thing,

Norm.

NORMAN

What are you insinuating?

HAMMERHEAD

My boss is concerned that you made

this, "Spider-Man."

NORMAN

No. OsCorp is not behind

Spider-Man. But, he does seem to be

causing problems for Gargan.

(CONTINUED)

Page 52: Spider-Man

CONTINUED: 52.

HAMMERHEAD

That’s true. Good thing there’s

still Phase 3.

NORMAN

And what is "Phase 3?"

INT. OSCORP LAB - DAY.

Gargan is floating in a green stasis tank, tubes and wires

prodding into his body.

HAMMERHEAD

While this "Spider-Man" has been

posing a problem for Ol’ Mac here,

he is serving a bit of inspiration.

A short, chubby man in glasses and a lab coat approaches

Hammerhead and Norman, this is Dr. OTTO OCTAVIOUS.

HAMMERHEAD

This is Dr. Octavious. Otto here

specializes in... What’d’ya call it

Doc?

OCTAVIOUS

Animal-based Bio-Machanics.

NORMAN

I’m familiar with Otto’s work. He;s

a Mad Scientist.

OCTAVIOUS

I prefer eccentric genius.

Octvaious leads Hammerhead and Norman towards a display of

Gargan’s damaged armor.

OCTAVIOUS

I admire your work, Osborn. Dude

and unimaginative, but it was quite

functional, until Spider-Man ripped

off the power pack.

NORMAN

He what? I built that armor myself!

A truck couldn’t be able to damage

it.

OCTAVIOUS

Well, if my theories are correct,

Spider-Man would have ptopottional

(MORE)

(CONTINUED)

Page 53: Spider-Man

CONTINUED: 53.

OCTAVIOUS (cont’d)strength of a spider and might be

able to lift upwards to 10 tons.

NORMAN

That’s impossible.

OCTAVIOUS

It is possible, Norman. This is the

world we live in now. A world of

thunder gods, iron suits, and super

soldiers. Mr. Hammerhead’s employer

is giving me and I’m sure you quite

a bit of money to create true

humanity’s last line of defence. A

soldier that us normal people can

control.

Norman looks at Otto, then to Hammerhead.

NORMAN

Normal people.

OCTAVIOUS

Let me show you what I’ve built.

Otto flips a switch on a control panel, Norman reacts

horrified. Hammerhead, as always, remains stone faced.

OCTAVIOUS

The suit would be physically

grafted to the wearer’s body and

fiber optic connectors pin

themselves to the base of the skull

in order to control the suit’s...

Extra functions.

NORMAN

This is unnatural... It’s...

Monstrous. You want to put a human

body inside that thing?

HAMMERHEAD

No. We want you to do it.

Norman looks back at the suit.