Spider-Man: The Movie - 3rd Anniversary Edition

[slinger]

The following was written almost three years ago in the Spider-Man Hype!'s Community Forum [which was found way down at the bottom and a much different place then it is today]. All other Spidey scripts or Marvel characters were posted in the Marvel Movie Forum. If you recall some annoucements dealing with the Spider-Ma film had just been annouced so it was a busy time (not compared to now) for the boards. Jzarbaugh started it and basically was I write a chunk, then you, then someone else then me and whoever. There was also a companion thread where comments and suggestions were made so the script thread wouldn't be a mess. I enjoyed reading and putting a few scenes to this story way back in September 2000. Three more were completed, they had bright spots and some questionable parts. A fourth one never was. Anyway if you're interested here is the start. Gwen is Peter's love interest, hints of what the sequels could provide are found and the Greengoblin is the baddie. And you'll have to read to see how Peter webslings. Keep in mind people used different writing styles and it was never re-written to correct errors,etc.



SPIDER-MAN:THE MOVIE
WRITTEN BY THE SPIDER-MAN HYPE! FORUM WRITERS

A small spider slowly spins a web and lowers itself from the back bumper of a new car. Some footsteps are heard as two boys approach the car. Suddenly, the viewer can see the back of their feet as they stand in front of the trunk and continue talking. The camera pans up to the students...
Peter: So, what's the big surprise, Harry?
Harry: It's in here. Wait 'til you see this. It is SO cool!
P: What?
Trunk pops open as we still see the backs of the boys.
P: WHOA! Where did you get it?!
H: From my dad's company. Oscorp: Weaponry Division.
P: What is it?
H: Well, I'm not sure, but I think it is supposed to be a liquid net. Used in combat. But it doesn't work. Watch…
Camera focuses in on the strange set-up that obviously has a pressurized cylinder with a wide opening at the end. Harry pushes a button, and a quiet, thick glob of slimy netting splats into the back of his trunk and webs the inside pretty good. It resembles the slime from "Aliens".
P: No WAY!
H: Now watch.
Harry grabs the netting and pulls on it, and it moves the whole car. It shows no sign of giving. He lets go and then looks at his watch.
H: Three... two...one…
The netting crumbles into dry pieces.
H: See, it always does that! It is really strong for like fifteen seconds, then it just falls to pieces. That is why my dad scrapped the project. Well, that and he would rather have the company produce something that creates a body count. So when the inventor got canned and I found out that the project was being terminated, I bribed the janitor. Saved it from the grinder. I've been playing with it for a whole year, and now the novelty is wearing off. Tired of cleaning up the mess it makes too. So I thought YOU might want it..."
P: ME?! ARE YOU KIDDING?? I WOULD LOVE THIS!
H: Well, you are the science wiz. I just torture the birds in my back yard. You on the other hand can take something like this and win a Nobel Peace prize or something.
P: Nah, but I bet I could keep it stable longer. If only I had the formula...
Harry reaches into his jacket and produces a copy of the formula and smiles.
H: They had to have the original shredded, but I had it copied.
P: Harry, ever thought of a life of crime?
Peter smiles as he takes the paper.
H: Nope. Then dad would take away my allowance, and I don't want to have to take a cut in pay!
Harry smiles back.
Pete hits him on the back of the head as Harry shuts the trunk of his car.
H: Today after school meet me here and I will take you home. I can help you unload it into your garage or something.
P: Okay, thanks. But tell me something. Why are you giving this to me?
H: Pete, you are a genius. I can barely pass English. Besides...I see you in lunch every day. I see how Flash has been treating you lately, and I thought... Well, I thought that at the very least, this would be great for a practical joke!
He smiles. Peter smiles back.
P: Thanks.
The school bell rings, and the two start walking for the school.
H: So, you really going to graduate this year?
P: Nah, I guess I could. My Aunt and Uncle think that it is best that I stay for an extra year and graduate with all of my "friends". I don't care about that. But I really am enjoying this photography class I am taking this semester. I mean, we are developing our own pictures and everything.
H: Any interesting "subjects" in your class that you are hoping to shoot?
Peter smiles.
P: Maybe...
Then the camera pans up to show a crisp Autumn day in New York. The leaves are falling and it is looking a lot like it is close to Halloween. The sky turns darker until it looks like night. Then webs shoot across the screen in all directions to form the opening credits and the title "Spider-Man: The Movie"

A state of the art laboratory facility, filled with computers, pieces of arcane but expensive looking equipment, and cages containing various test animals, mostly rats.
Several scientists are working busily when the doors suddenly burst open and a large, imposing looking man in an expensive suit, his hair slicked back, strides into the room and surveys the situation with a scowl on his face.
Norman Osborn: Billingsley. BILLINGSLEY!
A small, nervous looking man steps forward, wringing his hands.
Billingsley: Yes, Mr. Osborn, sir?
NO: I want a full progress report on formula 879B, and I want it now!
B: Well Mr. Osborne, we're well into the animal testing stage of our experiments and the results are very promising so far . . .
NO: Animal testing? I was assured that we'd be testing the formula on humans by now! It may improve the strength and reflexes of rats, but a product that builds stronger rats isn't exactly going to win over the average American consumer, now is it?
B: Well, no sir, but the FDA . . .
NO: Billingsley, Billingsley, Billingsley. What the FDA doesn't know won't hurt us. I want to see secret human trials for the formula set up by the beginning of next week or . . .
Osborn turns to leave the lab, leaving the unfinished sentence hanging in the air.
B: Or I can begin looking for a new job?
Osborn turns Dr. Billingsley with a snarl.
NO: I would never fire you, doctor. You know far too much for that.
With that, Osborn sweeps out of the room as quickly as he arrived. Billingsley wipes a thin sheen of sweat from his forehead and lets out a worried sigh.

Peter is puzzling over the formula that Harry gave him. He's reclined on his bed in his room, nearly devoid of any decoration. Peter is all business.
There's a knock at the door.
Peter: Come in.
Uncle Ben enters.
Uncle Ben: Whatcha' readin', Pete?
P: A formula for an adhesive compound with a rather short duration of adhesion.
UB: Huh?
P: It's about this sticky stuff that doesn't stay sticky very long.
B: Oh. Doesn't sound like much fun to me, Pete. No offense.
P: I don't know…
Peter shrugs.
P: …it’s not so bad.
B: If you like it, that's fine with me, Pete.
There's a moment of affectionate silence.
P: Did you need me for something, Uncle Ben?
B: Oh, yeah. I did come up here for a reason, didn't I? Your Aunt May wants us to wash up. Dinner is ready.
P: What are we having?
B: Stew or soup or something like that. Why? You feelin' picky?
Uncle Ben smiles.
P: Nope. Just curious.
Peter stands up and steps toward the door. Uncle Ben claps Peter on the back.
B: You can leave the paperwork on the sticky stuff here, kiddo.
Peter looks down at his hand and realizes he still has the formula in his hand. He sets it on the nightstand next to his bed.
The two of them leave the room, Ben closing the door.

[slinger]

Peter heads down the hall of the quaint old hose in Queens. A call comes from downstairs.
Aunt May: Soup's on!
Ben smiles down at Peter.
B: Guess it's soup. Hope it's her chicken noodle.
Pete smiles up at Ben.
P: Me too... and maybe some grilled cheese. Man, now I'm hungry.
B: Well, I'm sure we can rustle some grilled cheese up.
Ben shouts down from the top of the stairwell.
B: May, you think we can get some grilled cheese sandwiches for your two growing young men?
Ben turns and smiles at Pete with a look that says "watch this-I've got it taken care of". You can hear May talking to herself.
May: Ooooh. Those boys!
Then comes a shout up the stairs.
M: Benjamin, If you are going to ask me something, then come down those stairs and ask me like a gentleman.

Ben smiles back at Pete with big eyes and a look on his face like "Uh Oh- I'm in the doghouse". He turns and trots down the stairs and starts shmoozing with May. In the background you can hear them joking, and May stars laughing. By now, Peter has entered the small bathroom at the top of the stairs, and he is laughing to himself as he listens to his aunt and uncle. Then suddenly he hears a sound of a dish breaking and the sound of a man & woman yelling at each other. Pete turns and looks out of the window to see shadows of people in an argument next door. A big argument. Then he hears some loud noises, followed by the slamming of the screen door on the back of his neighbor's house. Out runs his pretty red headed neighbor, Mary Jane Watson. She is sobbing, and she makes a sprint to the free standing "porch" swing. Though it is dark outside, he can see her curl up in a ball and just cry to herself. A look of compassion and concern comes upon his face. There is a pause as he watches her, and you can tell that he cares for her. Yet you have a feeling that he doesn't talk to her much. They are from different worlds. A call from Aunt May breaks the moment.

May: Peter! Honey, is everything all right up there?
Peter, still staring out the window of the bathroom, turns and replies.
P: Yeah, I'll be right down...
Then he turns away from the window, shuts the running water off, dries his hands, and heads down stairs.

Dinner is almost finished. Peter is cleaning out his bowl with the crust of a grilled cheese sandwich.
Aunt May: So Peter, isn't the exhibit you were going to go see at the, um, I forget what it's called. Isn't it tomorrow?
Peter: You mean the science exhibits being put on by Oscorp?
M: Yes. That's what I meant. Isn't it tomorrow?
P: Yep. I'll be late but I'll check in to let you know that everything is okay.
Uncle Ben: You'd better, Pete. Otherwise your Aunt May will have half of the city out looking for you.
M: Ben!
Aunt May swats Uncle Ben on his hand.
M: I'm not that bad.
B: Tell her, Pete.
May and Ben both look at Pete.
P: Don't look at me, I just work here.
They all laugh.
B: Well, I'm gonna' go watch some television.
Ben stands up.
M: No, you're not. It's your turn to clean the table.
Ben rolls his eyes in mock disgust and begins clearing the table.
B: Okay.
Ben adds something just barely audible, spoken with just enough volume to tell the tone is good humored.
B: Slave driver.
M: Ben!
Peter smiles at their banter.
P: I've gotta' go study. If I get ahead I won't have to worry about studying tomorrow after I get home from the exhibit. May I be excused?
M: Yes, dear.
Peter leaves the room and we hear him ascending the stairs.
B: I love that boy, May. He's got a good head on his shoulders.
M: Me too, Ben. I just wish he'd get out and be social more often.
B: Well, he has us to look to for an example, you know. We're not exactly tearing up the town these days.
They laugh.

A laboratory. Norman Osborn, obviously working against his associate's advice, is mixing together chemicals. He is deep in thought and doesn't notice his son, Harry walk up behind him. When Harry taps him on the shoulder Norman nearly jumps out of his skin.

NO: Good God!
Norman calms as he realizes its only his son.
NO: Oh, its only you. Jesus, Harry, do you know what could have happened if I would have dropped these chemicals?
Harry obviously feels guilty.
Harry: Sorry dad.. I just wanted to tell you I got a 97 on my economics report.
Norman smiles.
NO: 97 huh? Not bad. But how about your math grade? Have you brought that one up yet?
H: Well... no... but Peter said he'd tutor me...
NO: Tutor you?!? Dammit Harry if you don't learn to do things on your own how do you think you're going to survive in the real world?!? You won't have "friends" to "tutor" you when you take over Oscorp!
H: But dad, Peter helps it make sense to me...
NO: I don't care what that damn Peter does! I don't know what you think, but he's not that great! Now you and me, Osborns, WE are greatness! Now you can forget about going out tonight. Go upstairs and learn your math. 97's in economics are crap if you don't know how to add 2 plus 2.
H: Yes dad...
Harry walks out, ego crushed. He could care less about economics or math. All he wanted to do was make his father happy, which it seems like he could never do. As Harry leaves Norman goes back to his work.
Norman talks to himself and tries to calm himself down. His face is really read because of high blood pressure and stress.
NO: That boy had better get his act together if he's going to take over this company.. he can't always have Peter coming in and saving the day...

Peter sits in class. Oddly, he isn't paying full attention. It's almost the end of the school day. He seems to be nervous, fidgety. He keeps checking his watch and the clock on the wall of the classroom.
When the bell rings, seconds later, Peter bolts for the door. He's out into the hallway and running...into Flash Thompson, accompanied by a couple of his cronies.

Peter: Ooof.
Peter falls on his rear after running into the rather solid Flash Thompson.
Flash: Way to go, nerd.
P: Sorry Flash, I'm in a hurry.
Peter starts to stand up.
F: If you don't watch where you're going next time, you'll be really sorry.
He pushes Peter back down to the floor as the cronies laugh. They all walk away.

Peter sits on the floor for a moment. The crowds of kids swirl around him as Peter begins to sulk. His embarrassment gives way to excitement as he remembers the reason he was in a hurry in the first place...the exhibit. Peter springs to his feet and is off and running again.
He speeds around a corner and flies right by Harry Osborn.
Harry: Hey, Peter!
Peter stops mid-stride, stumbling, and turns to Harry.
P: Yeah?
H: What's the hurry?
P: I'm going to see the exhibit your dad's company is putting on. If I don't hurry I won't make it before it starts. Aren't you going?
H: Are you kidding? I don't like that stuff as much as you do. Besides, I'm in trouble with my dad.
P: Not to be mean but it seems like you're always in trouble with your dad.
H: It seems that way.
P: Well, I've really got to hurry if I'm gonna' get there in time, Harry.
H: Okay.
P: I'll call you later and we can figure out when to work on your math stuff.
Peter starts to run off.
H: I don't, uh, I can't, Peter.
Peter stops and comes back to Harry.
P: Why?
H: My dad. He wants me to figure it out on my own.
P What?
H: It's a long story. You'd better go. I'll tell you about it later.
P: Okay. I'll call you later.
Peter takes off down the hall. We trail him until he crashes through the doors to the sidewalk outside. Then Peter becomes distant in our view.

School campus walkway where you can see the faces of those walking away from the building. We’re about 150 feet away from the school and slowly we are moving backwards following a beautiful blonde teenager with a black head band. In the distance you can see Peter running away from the school and towards the camera. As he approaches Gwen and recognizes her from behind, his eyes get big and he stumbles awkwardly to a stop. This all goes unnoticed by Gwen Stacy, who continues to walk. Peter, still kind of out of focus of us, gathers his composure and runs his fingers through his long bangs. This makes no obvious difference in his appearance, but it makes him feel a little more confident. Then he breathes into his hand to smell his breath. With a shrug of his shoulders and a deep breath, Peter quickly scoots up on the right side of Gwen.

Peter: Uh, hey, Gwen.
Gwen is a little startled.
Gwen: Oh, hi.
She feels a little awkward, but it is obvious that she is a nice to just about anyone.
G: You're Peter, right?
Peter is a little surprised.
P: Yeah, I sit at the front table in your photography class...
There is an awkward pause and they half-smile at the awkwardness.
P: Do you like the class?
G: Yeah, actually I do. It is a lot more fun than I thought!
P: Me too! What is your topic for Monday's assignment?
G: I haven't decided yet. I'm not too good at taking action pictures. They always turn out blurry...
Peter breaks in.
P: Maybe it is your film...
Peter makes an apologetic face when he realizes that he was interrupting.
G: Probably this Friday's football game. I have to cheer anyways.
P: Yeah? I was thinking of doing something like skateboarding. That or motorcycles.
Gwens’ eyes light up.
G: Really? Do you have a motorcycle?
P: Well, no... But I am saving up for one...
Just then a car drives up to the curb they have reached, and it is filled with girls. The door swings open, and it is obvious that Gwen was to ride home with the girls.
G: Well, that's my ride. Good luck on your project! Not that you need it. Your stuff always looks good."
Peter realizes that Gwen just made it clear that she admires his work.
P: Well, thanks! It's actually pretty easy. You just aim…
Peter lifts up his camera to his eye
P: focus, and shoot.

Just as Peter pushed the button on his camera, a large hand blocked his lens. Click. Peter looks up in surprise, realizing that his shot of Gwen was just ruined. There stands Flash Thompson with his hand on the camera lens. Flash then proceeds to push on the camera and knocks Peter off balance. He stumbles backwards but catches himself. Giggles come from the car full of girls. All except from Gwen, who looks on in compassion. Flash's group, on the other hand, begins to laugh out loud.
Flash: Parker, quit bothering the girls. Don't you know that cheerleaders have to sit out a game if they are seen talking to you?
Again, Flash's lackeys laugh and spur him on.
Flash turns to the car.
F: Ladies, we will meet you at the movies at eight.
The car of girls pulls off as they wave to Flash and his friends. But Gwen can be seen staring at Peter, who is still trying to get over what has just happened. Flash and the guys continue walking towards the school parking lot, joking the whole way. Peter finishes straightening up, and then stands motionless in thought for a couple of seconds. Then he looks around, realizes where he was headed, and then franticly runs in the opposite direction.
P: That...son of a...
Peter catches himself while muttering.
P: Jeez, why did that thick-head Flash have to be such a jerk? Well, I have to get to that experiment that Dr. Connors is presenting.

[slinger]

cut to...
large university building, with a banner out that says something about a Osborn funded experiment. We see a man in his mid-40's with a lab coat on. The only at all out of the ordinary about him is he is missing an arm.
P:Hiya Dr. Connors
CC: Peter, good to see you made it. Go on in, the turnout isn't as big as I'd expected, but it will do.
Cut to:
A Spider in a glass cage. It seems a normal Spider, until it manages to push open the top of the aquarium... and thus escape.
Cut to:

A hole. A tunnel in the wall... the kinda place you wouldn't want to stick your hand even if you lost a fiver down there. Within said hole is a rat, muching heartily on a piece of something. Suddenly the rat begins to freak out... thrashing, squeaking. Abruptly the rat begins to quiver, shake, and...expand! It grows within seconds to twice its original size, then with a final screech falls dead. Music rises, then from the rat's carcass emerges a small spider. Camera pans around the Spider as it speeds away from the dying rodent. Final shot is that of the Spider at the entrance to the hole. From behind it the camera moves forward, out into the room beyond, where a voice is speaking:
CC: What we've done is this: We took a normal Wolf Spider, of the variety found on the northern west-coast of the States, and impregnated it with alleles designed to both increase its physical prowess, and also give it a venom capable of passing on the altered genes. The idea is this: can we introduce a positive mutation with a communicable component and have it spread throughout a population?
Peter: But how do you control the population it spreads through?
CC: At this point we can't. We've introduced an Ant species, but so far all of the Ant specimens have died once the Spider Venom has been introduced. We think that perhaps the size and complexity of the recieving organism has something to do with how viable the mutative venom is, but we're not sure. One thing we do know, the Spiders that have been altered have a shortened life span, enough so that all the Spiders in this cage will be dead within a few hours. We've tried lifeforms as big as a cat, but they all die almost instantly. We've resigned ourselves to the fact that this batch of Spiders will be dead before we can find a creature able to take their venom...

Cut to Peter, who has a look of understanding on his face. That look quickly changes, then he utters a small cry.
CC: What's wrong, Peter?
Peter: Oh, nothing. Just a funny pain in my arm.
Peter rubs his arm aggressively, and gives a wince. Something small falls from his shirtsleeve.
Zoom in on the small sometyhing... it's the Spider, now irreperably damaged and quickly dying...
Close up on Peter. He is sweating profusely, barley keeping himself composed.
Zoom out- We see that he is on campus, walking home, carrying a heavy load of books.
Cut to- Flash driving his sports car with his buddies, they are all drinking, and have the music cranked up loud.
Cut to Parker in the distance, from a passenger's P.O.V.
Cut back to close up on Flash's face, Smiling.
Cut to car, Flash guns the gas pedal, and swerves as if to hit Pete.
Flash's buddy(passenger seat)- "Hey, what are ya doin?"
Close up of Pete's face *startled*
Flash- laughing
Flash's buddies look back
Buddy- Hey, where'd he go?
Flash- Probably blew away with the wind! Puny punk PARKER!!!
All- Laughing

Cut to Peter lying on top of a nearby building, a good 30 feet up. He is beat red with fever and coughing...fade out
CLOSE UP of Peter's face. Perspiring heavily, red, for lack of a better term he's panting. His eyes have a glazed over look, distant.
The camera view moves out, pulling back to where we see that he's lying on top of the building.
Peter shakes his head and tries to stand up.
Peter: [Standing up, one hand still on the ground] Oh, man. What happened?
He staggers. Stumbles. Catches himself just before he falls over the edge of the building by grabbing hold of a vent pipe...and crushes it.
Peter: What in the...[the pipe, weakened by the force applied to it, bends and Peter topples over the edge of the building]...whoa!
Peter plummets 10, maybe 12 feet before he arrests his fall...by clinging to the wall.
Peter: [Under his breath, incredulous.] What's going on? What's happening to me?
He timidly, reluctantly, climbs up the wall, not comprehending how he's hanging on.
He goes to throw his legs over the ledge upon reaching the top and leaps into the air, nearly clearing the building and going over the other side. He does land safely, however, and with remarkable grace.
The camera pans in close on Peter's face again. He's a lot less red but still perspiring profusely. And he's smiling like a lunatic...in a good way.

Peter: This is...this is cool.
He looks down at his arm, caught up in his thoughts for a moment. His smile has disappeared. With deliberate movement, he pinches himself.
Peter: OW! I'm not dreaming.
Thinking still. A look of discovery and understanding comes to his face.
Peter: The spiders...The exhibit!
Pausing for a moment, imagining all of the possible negative effects of whatever is happening to him.
Peter: What am I gonna' do?

Suddenly, Peter's muscles tighten up in a spasm. He is violently jolted by the changes going on in his body~ he lets out a painful scream, and buckles onto the rooftop and curls up. The viewer gets a feeling that the one thing he is NOT going to do is be on time for dinner.

The camera focuses in on a throbbing vein in Peter's temple. Then, the scene gently fades into a vein that is protruding from the underside of a lab rat. A needle sticks into it, and a serum is injected. The background music flows right into this scene, and helps in keeping the mood intense.
Norman Osborn's voice could be heard as the rat is injected.
NO: "I'm telling you, Billingsly. This is it. I can feel it..."
Dr. Billingsly (as he pulls needle out of rat): "Mr. Osborne...Please...This is inhumane. These rats are killing themselves. They have no control over their strength. The serum's effects on the cerebrial cortex is at very least detramental..."
NO: "But they are stronger."
Dr. B: "And they are dying."
NO: "But we can fix that!"
A lab assistant takes the animal and places it inside a cage with a lively Python. Several workers stop to watch the unorthodox experiment.
Dr. B: "WE...? Sir.. I'm sorry. I must say that while the initiative you took with my calculations resulted in a intensified reaction by the lab animals, ... (Billingsly looks at Norman out of the corner of his eyes to check his reaction, but Osborne is totally focussed on the experiment at hand)... I am afraid that your limited knowledge of chemistry and the central nervous system have put the integrity of our project in question. "
NO: (without even looking at Billingsly) "SHUT UP, Billingsly. Watch this. Watch!" (pause) "The predator has become the prey..."
The rat is seen circling the python and hissing. It is violently on the offense. Then it jumps forcefully at the throat of the snake. The force of the jump slams the snake's head against the cage and crushes its skull. Blood appears, and the python falls lifelessly to the cage floor. The camera pans to Norman as the rat begins to knaw at the dead reptile.
NO: "Yes! Yes!! I did it! The search is over, Doctor!" (Osborn turns to leave the lab)
Dr. B: " But Mr. Osborne! We are NOT READY! The actions of that lab animal are way too agressive to be considered safe by any means! We must test it over a period of several weeks just to monitor..."
NO (without even looking back) :"WEEKS?! Don't push me doctor! I expect to sit in on our first human subject tomorrow!"
Norman leaves the lab, and slams the door behind him. The camera is now on the back of Billingsly as he stares at the closed lab door. The cage with the rat and dead python can be seen out of focus in the front left hand corner of the screen.
Dr. B (softly with fear and trembling): "But... we can't do this... (a small pause) it is not ready..."

The cage comes into focus as the rat is seen going into convulsions. It shakes and the screen goes black.
Lights up, and Ben and May parker can be seen eating dinner alone. There is a setting for Peter, but he isn't there...

New Scene
Peter is running home now. Questions running through his mind. Why me? Who could he tell? Should he tell? What would happen?
Peter feels something funny by his wrists.He stops running. He looks at them. There is little slits just below his wrists.
P:Whoa.
Peter's head hurts.
P:I've got to get to a hospital, or something.
Peter runs across the street, without looking.A car is speeding down the street.
Peter,who can not see the car senses it coming, leaps out of the way.
The driver yells at him.
Eddie Brock:Watch it! I almost hit you punk!
Peter picks himself up.What a day!

As Peter approaches his house in Queens, he looks at his watch. The look on his face says it all~ He has no idea HOW long he was unconscious on the roof top. All he knows is that something has happened to his body. Something is STILL happening. It is obvious by his sparatic twitching and tensing up of his muscles. It is now getting dark again, and from the distance he can see the light from his living room. And there in the front picture window is the sillohette of a man. His uncle Ben- waiting for him to come home. Yet Peter, not yet wanting to face his uncle and aunt, sprints to his garage and goes unnoticed. He reaches for the side garage door, and realizes that it is locked. His uncle has already locked things up for the evening. Desperate to just sit and collect his thoughts, he hits the door with his left shoulder to see if it is really locked or just stuck. A big cracking sound is heard, and the door splinters off the hinges and into the middle of the garage. It lands on top of the liquid net machine that Harry had given him, which in turn shoots of a huge web-like net onto the lawn mower. The garage is a huge mess now, and to top things off, the noise is heard from his uncle. The back porch light goes on and a voice calls out to him.

Ben: "Peter? Is that you out there?"
Peter: "Yeah! Uh-- I'll be right in. Just had to get something out of the garage!
Ben is seen close up at the screen door with a puzzling look on his face. How did he get in? And what did that boy need? He shrugs and calls back~
Ben: "Your aunt and i were really woried about you~ Is everything alright?"
Peter: "Yes sir. The exhibit was great. Tell you all about it in a minute..." He replies, as you see him with his back against the garage door in a panic. He is looking around like he has no idea what to do next.
Ben shrugs his shoulders then retreats back into the house. "Alright, son. I'll be in the livingroom."

Pete walks into the center of the garage to get a better look at himself under the garage light. The web on the mower crumbles as he gets closer, and he looks up at the mess. He puts his arms under the light to see the slits. WOW- he thought. This is worse than I thought. Not just slits. It looks like I ran through a plate glass window. Dozens of sideways slits and cuts in his blood stained jacket. The incident on the roof must have cut him up bad. It was a bad fall- and catch. And the convulsions...the thrashing against the rooftop and breaking the bricks... and the jump. The JUMP? Is that possible??! Although the viewer cannot hear these thoughts, they are conveyed purely by expression. He takes off his jacket to reveal several slits on his belly too. Obviously from the bricks. Most of them are only superficial, and some were already scabbing over. He then approaches an old mirror on the side of the garage to look at himself. WOAH- Big bruise on his forhead too. Looks like he got into a huge fight or something.

Pete:" Oh, no..."
He looks around and then makes a bolt to the back of the garage to the faucet. There he washes his arms, stomach, and forehead off. With the blood gone, he realizes that they weren't THAT bad at all. Superficial. The worst one- and the most obvious- is the one on his forhead. Is it possible that those ones on his arm and belly are already starting to heal? Forget that for now...What was he going to tell Uncle Ben?

He did it.Peter had convinced Uncle Ben and Aunt May that he was mugged on the way home, from the exhibit.Of, course they were concerned, but Ben and May were just happy that Peter was alive.And Peter was happy to be alive to considering what could have happened to him.Peter tells Aunt May that the police would probably never catch the mugger, so there wasw no point in calling the police.But May still did anyway.Now he had to lie to the police.Or he could tell the truth.

Pete sits alone in his room, on the cieling. he sits cross with his hands on his chin. Suddenly, there is a close up on Pete's eyes, and a strange "Sci-fi" noise gives us a feel of his danger sense. He lets himself fall from the cieling and lands on the floor below as gracefully as a cat.
Uncle Ben taps lightly on the door before popping his head around.
Ben-Pete, Ya ok, son?
Peter-Yeah, Uncle Ben, why?
Ben- Well, it is 2 in the morning, and you have school tomorrow, I just thought...
Peter-I'm fine...just thinking...
Ben- Do you need to talk?
Peter- No...I... Uncle Ben, If you were Superman, what would you do with the power?
Ben*Chuckles* I would paint the house! *looks at Peters serious and dissapointed face* Son, is this about the mugging? don't let it get to you.
Peter- No, I was just thinking. Nevermind, it's stupid anyway.
Ben- Pete, I know you are mad at the muggers, and I know what goes on at school. This is a very difficult time for you, Believe me, I know. But you can't let thoughts of hatred and revenge consume you. You have a good head on your shoulders, you could do anything you want to, God gave you a gift, Peter, and it is a gift you need to use responsibly. It was a genius who discovered a cure for polio, and another genius who built the first neuclear bomb. Do you understand?
Peter-Yeah, I think so. Thanks, Uncle Ben.
Ben-Try to get some sleep now, your Aunt is worried about you. *smiles and leaves*

Scene switches to Peter downstairs at the fridge grabbing a snack, then he wanders through the house on his way back to his room.
He hears Aunt May And Uncle Ben talking in thier room
Ben- He's going through a troubled time, that's all.
May- He needs to slow down, he studies too hard, he needs to rest.
Ben- It's what he likes to do. He knows when to quit. I have a confession to make...*turns away with a guilty look*
May- *Turns to Ben with an accusing look*
What hijinks are you up to now, Ben Parker?
Ben- I bought the computer for him, I know we can't really afford it, but he tries so hard, and he never asks for anything...I just...
May- *Puts her hand on Ben's cheek* Ben, you are Mister Fantastic! *smiles and turns out the light*
Cut to Peter outside the bedroom
Fade out
Hustle and Bustle of class the next day
Peter sits among the histeria in his own world. Void of all that is around him.
Flash (to his fellow students) This is Bruno:the world's strongest man! He's the greatest, and he's gonna be at the carnival his year! They're offering 1000 bucks cash to anyone who can beat him,*Pete snaps out of his daze* they might as well not even stop by teh bank, No one can beat Bruno!"
Peter- Is he a wrestler?
Flash- What? Parker, who said you could get out of your books?
*laughter from all*
Flash-Yeah, he's a wrestler, ya goof! Jeez, some people...
Fade out...
[I started writing this post about the same time that Averagelad started his. Please back up in your mind and mix these two scenes- thanks]
By the time all of the comotion is over, Peter looks beat. He walks slowly up the stairs and to the bathroom on the right. He then turns the faucet on and begins to wash his face. One splash to rinse, and he looks sleepily into the mirror, leans forward and talks to himself.
Peter: "You are the worst liar that I have ever seen."
Then he rinses again. It is obvious that he feels bad. Then as he picks up his toothbrush, he hears the sound of a car door slam out on the street. As he brushes, he leans to the window to see what is happening. In front of his neighbor's house, Mary Jane has just exited a car full of girls and is loudly saying her goodbyes. There is a huge smile on her face, and it is easy to tell that she is the life of a party. They have obviously just gotten back from the movies, as Peter also recognizes Gwen sitting in the back seat. Then as the car drives off, MJ's bounce to the front door becomes a little slower and more deliborate, as to not disturb anyone inside her house. As she enters the house, Peter could see the Watson's kitchen light go on. He can also hear the sound of her father start in on her. Pete then pulles the window blind shut, and finishes his teeth.

Back in his room, Peter takes his shirt off and sits on his bed with his head in his hands. His small frame is even more obvious now. As he is looking down, he notices a small dumbell used for curling. So out of place is this weight lifting tool, that it is obvious that he bought it just to build himself stronger- try to fit in. Peter stares at it, and then reaches down to try it out. Lifts it with no strain at all. He looks surprised, and then swithes it to one finger. As he slowly lets go, he is even more amazed that this is not hard for him to lift at all. So he grabs the dumbell with both ends. He takes a pause, and the bends the bar in half~ his surprise is classic- a pause- and then he realizes that he just ruined his weights. So cautiously, like a little child, he bends them back to almost a straight bar again. He just can't seem to get it back into its original shape, and he just starts laughing.

[slinger]

Putting the weights down, Peter then gets up and walks to the bare wall next to his closet. He looks at his fingers closely, as if he was convincing himself that there is nothing in his hand. He then slowly places his fingertips onto the wall. Just the tips. Then he pulls slightly back and his fingers stick. He pushes down on them again like he is doing push-ups on the wall, and then starts to move his hands up the wall in a crawling motion. As the camera follows his hands, it suddenly pulls back to show that Peter is two feet off the ground, legs dangling. He looks down in amazement. His look says "I can't believe this~".

Laughing softly, he continues to walk his hands up to the ceiling, and then across the ceiling until he is suspended from the ceiling in the middle of the room by his fingertips. He pulls himself up a few times like a pull-up to prove to himself that it doesn't hurt. Then, he decides to take his shoes off. He reaches down with one hand, suspended by the other. Without even realizing it, he easily suspends himself by two fingers. Then with his shoes off, Peter preperes to lift his feet. They are easily lifted and bang the ceiling pretty good, making enough noise for Pete to get a "Uh Oh- hope no one heard THAT" look on his face. But he can't help but crawl on all fours across the ceiling. Then he stops, and in a concentrated effort he pulls his feet loose and they swing. In fact, they swing all the way down (like a pendulum) and back up until they stick on the other side. He is now sticking to the ceiling backwards, with his back to the ceiling. Very acrobatic. Peter, smiling and feeling confident,lets loose of his hands and swings his head low. Just as he lets loose, his eyes are shown to turn red, and the shot of his face is portrayed as somewhat "solarized" with the world around him blurred in slow motion. It is obvious by the look on his face that he is regretting the fact that he let go of the ceiling. It jars him and he is startled. (Clearly his Spider-sense) The swing is stopped abruptly by his head meeting square with a dresser. CRASH! Startled, Pete then free falls and gracefuly (quietly) lands and dodges any contact with the dresser. He then puts his hand out just in time to catch the bottle of cologne as it falls from his dresser. A knock comes at his bedroom door suddenly, and Ben is heard out in the hallway.

Ben: "Peter? What was that noise? You OK?"
Peter: "It was othing- just bumped into my dresser... "
Ben: " Do you mind if I come in?"
Peter: "Sure - " Peter quickly hops onto the side of the bed.
Ben enters, his smile as warm as the sun. He sits down on the side of Peter's bed and stares kindly into Pete's eyes. It is obvious that there is something he wants to say.
Ben: "Petey-....I'm not sure how to say this, so I am just going to say it. I have this strange feeling that you were not being honest with us tonight. (pause) You weren't mugged on your way home, were you?
Peter looks a little shocked, but then relieved that he could come clean.
P: "How did you know? Is it THAT obvious that I was lying?"
Ben smiles and responds. "Pinnochio can hide a lie better than you can."
P: "That bad, huh?"
B: "Worse... But that's good. That means that you have a conscience."
P: "I'm sorry, Uncle Ben..."
B: "Well don't worry. You are forgiven. And I don't want to know what happened tonight. If you choose to tell me, then fine. But I am not going to lose any sleep over it. Look, Peter. You are a great young man, and I am sure that your parents look down from Heaven every day and beam with pride. You've turned out real good, Pete. And I trust you completely. I know that you weren't out there causing trouble. So don't worry about it- I'm sure your aunt doesn't suspect thing. For crying out loud, she called the police! (smiling a lot) It will be our little secret. Just know this. If you ever need someone to talk to, I will always be there for you. Always. OK?" Ben puts his arm around Peter.

P: "OK, uncle Ben... And thanks."
Ben gets up to leave, but then Peter stops him before he exits the room.
Peter: "Uncle Ben?... There is something that has been on my mind."
B: (tuning around to address his question) "This isn't about sticky stuff, is it?" Ben looks at Peter in mock concern, then smiles. Peter smiles back.
P: "Well, a little , actually. You see, ...There is this kid in school who just won't stop harassing me. I mean, he has been a real jerk lately. And for no reason. None! He makes me feel like a real loser."
B: "Well, you don't think of yourself as a loser, do you?"
P: "Well, ...no. Not usually. But lately, yeah. I just feel so different than the other guys in my class. (pause) Well anyways, just recently I have been handed a golden opportunity to get back at him. I...Through a practical joke. With the sticky stuff...And other things... Let's just say that it would feel really good to dish it back. Execute a little revenge."
B: (pausing as though he is choosing his words wisely): Well, Peter...Somewhere in the Good Book it says something like "To whom much is given, much is required". Do you know what I mean?"

P: "uh...no.."
B: "Well, in other words, 'If you are given a lot, then a lot will be expected of you.'" (Ben walks back to the bed and sits down) This guy that is bothering you...It sounds like he doesn't have it so good back at his home."
P:" Well, I really don't know."
B:"That is one reason why people try so hard to make others look small. Because it makes the instigator look bigger. He can put people down~ Nowadays, that is what they call funny, I guess. I can almost guarantee it that he is really hurting. So much that he can't see how great of a kid you really are."
P:"Well, I doubt he will EVER feel that way about ME. I'm just an easy target."
B:"Now you stop that. You are something special, Peter. You have been given a lot. Great mind. Great Aunt and Uncle >ahem<. And ,,,well, you've got a great heart. Anyone who can't see that is blind. You have a chance to be a light in this world. Now this other fellow... Let's just say that it seems like he's been tricked into playing the world's game. He's bought the lie that it is all about power. And he thinks that by controlling others that he has power. (pause) But he doesn't. Now you~ You have power. You have the element of surprise because you don't play by their rules. An inner strength. Character. Integrity. Honesty. The ability to forgive. The willingness to show mercy when a person doesn't deserve it. That's power. And like I started off saying... "To whom much is given, much is required". Or to put it another way- "With great power comes great responsibility". Now you remeber that. You stay like you are, Pete, and you will have the power to change the world! I'm proud of you~...and I love you just the way you are."

Ben gives Peter a hug, and as the camera changes to Peter's face, you can see an unusual love for this man he calls Uncle Ben.
Peter: "Thanks, Uncle Ben. ...I love you too."
Ben walks back to the bedroom door again, then stops and looks at Peter.
Ben: " Oh..and Peter?"
Peter: "Yeah?"
Ben: "This weekend, before you get to experimenting or something like that...you need to fix that garage door." Ben smiles , shuts the light off, and then shuts the door.
Peter: (looking up at the ceiling) "...How does he do that?"
Fade to black~
It is the middle of the night, several days later. Norman Osborn is herding Billingsley out the door of the lab he works in at Oscorp.
Norman: Go.
Billingsley: But Mr. Osborn, I---
Norman: Go now or you're fired. [Nudging Billingsley along, not too gently.]
Billingsley: [Deliberately turning and stepping away from Osborn to stop his pushing] Sir, I've mentioned to you how I think the changes you've made to the chemistry of this project invalidates a good portion of it. What I suspect is that when I'm gone this evening you are going to continue on this same path. I can assure you, sir, that if you aren't careful you could seriously injure yourself.
Norman: Billingsley?
Billingsley: Yes, sir. [With a look of 'Here it comes' on his face]
Norman: Leave now or you're gone.
Billingsley: Okay. If anything goes wrong here I'm not responsible, just so we have that out in the open. [He turns and starts walking away]
Norman: Of course not. No responsibility whatsoever.

Billingsley leaves the room/lab. It is lit by lights over the various lab tables and by the glow of computer monitors. It's an eerie look.
Norman strides purposefully over to the table which is the most cluttered. The one with the rats.
Norman: [With a little too much glee] We're going to test this thing on humans, whether you like it or not, Dr. Billingsley. And we're going to do it to---
The telephone rings. Norman seems to be snapped out of a trance almost. He walks over to the phone and picks it up.
Norman: Oscorp, Norman Osborn speaking.
Harry:[V.O.] Hi, Dad.
Norman: Harry?
Harry: Yeah.
Norman: Shouldn't you be in bed, son?
Harry: Yes, but I wanted ask you a couple things. I wanted to know if you'd let me, um...
Norman:[Rapidly becoming annoyed] Spit it out!
Harry: Well, first I wanted to know if I could go to the carnival tomorrow...'Bruno' is going to be there. And second, I'm having a really hard time with this math stuff, Dad. I was wondering if you'd be okay with Pete staying over some time this week so he could help me.

Norman:[Now not only annoyed but angry.] Harry, you are an idiot. I'm ashamed to call you an Osborn! Your socially challenged misfit of a...friend, if that's what you want to call him, won't be there to bail you out forever. No. Peter can not come over. In fact, I forbid you to see him. It's about damn time you became a little more self reliant. It's about damn time right now! And you can forget about the carnival or 'Bruno' until you do! Do you understand me?!
Harry: [We can hear him trying to stifle sobs] Yes, sir.
Norman: Good. Now get to bed son. I've got work to do and you've got school tomorrow.
Harry: Okay. [Norman starts to put the phone down and move back toward the same lab table] I love you, Dad. [By the time Harry says this the handset of the phone is almost in it's cradle.]
Norman:[Again, almost entranced] We'll make a man out of that boy yet.
A few moments pass. Norman looks down at the swollen/enlarged bodies of the rats within the cage. He begins talking aloud, to himself and at the same time it seems like he's talking to some imaginary person.
Norman: The life span issue is taken care of. They aren't dying from the physical effects of the serum any longer. Still, we can't even interact with them. They've become almost rabid. They just seem to be...[Norman puzzles for a moment---long enough to make us uncomfortable]...disturbed.
He circles the table, rubbing his chin, scratching his ears, lost in thought. He's trying to find a way to justify what he's already decided to do.
Norman: This project has to succeed. Oscorp is in more trouble than I'd care to admit. This one project can get me back on track again, get this company back on track again.
He begins rummaging through the drawers of the lab table. He's bent over behind it so that we can really only see the top of his head and part of his back.
Norman: [Still bent over] Ah ha!
He stands back up and places something on the table that makes a small 'TINK' sound like two glasses being struck together. We can't see the object.

Norman: [Rolling up his sleeve---it's beginning to become obvious what he's going to do] The only way that we're going to be able to market this is if it's tested on humans...proven effective.
Looking around the room, making sure that no one is hiding somewhere nearby, perhaps. It's a sort of indicator that this guy isn't all that balanced in the first place.
Norman: [With a voice that's raised and full of rage for some reason, (another indicator he's on the edge), he screams--- ] And I'm not going to wait on you for permission, DOCTOR BILLINGSLEY!

We pan up, over, and down on Norman. We can see that Norman has his shirt sleeve rolled up. We also see that the item he was looking for and found was a syringe. He's taking liquid from a vial on the table into the syringe. He stops. He sets down the syringe, needle still in the vial. He picks up a pen and scribbles some numbers on paper. He's calculating something. He picks up the syringe again and fills it entirely. It isn't huge but big enough to hold enough liquid that it seems like too much. Finally, he takes the needle out of the vial, holds the syringe in front of his face and, [in classic Hollywood style], squirts just a little of the liquid out into the air. He lifts up his sleeveless arm and holding the syringe in the hand of the other arm, he looks at them both.
Norman: [Cut to close up---he's pretty close to being nuts already---we can tell by the look on his face] Here goes nothing.
END SCENE

[slinger]

Outside Oscorp:
Billingsley about to unlock his car when he remembers he forgot something.
B: My Briefcase! Can't let Osborn find me.
He enters the complex.
Cut to an aerial view of Osborn. He's holding himself, muscles spasing and growing, he's screaming in a high pitched goblin-like cackle.
Billingsley sees Osborn. His eyebrows raise in surprise and he utters "My God".
Osborn turns and sees him.

NO: Ah Doctor! The Python to my rabid rat!
B: You maniac! You used the serum!
Billingsley runs but Osborn is much faster. Billingsley darts into a room and locks the door. He hears pounding and then fist imprints in the thick steel door.
B: Sir, your unstable, let me help you.
He yells through the door.
Osborn finally breaks the door down and replies in a calm, but still high pitched, voice.
O: Of course Billingsley, I was total out of line to take the serum. I must commend you on your efforts.
The two shake hands, Billingsley obviously confused. But then a cracking sound is hear and Billingsley screams. Osborns high pitched voice laugging insanely. Osborn releases his grip and looks down at Billeysley. Then Breaks into laughter.
O: Ah, Billingsley, you coward. Like my son. Discusting!
Osborn back hands Billeysley, slamming him into a wall.
O: I feel like a whole new man, Billingsley! Nay, a god! HAHAHAHAHA!
FADE OUT (Osborn's high pitched laughter still heard)

NEXT SCENE, early morning, same day as last scene with Osborn.
Peter awakens. He walks over to his desk and picks up the outcome of his work for the last couple evenings. He picks up a bracelet...or is it? We see the metallic band, with some sort of assembly coming off of the front of it. Peter slides it over his wrist. He adjusts it and places the assembly in the palm of his hand.
Peter: Well, let's see if it works. [He points his arm toward the ceiling and makes a fist .]
The fluid that shoots out of the device splatters all over the place. It coats the ceiling in a thin almost screen like material.
Peter: Something doesn't feel right.

Peter reaches down and adjusts part of the assembly and looks at his hand. He points his arm at the ceiling and starts to make a fist again. Then he gets a look of revelation...and, with his arm still pointed at the ceiling, places his two middle fingers against the contact in the palm of his hand. His index and 'little' fingers point straight ahead as a straight thin stream of the fluid shoots from the bracelet and sticks to the ceiling. Peter looks at the alarm clock next to his bed and then jumps up on to the strand of mystery fabric. He hangs on for a moment and then bounces up and down for a moment...no give.

Peter: Now I just have to see if it's gonna' last more than a couple minutes.
Peter walks to the desk, takes off the bracelet, and begins tinkering with an device that's obviously meant to be identical to the one he was wearing. He's got some metal, some wiring, a remote control, some pieces of what looks to be some sort of Radio Shack electronics kit, soldering iron, some mayonnaise jars with various colored liquids, some measuring cups, cans and bottles of chemicals, and a mish-mash of other things.
Peter tinkers for a bit, looking at the clock, tinkers a bit, looks at the clock, and so on. The time moves and five minutes go by, (not actual time but 'screen' time). Peter walks over and grabs a hold of the 'web' hanging from the ceiling and gives it a gentle tug. No give. He jumps up on it and it doesn't give. Peter smiles and goes back to the table, noting the time on the clock again.
Peter: I give it 45 minutes.
Fade out on clock at '6:21' (am).
Fade in on clock at '7:18' (am).
Peter is standing next to the rapidly disintegrating strand of material.
Peter: An hour. Cool. [He smiles from ear to ear]
END SCENE

We see a crowd surrounding a wrestling ring, they cheer histerically as a robust but muscle bound man beats the tar out of several opponents. An anouncer goads more people into signing up for an obvious whuppin.
Announcer (over PA)- C'mon. Is there not a man among you in this town?? I've got 1000 bucks cash for anyone who is tough enough to claim it! All you gotta do is beat Bruno in the Squared circle! Pin him for the one two three! *Sarcastically* How hard can it be?!
Cut to Flash Thompson in the crowd, yelling among the mingle of an already frenzied audience.
Flash- Hoot! Bruno is the Man!! No one can beat Bruno! you show 'em Bruno!
A large brawler looking type removes his shirt and begins to make his way to the ring. He pushes his way through the crowd.
Roughneck- Let me at him!
From above, the scene is interrupted by a pouncing blur who enters the ring in one leap.
Crowd goes quiet.
Roughneck-What the??

Zoom in on what made the blur. It has a small frame, wears a blue sweatpants, a blue hockey jersey with a big 4 on the chest and back, and what appears to be a grocers bag made into a make-shift mask on his head.(the dorkier, and more home-made the costume looks, the better)
Mysterious Blue Wrestler-(Peter's voice) I'll take that thousand.
Bruno- Laughter. You have to beat me first,you puny punk.Hahahahah!
Pete makes another leap, his image blurs a bit with the leap, not in a way that a super speedster would run, but like a tennis ball shot from a launcher. We see ring make a tupperware dent where Peter once stood, it quickly pops back out, a pure emphasis of the reaction of Pete's springing is what I'm going for here. The crowd remains quiet, in awe the entire time.
Bruno- Hey...where'd he go??
We see the blur pounce on Bruno's back, dropping him face first into the mat. The crowd SCREAMS with delight. Bruno picks himself up and shakes it off. He throws a punch at Pete, which is easily dodged. And another, and another...
This entire time- Bruno's Pov- all he sees is Pete's image landing etc. most of the time, it is just a bouncing blur.

Pete's Pov- Bruno moves in slow motion.
Peter-(from behind Bruno) Listen, Sterroido, is it? If you would like to take a nap, I can come back later when you are all rested up...
Bruno's swings become more wild, he is clearly enraged. Peter easily continues dodging.
Pete grabs Bruno*quick close up on Bruno's face, Startled* He picks Bruno up over his head with ease. He pauses for a second, and then drops him into the mat.
Peter- Easy as pie. Something you've had a bit too much of...
An angered Bruno rollsoff of the ring and makes his way into the crowd. He tears a carnival sign from the lawn as a make shift weapon. (We see pete Scaling a pole in the background. Bruno pushes down a spectator who is laughing at him. And then turns to Peter.
Bruno-Hey...??
Peter drops on Bruno, his feet planted into the back of Bruno's head. This time bringing the fight to a quick end. He bounces in a backwards flip into the center of the ring.
The crowd cheers. Peter makes his way back to the ring to the referee.
Anouncer over the PA- Wha...Uh...Ladies and Gentlemen...we Have a winner! The uh...Amazing...um...
Cut to the crowd. Namely Flash.
a Spectator claps and smacks Flash on the shoulder
Spectator- Did you see that??!!! I gotta get that guy my card!
Flash- (awe stricken, in a daze, staring into the ring) Yeah...Yeah, I saw it!!
Flash claps wildly
Flash- Did I ever see it!!
*Fade Out*

[slinger]

Apparently there is a piece missing so it might not be clear later on, just can't remember which version this is.

[slinger]

Early morning, Oscorp.
Reporters everywhere. Police tape in the room Osborn broke in that night.
Edward Brock is at the back, trying to look over peoples shoulders. Suddenly Dr. Billingsley walks out.
Brock is all over him in a second.

EB: Doctor, is it true you were attacked by a beast? Or maybe Mutant?
DB: No Comment. I am no longer an employee of Oscorp, good day.
EB: Why?
Billingsley turns and faces Brock with a serious look.
DB: Ever feel like your job is taking you no where and your input falls on deaf ears?

Looking down at his feet. Voice lower.
Eb: Yeah, all the time.
Billingsley walks away, still be followed by other reporters.

cut back to wrestling arena
Peter had just changed and was on his way down the hallway to the exit, counting his money. *wow I can't believe I did that. I was amazing. Amazing...I like that maybe I can use it somehow, the amazing wallcrawler?...no...

Cut to down the hall.
A security guard runs after a purse snatcher, "Stop him, someone! He just robbed the charity fund!"
Peter saw the robbers face as he ran by. The anger on his face was unmistakable.

*wow I just hope I nver have to see him again*
The guard stops peter and in a yells at him.
"What's up kid, all you had to do was trip him or slow him down for a second ?"
Peter says " I aint no freaking cop, it wasn't my problem."
Guard "Great and me on my first day on the job...this is gonna go over great with my boss."
Peter " Like I said buddy..not my problem."

Later on the way home from a soda run at the near by store. Peter thinks back *I could have done something, but I had my head in the clouds and was thinking all about money.
I hope that someday someone catches that robber and tells him what he did was wrong.*
He stops as he sees a bunch of flashing red and blue lights at his aunts house. *The police? What were they doing here?* Peter yells "Aunt May, Aunt May, what happened?" Aunt May sooths Peter. "Oh Petey dear your Uncle stopped a robber and was shot in the process."

Just then the ambulance workers yelled "He is going into cardiac arrest! Get over here stat!"
Peter stares as they try to revive his uncle, but to no avail. A police officer looked at him and said. "i'm sorry son, but he didn't make it."
The fury could be seen boiling in his eyes. "Where is he? Did you catch him? Who did this to my family?"
The officer said "He gave us a chase but we have him holed up in an old wharehouse down the street."
Peter runs into the house to his room, fuming all the way. *I know that wharehouse I used to play there all the time. There is so many ways the murderer can escape*

Cut to him in a ski mask "He may escape the cops, but he won't escape me!"
(Cut to Peter on top of an 18-wheeler. He is in typical spider stance, crouched down with all his limbs extended. He is wearing a ski mask.)
P: (sobbingly)I'll get that stupid bastard, and i'll kill him, oh, why God did this have to happen to me?
(As the truck he is riding on makes a left hand turn, peter leaps off. Momentarily confused on which way to go, he is clinging to the top of a telephone tower. Then he hears sirens, and a police car goes rocketing by, turn onto the right hand road. Peter leaps onto an SUV going the same way.

Cut to: Peter's POV. He sees a warehouse with over a dozen police cars outside it. He leaps off the SUV and onto the wall of a nearby, smaller warehouse. Peter quickly climps the wall to the top. As we see him near the camera, we can see, even through the ski mask, that he has a look somewhere between fiery determination and hysterics. Once Peter reaches the roof, he takes a running leap onto the roof of the warehouse where the killer is. He then proceeds to swivel his head around, looking for a trapdoor or other way to get in. Finding none, he pulls back his fist and punches it into the roof of the building. He then begins to furiously rip the roof apart, as we can see from behind him.

Cut to the inside of the warehouse. The interior is tattered and filled to the brim with pipes, junk materials and almost everything else, turning the warehouse into one complex maze. Hell for a person to get through, but easy for a spider.

We see the killer for the first time now. Although we see only the back of him, we can tel that he is all to menacing a person. Even though he is wearing a skullcap, qwe can see small strands of red hair from below the hat. He holds a Ruger 9mm semi-automatic in his right hand, and he softly chuckles to himself, thinking that he will be totally safe here. The camera cuts to a shot of the side of his head, pointing backward . All we can see at first is his ear and skullcap, with lots of junk in the background.

As the killer chuckles, we can see movement in the background behing him(still blurry from the side-pointing-backwards shot)although it may be nothing...
Then the camera comes into focus on what's behind the killer-Peter! (Rock Chord of the theme song here.)He is crouched upside down in some stuff, hands extended as if to pounce on something. Which he is about to do. Suddenly, Peter leaps into the air at the killer, while the murderer spins around and starts firing his weapon. Peter bounces around wildy, tryingf to stasy out of harm's way. He is "A rubber ball of a man," jumping and leaping in every direction to stay away from the supersonic preojectiles. However, one skims him, just breaking the skin and bringing blood. Cut to thegun.BangKlik! Klik! As the killer looks at the gun and tries to ejert the clip, Peter jumps from above and knocks him down, where he sees the killer's face for the first time.

P: What?! You? You dirtbag! I'm gonna kill you!!
Pete begins to beat the crook comepletely senseless.Punching him left and punching him right. All the rage, all the hate, all the anger was being directed at the man in a heap in front of him. Just as peter was about to go to the point of no return, he caught himself. *My God, what am I doing?? I almost killed him*

Backing away in horror Pete stopped to get his breath and think. He began walking on the walls as we would pace the floor.
Crook: "Do it you wacko, kill me." he moans
P: "Sorry pal but you are going to prison for the robbery of the charity fund and the cold blooded murder of a very nice man."
Crook: "You can't do it, you don't got the guts. Besides you hang from the ceiling like some kinda freaky spider." spits blood to the floor.
P: "This will shut you up." A quick tap in his palm and his webbing shot out to cover his mouth.
Crook: MMPHH!
P: "Good, now to hang you out to dry where the police can find you."
Camera pans to the police where they find the robber haning from a large wad of webbing.

Cut to an ariel sunrise in Queens. Camera pans the neighborhood, then turns to the Parker residence. Then we're in Pete's room two days later. With the money he earned Peter went shopping for some new clothes, but not your usual kind of clothes. The shopping bags and remains of the material are scattered across his room. Peter is not present in his messy room. The camera surverys the room and then pulls out through the window and up towards the roof. Soft music plays.

You find that it is Peter in full Spidey costume, minus the mask. He has fallen asleep on the roof and is having a bad dream.
Cut to dream~

Beautifully filmed (dreamy) yet quick cuts show the viewer the events of the last few days. First off is Peter's POV as he is being shot at in the warehouse...Next, the science exhibit (all clips are from a different angle then seen previously)...bite...wandering...jump to roof...head thrashing against brick...walking aimlessly through traffic...Pete's POV as he is crawling on bedroom ceiling...Carnival with Bruno's surprised face...crowd, including Flash, Gwen and MJ looking on in excitement...BIG BANG of light...burgular's eyes looking back as he escapes charity robbery...BBOL (BIG BANG of light)...police lights...Uncle Ben on stretcher with May weeping on his body...BBOL..slintering wood from warehouse rooftop...fear or burgular's face as being attacked...BBOL...classic view of Peter's hands entering the lower screen holding the jacket, while the burgular's head is hanging back with webbing on his mouth...cut to his eyes...BBOL...ariel view of Peter at the ambulance saying "NO! OH, GOD NO..." and weeping.

Camera then lifts higher to see the street along with the crowd. Peter has embraced Ben's body and still weeping. "Please...no...uncle ben..."...BBOL
Cut to Peter on rooftop waking, sitting up and yelling "NO!" He is in torment as he paused for a minute, realizes that it all really happened, and then leans on his knees to weep. He mourns hard, but it it also obvious that he is almost cried out. As the scene becomes quiet, the camera cuts tight to his face as he is looking down leaning on his knees. Only his kneck to his forehead can be seen.
Peter: " I could have stopped him, Uncle Ben.........i could have ............."
"....all I was thinking about was myself..."
(long pause)
"...All of this power, and I am helpless...."
(pause)
"I'm so sorry, Uncle Ben...I'm so..."
"..I promise you...I'll never mess up like this again...I'll never ...(pause) I want to be like you."
(small smile on his face as he thinks about it) "You were right...I've got power, alright... Wish I could have told you about it. (pause) Now I'm not sure who to tell...Maybe no one."

Camera angle changes to 3/4 body, straight shot as he moves his arms and makes his face visible.
"But I promise you, I will always be responsible with this gift I've been given. 'Great power'? Yeah- more than I could have ever imagined...But I am not sure if I am ready for the responsibility..."
Peter looks at the mask bunched up in his hand.
"But I will try."

Cut scene to inside of Peter's room. Peter swings into the open window with grace, then closes it, and starts to change.
Cut scene to an open King James Gideon's New Testament. A yellow highlighter then marks the second half of Luke 12:48- "For unto whomsoever much is given, of him shall be much required." Then a small picture of Ben with his arm around Peter is placed inside the New Testament as a bookmarker. Peter then closes it, and places it inside his back pocket of his jeans and then heads downstairs. As he enters the livingroom, he sees his aunt May being consoled by some close neighbors. She looks up and sees him, then rises from the couch. Peter quickly walks into her arms. They hug for a long time as his Aunt continues to cry.

Fade out

Peter sits alone in the living room of the house. The television gives off the only light in the room. It should be similar in feel to the scene earlier when Norman injects himself with the serum.
The movie playing on the television is 'The Fly' the 50's classic version.
Peter is lounging, though it's obvious he's mourning in a silent sort of way.

The movie is interrupted by a newscast.
Newscaster on TV: We interrupt this program to bring you a special bulletin. At this very moment there is an incident taking place near Empire State University that is keeping the area in terror. We'll send you to our man on the scene, a guest on our broadcast, courtesy of the Daily Bugle, Ned Leeds.

[Rebecca]

all i can say is that it's very interesting...

[slinger]

From here on in the camera view pulls in closer on the television until it fills the screen. We don't see Peter at all during the newscast past his initial shot.
Television cuts to Ned Leeds standing in the shadows. It looks like he's being lit by only a flashlight. He looks uncomfortable in front of the camera.

Ned: A masked madman, identity currently unknown, has been responsible for rampant destruction on the campus here at ESU over the last few hours. Several of the faculty and student body have been injured, property has been destroyed and taken, and several of the campus buildings currently are burning out of control as the local fire departments can't enter the scene. The masked man, riding some sort of rocket glider has committed numerous felonies and is keeping police and fire efforts at bay with what seem to be small bombs shaped like...pumpkins.
Newscaster on TV: [On split screen with Ned] Pumpkins?
Ned: Yes. And he's wearing a mask that looks like a green elf, a goblin.
Newscaster: A green, er, goblin.
Ned: Yes. At this point we're just as stuck as the authorities. We're unable to leave and they're unable to enter.
Newscaster: Thank you for the information, Ned.
Ned: My pleasure. [Split screen closes leaving only the original newscaster on screen.]
Newscaster: We'll keep you updated as events develop, for now, we'll return you to our regularly scheduled programming.

The camera view pulls back and we see the clothes that Peter was wearing wadded up on the floor in front of the couch, the room still lit by only the light of the television.
It's apparent Peter is gone and is wearing something a bit more...discreet(?) than his street clothes.

END SCENE
ESU, Police cars everywhere.
A teacher is trapped in a classroom with a big window on it left wall. We see the teachers face. Billingsley.
In another building a wall explodes and a flying green blur flys over the police and ambulances. He laughs in a high pitched tone.
Dodges bullets in the sky. He flys in low by the window in the classroom.
Bullets aimed at the flying monster shatter the window.

GG: Ha Billingsley! Remember me?
B: Osborn? What has happened to you. You look like a, a...
GG: Green Goblin HAHAHAHAH!
The Green Goblin pulls something from a purple looking purse. Its a small jackolatern
he presses something on it.
GG: Here Billingsley. A present. Now don't tell my little secret? Okay?
Billingsley takes the pumpkin and nods.
GG: Good bye, Billingsley.

The Green Goblin flys from the shattered window and two seconds later the classroom explodes. The Goblin laughs.
The Green Goblin too busy laughing, doesn't notice a colourful figure land on a building on ESU campus...
The menace is swooping through the air above ESU, tossing pumpkin bombs everywher. The cops are below firing, trying to hit him with their guns, but missing due to the speed of the Goblin's jet glider.
GG looking behind himself and cackling) Catch me if you can, suckers!
The Goblin swoops across the campus and flies behind one of the dorms. He lets the jet hover in place as he takes a quick breather, the police yelling from far across the campus in the background. He laughs and shakes his head at their stupidty. Like they could ever catch him. He glances down and happens to notice a young blond. A young blond who's obviously seen him and is now running away. He swoops down and grabs her and we now see that the blond is none other then Gwen.
GG:Now, now. Don't you want to stay for a little while? I'm sure we can have great fun.
G: (struggling to get out of his arms.) Let go of me you freak!
GG cackling) Freak? Why, yes I am. But that's beside the point.

How do you feel about testing some of the chemicals in the laboratory for me?
Gwen screams and struggles some more. The Goblin is skimming the grass. He passes under a tree, and as he does, he's assaulted by a red and blue figure. Spiderman knocks the Goblin off the jet, making him release Gwen. Gwen rolls as she hits the grass, but quickly climbs to her feet. Spiderman and the Goblin do the same.
S: Go, Gwen! Get out of here!
Gwen nods and turns, hightailing it towards the police. We see a close up of the goblin, who's snarling.
GG: And who, may I ask, are you?
Close-up of Spidey.
S: Just your friendly, neighborhood Spiderman.

The two stare at each other for long seconds. The silence is broken by Goblin letting out a loud cackle.
GG: Well then, neighbor. Here's a gift from me, to you.
Goblin tosses Spidey a pumpkin bomb and rushes to his jet, hopping on and flying off.
GG: Ta, ta, Spiderman!
Spidey looks at the retreating figure.
S: Oh, no you don't. I'm not letting my first job get away so easily.
He fires a strand of webbing, gluing onto the Goblin's jet. He's pulled upwards with it. He begins to climb his webbing up towards the Goblin, the pumpkin held under his arm.

Cut to the Goblin, who's flying along happily, when he feels some drag on his jet. Glancing down, his expression turns to one of horror as he notices Spiderman holding the bomb.
GG: You fool! You'll kill us both!
Goblin reaches down and snatches the bomb from Spidey, throwing it into the air. Cut to the bomb flying through the air, Goblin and Spidey quickly retreating from beneath it. Then it explodes. Cut to Goblin and Spidey being thrown back from the force of the blast. They both fall through a line of trees and hit the ground painfully.

The lay groaning for awhile and we can see that their costumes have been ripped. More importantly, their masks.
The slowly move from their positions on the ground, shaking their heads to clear out the cobwebs. They look towards each other and gasp.
GG: Parker? Can it be?
S: Mr. Osborne?

During this moment, the sound of cops coming running up can be heard. The Goblin, still groggy and confused, runs towards his jet. He hops on and flies off. Spiderman just stands up and looks at the figure as it flies away.
S: That maniac is...my best friend's father...Harry, do you realize what has happened?

Spidey's thoughts are broken by the sound of the hammer of a gun. Spidey's head spins around and he sees a cop holding a gun, aimed right at the Goblin. The cop starts to pull the trigger...
S: NO!
Spidey fires the webbing, wrapping the cop's arms and causing him to drop the gun. Two more cops appear, followed by Gwen. They pull their guns on Spidey, who hops into a tree and swings off from there. The cops aim, but are stopped by Gwen, who grabs their arms.
G: No! He saved my life!

Cop1 turning towards Gwen) What he did was assist a know felon. He helped a muderer escape!
Gwen, suddenly realizing this, takes a step back.
G: I-I-I'm sure he had a good reason...
The webbed cop struggles against Spidey's webbing.
WebbedCop: All I know is that the next we see that guy, he's coming with us. One way or the other....
The next morning:
Tight shot of the morning Bugle. Headline reads: "Costumed Spider-man: Hero or menace? By Eddie Brock".
Fade out to Eddie Brock who is holding said paper.
EB: Pulitzer. PURE Pulitzer!

Camera pulls away further to show the comotion of the Daily Bugle offices.
J. Jonah Jameson: I want details! Who is he?! What's he want?
pause...
JJJ: C'mon, people! You bet paid by the hour! MOVE!
Eddie sheepishly walks up to JJJ.
EB: So uh, boss... what'd you think?
JJJ, almost dismissing him: Yeah. Good work Brock. You'll go someplace, if ya' don't screw up. Keep on this guy. I want YOU on him most of all. Check out the crime scene. I wanna know everything. No "hero" hides behind a mask."
JJJ enters his office and slams the door.
EB: You got it boss
Turning away, EB: You won't regret it!

Osborn Mansion, clique like dark and stormy night.
Osborn in civilian garb. Arguing with GG personality.
NO: But He just Harry's friend!
Voice goes high pitched and face looks sour.
GG: He's going to strike where it hurts you most, Osborn.
NO: But Harry will never believe me!
GG: You're his father. He would not dare question you!
Harry Osborn enters.
HO: Dad is everything all right? I heard voices.
NO: Yes! But never sneak up on me like that!
HO: Yes, dad. Uh... can I go over to Peter's tomorrow?
NO: Peter? Peter! Never!!!

Osborn is holding his head trying to stop the Green Goblin talking. But he Does.
GG: Parker is Dangerous, Harry. He's using you, using you!!
NO: Shut up!
Harry looking confused, just nods. HO: Yes dad.
NO: I have to go lay down, Harry.
GG: AND IF YOU GO NEAR THAT PARKER AGAIN, I'LL DISOWN YOU, HARRY!
NO: No!
High Pitched laughter as the camera shows the full moon outside of the house.
The area changes from the Osborn mansion to the New York Skyline. Moon still in same spot.
A sillouete of a man is seen passing in front of the moon.
Fade Out.

New scene~ Spider-man swings into his open bedroom window and turns to close it. Then he pulls off his stitched up mask and takes a deep breath. He has a black eye from the tree fall, but it is getting better already. He looks at the doctored up mask, and then looks over at the sewing machine in the corner of his room. He sighs, and then walks over to his closet and opens it up. Inside is a duffle bag, and he pulls out a bundle of costume fabric. He grabs a sheet of red, and then stuffs the rest back in.

Scene switches to outside of Peter's door, where the sound of the machine starts up.
Next, May's bedroom can be seen, as she sits trying to read, but you can tell that she can't keep Ben off of her mind. She looks up at the sound of the sewing machine, and then looks over at the clock- 10:04pm.

May: "Peter? Is that the sewing machine?"
Peter (startled): "Uh--Yeah! I am still working on that backdrop and table cover for my photography class~"
May: "Well young man~ You need to get some sleep! You are excused from school tomorrow... Can't you work on that tomorrow night?"
Peter: "Well, aren't we having people over for the wake tomorrow night?"
May: "Oh....I never seen a school ask so much from a student! You are only in high school! You should be out having fun with your friends, not working on school projects all of the time!"
Peter: " But it is after 10:00..."
May: "You know what I mean, Peter..."
Peter: "I will be done in a half hour..I promise~:
(pause)
May: "Well...ok." (then she speaks softer-almost to herself) "I won't be able to sleep tonight anyways..." Then she looks blankly at her book again.

Camera shot of hall way as sewing machine can be heard and a light from May's open door can be seen. Shot lasts for six seconds.

Fade to black.
New scene- A bright light blinds the viewer in contrast to the previous dark one. It is a cemetary, and the funeral of Uncle Ben. The camera starts high with a beautiful fall day in the cemetary, then decends upon the crowd of people at the service. In the background a minister in a dark suit, overcoat & tie can be heard reading. As he does, the camera shows us the faces of some of those in attendance.
Camera on minister

Minister: "Do not let youe hearts be troubled. Trust in God; trust also in me..."
Camera on guys (apparently friends of Ben's from his work.)
M:"In my Father's house there are many rooms; If it were not so, I would have told you..."

Camera on Mary Jane Watson and her mom.
M:"I am going there to prepere a place for you. And if I go to prepare a place for you, I will come back..."
Camera on Aunt May (crying) and Peter wearing dark sunglasses.
M:"...and take you to be with me that you also may be where I am."
Camera on just Peter, tear streaming from underneath the glasses.
M:"Amen."

[slinger]

Camera switches to Aunt May bending over to lay a rose on the casket. After she does, she stumbles as if she was going to colapse. Peter quickly grabs her and gives her support. Some slowly walk to their cars, while others stop by just long enough to offer their condolences. Peter is then found standing alone, while May is talking to Mary Jane's mother. Mary Jane Watson then slowly approaches Peter, as if unsure what to say~

Mary Jane: "Hey, tiger...(pause)
I'm so sorry about your uncle..." (longer pause) "You ok?"
Peter:"Not really...but I will be, I guess."
MJ:" Well, he seemed like the nicest man..."
Peter:"He was. The best~" (small crack in his voice)
Mary Jane, though feeling a little awkward, moves in to give Peter a small hug. As she does, it was obviously what Peter needed and the hug becomes bigger. Peter is very somber and tries not to lose it in the arms of MJ.
MJ: (softly, as in his ear) "You are very lucky, Peter. Most people would give anything for a parent like that."

Camera gets a full shot of the two hugging, sits there for a moment quietly, then end scene.

New scene: Peter walks into his bedroom, then takes his sunglasses off and sets them on his dresser. His black eye is a little better. Almost not noticeable. He falls into his bed and sits for a minute looking up at the ceiling. Then he looks next to his bed and sees the computer that his uncle Ben had given him just a few days ago. His screen saver is up, and it is slowly fading from picture to picture that Peter had scanned in. One by one, family pictures pop up. Peter leans over and shuts down his computer. Then he notices his phone~ He reaches over to pick up the cordless and hits a speed dial number. The phone rings... and rings...

Scene changes to the outside of the Osborne Mansion, then quickly inside. The phone is ringing...and ringing...
Harry scrambles across a waelthy-looking den in the stately Osborn mannor. He picks up the phone, obvious look of worry on his face.
Harry picking up the phone) DAD?
Peter answers on the other end.
Peter: No, Harry. It's Pete.
Harry: Hi Pete, I'm sorry to hear about Uncle Ben. *voice cracks* I'll miss him as much as you will, buddy.
Peter: Yeah...
Harry: If you need anything...I'll, I'll do what I can.
Peter: You don't sound well, Harry. What's wrong??
Harry: My dad...he is missing. He's been missing for two days now, no one knows where he is, and that guy who got bombed, Billingsley...he was a co-worker. I'm really worried, man.
Peter: Did you call Oscorp? Maybe he has been putting in OT, sleeping at the office.
Harry: That was the first place I called. They havent seen him.

The police called here looking for him after the bombing...
Peter: Harry, I have something I have to tell you...
Harry: What? Pete?
Peter: Well... I,
Harry: Pete, whats up?
Peter: It's not important...just pal stuff, I'll come out and talk to you later.
Harry: Pete, dad says I can't see you anymore...I...I'm sorry.
Peter: When did he say that?
Harry: A few days ago..three days ago,*Irritated* last time I saw him...what does it matter?
Peter: Nothing... I just think he is sometimes a little too harsh on you...thats all.
Harry:*raises voice* Well, Peter, not everyone has a perfect "Uncle Ben" like you do...

*Both silent for a moment*
Harry: Pete, I'm sorry man...I just...
Peter: *voice breaking* It's ok, buddy. Find your dad...You just...find your dad.
Harry: He's a good man, Peter. He pushes me because he cares about me.
*long pause from both*
Peter: I guess I'll see you around?
Harry: yeah...see you around, man. Take care.
Peter: You too.

Cut to a close up of Harry, he hangs up the phone softly, then it pans out, in unison with Harry turning around, and we see Norman standing behind Harry, angered and obvious that he heard the entire thing.

*Fade out*

Cut to Peter in his Spidey costume swinging across busy NY city on a sunny day. He swings to a nearby building and pulls a camera off of the side of the building, obvious that it has been webbed there.He drops in a back alley and dons his Parker duds.

Peter: Man...I hate doing this, but with Uncle Ben gone, me and Aunt May have to pay the bills somehow.
Cut to a busy office loor filled with cubicles and hustle and bustle. Phone calls are being made, office stuff being copied, and the news, in all it's glory is being pieced together.
A woman types frantically on a dated electric typewriter. She is in her mid 20's and looks extremely stressed. We see Peter's head pop over her cubicle.

Peter: Excuse me,...
*Zoom in on her name tag, from Peter's POV*
Peter: Betty, is it?
Betty: Yes, can I help you? Who let you in here??
Peter: Well, I'm having trouble finding Mr. Jameson...I have pics of Spider-Man...
Betty's head slumps to her desk, We hear in her muffled voice...
Betty: Jeez...not more fakes...
Peter: No...no...They are'nt...take a look!
He drops a manilla envelope on her desk.
She raises her head, and picks up the envelope. In one swift action she tosses it into the trash can.
Peter: (jaw hanging open) Uh...
Betty: And??
Peter: I was just gonna say, you would be a beautiful woman if you smiled.
Betty: (sarcastic fake smile) Flattery will get you everywhere, Kid.

She reaches into her trash can, and retrieves the envelope.
Betty: Well, let's take a look at these.
*Close up of the back top of the envelope. Her hand reaches in and pulls out a stack of photos. The photos mask her face all except her eyes*obvious surprise*
Betty: Holy Shi
Cut to JJJ's office.
JJJ: Son, these pics are amazing!! How the hell did a punk kid like you get them?
Peter:*Forced smile* Lets just say I have my ways. Word is you are paying top dollar for them. I can get many more.
JJJ: Well,I wont ask how, and youre too young to be put on salary, plus, this thing's gonna blow over in a month or two anyway. But, if you wanna freelance, I'll pay you well for what you bring me.

Peter: Sounds like a deal...just how much are you going to pay?
Cut to the street outside the Bugle. Close up on Peter's hands filled with green bills.
Then pan up to his smiling face.
Gril's voice: Peter? Peter Parker?
Pete pauses for a second,surprised, then he turns to see Gwen Stacy standing a few feet away. She is loaded up with various shopping bags.
Peter: *Smiling ear to ear* Gwen!
Gwen: *Also smiling* What are you doing way out here?
Peter: Oh, I...*he glances down at his stack of bills*
Peter: I guess I work here*Smiles*
Gwen: Haha...You guess?
Peter: Well...I'm a freelancer, I just sold my first pics.
Gwen: COOL! Are you going to be a famous photographer?

Peter: *Smiles* Maybe!
Gwen: Haha, neat, I can tell people I knew that guy, way back when!
Peter: Hahaha. I wouldnt go telling people that, they'll avoid you like the plague!
Gwen: *rolls her eyes* They would not!
Peter: Yeah, they would'nt.
Both pause at what he just said. Peter's initial reaction is an awkward embarrasment, Gwen is flattered and beams him a smile.
Gwen: That was really sweet of you.
Gwen: Well, I gues I have to get going.
Peter: Yeah...I'll see ya around.
Gwen: Hey...You know what would be great?
Peter: WHat's that?
Gwen: If some awesome guy would come and join me for cappuchino.
Peter: Yeah...I guess. But where are you gonna find anyone like that out here?

Gwen rolls her eyes at Peter. She grabs his hand. And drags him along.
Gwen: C'mon, you!
Peter: Ok...but coffee makes me jittery!
cut to the street in front of a coffee house.
The sign above the window reads"The Daily Grind"
Cut to Peter and Gwen sitting at a table inside.
Gwen: So when are you going to get that motorcycle?
Peter: Huh?
Gwen: You said you were saving for a motorcycle.Didnt you?
Peter: Yes...Yeah...I cant believe you remember that.
Gwen: Smiles* It was only last week, silly!
Peter: I know...Its just I thought you wouldnt remember what someone like me has to say. Or even remember my name, for that matter...
Gwen: Why do you say that?
Peter: well...you know. I'm the biggest dork at school. everyone knows that...
Gwen: Peter, you are not a Dork. I find very charming,Besides if you are a dork, its "in style" these days anyway. Look at Weezer and Bill Gates. You may not be as popular as you want to be, but popularity is a mask anyway. Most of the popular people at school are so shallow. So fake.

Peter: You're not fake.
Gwen: I try not to be. But sometimes I wonder. It is so easy to be swept away by the moment, that you can often forget about what effects it will have on other people. Take Liz Allen, for example. She is proably the most popular girl at school, but how many people envy her and how many people actually like her? If making people's lives miserable is what it takes to be popular, is it really worth it? I mean, its only high school. When we all graduate and get on with our lives do you think it will really matter who scored the most touch downs, or who drank the most beer-bongs?

Peter is now staring lovingly into Gwen's eyes. His chin rests on his hands.
Peter: Wow.
Gwen: Are you ok, Peter?
Peter: Yes. You just remind me of someone...someone who was very dear to me.
Gwen: Oh really? *She smiles a crooked grin*
Gwen: *Jokingly* Was she as pretty as me?
Peter: *Laughs* Well, no..."HE" was my Uncle. He always knew just what to say.
Scene ends with both smiling, and looking into each other's eyes.

[Rebecca]

oooooooooo I like that very well done slinger...u have talent...

[slinger]

Originally posted by Rebecca
oooooooooo I like that very well done slinger...u have talent...

Well as much as I would like to take credit for the whole thing, I didn't write all of it. This was a pass along story, but in the sequels I wrote more. I did bring in the Eddie Brock character.

[slinger]

Cut to outside, it is now dark outside, and the two walk side by side down the sidewalk. Peter is carrying her bags.
Gwen: So what were your Photos of?
Peter: Oh...human interest stuff, mostly.
Gwen: Oh.
Peter: I'm hoping to get a few of that Spider-Guy or whatever his name is, though.
That is, if he is real...I doubt he really exists.
Gwen: He is real! I saw him!
Peter: Oh, sure. Youre pulling my leg,now.
Gwen: No, no. Really I did! He saved my life too!
Peter: Wow, really? You're not making this up?
Gwen: Yeah...He is really creepy, though.
Peter: *forced laughter*
Gwen: But he has a nice butt.*girlish grin*
Peter: *Genuine laughter*
Gwen: But you know, a man's build dosent make the man. Look at Flash Thompson.He has such an ego.
Peter: Flash Thompson...
Gwen: I dated him for a while. He is so immature.
Peter: *Smiles*. Well, here's your car.

Wanna pop the trunk and I'll put these bags in there?
Gwen: Yeah, It'll probaly take both of us to get it back shut, though. The latch is bent...
Peter: Let me take a look.
Zoom in on Pete's thumb and forefinger, he grabs the trunk latch and bends it back into formation. He then easily shuts the trunk lid.

Peter: There you go. Good as new.
Gwen looks on dumbfounded.
Gwen: How did you do that? How? Tiny couldnt even do it!
Peter:*shocked* Oh...hehe, well, uh...Applied science, I just targeted it's weak spot, pretty simple really....
Gwen: you know, I never noticed before, but you don't look as skinny as you used to.
Peter: Oh...Uh, well. I've been hitting the gym alot this year...and y'know, stuff like that...
Gwen: I guess that would explain it then...
Peter: explain what?
Gwen:You've got a butt nicer than Spider-man's. *Girlish Grin* Well, you are definitely full of surprises. Do you need a ride home?
Peter: I can get a cab.
Gwen: All the way to Queens? That'll cost a fortune. Peter Parker, you are coming with me!

cut to
Inside Gwen's car.She shuts off the engine and it's quiet for a second.
Peter: Well thanks for the ride...I guess I'll see you around school or something.
Gwen: Well if that's what you want. I was hoping you would ask me out on another date.
Peter: Date? Uh...
Gwen: Of course, what do you think this just was?
Peter: It's ok. You don't have to...
Gwen: Have to what?
Peter: You dont have to pretend you had a good time. I had a great time, but I don't want to drag you out on another sympathy date.
Gwen: *Upset* Peter Parker! It was not sympathy. Flash Thompson was my first and LAST "sympathy" date.
Peter pauses for a second.And looks sheepishly at the floor.
Gwen: And besides, I wouldnt end a "sympathy date" like this.

She pulls Peter closer to her, she kisses him. He is tense at first but he eases into it. This is clearly the most stress relieved he has been since Ben's death.The Kiss is long, but not TOO long.
Gwen breaks the kiss. Peter, for a second, is frozen in place eyes closed. Then he slips back into reality.
Gwen: So, you gonna call me?
Peter nods in agreement.
He gets out of the car and she drives on home.
Long zoom out and we see Peter walking up to his house, he springs up the steps and goes inside.

Before the scene ends, we see a dark shadow cast over cars parked along the street by Pete's house. The camera pans out, and the shadow appears to be that of a bat, only far too large, and the wings do not flap. Sinister music plays, and the scene fades out with smoke filing the viewing screen.
The last thing we hear is maniacal laughter, muffled by small engine noises.

Police Cars, all around an enmorous mall. Spider-Man lands on the roof. The police yell at him as he enters to building through a air vent.
Inside, a horde of people are trapped. The Green Goblin circles above them.
The camera focuses on a face in the crowd. Eddie Brock.
A woman yells: I'm sick of being trapped here!
She runs. The Goblin stops circling and hovers in mid air. He lifts his finger and a charging sound is heard.
GG: I don't think so, my-

Red feet slam into the Goblins back and mess up his aim. A webline stopped Spider-Man from falling.
GG: Ah! You finally got here! Now this is your last chance! Surrender!
SM: Never!
The Crowd runs away in various directions, except Brock.
A pumpkin bomb flies at Spider-Man, but he jumps away and shoots another line and swings away.
Spider-Man lets out a sigh and the fight continues...


Spider-Man is now crouched on a pillar in the main courtyard of the mall. The goblin flies around in circles, terrorizing the people in the courtyard. On the opposite side of the courtyard is the reason why the police have not yet stormed the mall~ Three
employees of the lower level movie theatre are tied to a pillar. Above Spidey stands the enormous greenhouse-like ceiling of the courtyard. There are several broken panels, obviously where the Goblin had flown in. A few pillars are damaged by
pumpkin bombs. A Body & Bath store sits engulfed in flames on the lower level, and the fire alarms are blaring. The tile of the mall shows burn marks where the Goblin's bolts from his glove have made their mark.

Though most of the shoppers have escaped down the mall hallways and safely to exits, the Green Goblin plays
cat-and-mouse with the few unfortunate ones that are left.
Spidey: "I don't get it, Goblin! Why here?! What do you want from these people?!"
(Then he sighs and speaks under his breath to himself) "And why did you have to pick a weeknight?"
GG: (laughing like a maniac) "You're right, Parker~ You don't get it! I don't want to harm the lovely people of New York. This is all for YOU, my boy!"
S: "WHAT? You're MAD, Goblin!"
GG: "So now I am the mad one, eh?" (He hovers up to face Spidey) "You've turned an innocent boy against his own father, "Spider-Man"! And you used that poor boy's
friendship to steal top secret Oscorp weaponry! What kind of HERO do you think you are?!"
S: "WHAT ARE YOU TALKING ABOUT?" Then he pauses in thought, and looks down at his webshooters.
GG: "Harry told me everything, Parker! And I won't let you ruin him! You hear me?! YOU HEAR ME?!"
The Goblin then holds up his glove to shoot a bolt at Spidey, but the Wall Crawler leaps up in lightning speed and does a back flip up the pillar. Spidey then shoots a web line up to the top of the ceiling and swings to the other side of the courtyard to
position himself better. The Goblin, however, turns and throws some bat-shaped razors backhanded at the web line. One razor tags the line and cuts it enough to make it snap. Obviously some VERY sharp razors. Though surprised, Spidey shoots
another line in time to stop his fall. This line swings him to another pillar, which he quickly climbs to the top of. All the while, Goblin blasts are one second behind his feet. As the Goblin and his glider approach him, Spider-Man springs into the air and
comes right at the camera. Angle changes as Spidey is seen landing on GG's shoulders and putting his hands over the Goblin's eyes! They are now flying aimlessly~

S: "How dare you put these people in danger just to get at me! Pal~ you are
WHACKED!"
G: "Get off of me, you insect! I can't see!"
S: "Uh- you can't? ...Hey, you are right! Wow~ You are so smart! No wonder you
own your own company!"
G: "GET OFF OF ME!"

[slinger]

The Goblin reaches back and grabs ahold of Spider-Man's costume sides and flings him off and into a metal railing that divides the two floors of the mall. Spider-Man hits his back square against the railing and then falls straight down into a mall
fountain. Big splash and screams of shoppers. Goblin is seen looking back at the fall, and then leaning back his head for a good laugh. Spider-Man puls himself up and is standing in the fountain. You hear a little moan. Then he looks down at his
suit and realizes that he has another tear in the side of it.
S: (with finger pointing at the Goblin) "Now I am really TICKED! Do you know how much I HATE SEWING?!" (looks down at the tear again) "MAN!"

Spider-Man then shoots off both web shooters at GG, and they hit him on the back.
GG: (looking back) "Huh?!"
Spidey gathers the web lines in his hands and gives a tremendous yank~ The Goblin is then pulled right off of his glider, which continues in a wreckless flight without him. As he falls to the ground straight on his back, the glider crashes right through
a picture window of a clothing shop. As the Green Goblin struggles to get back on his feet quickly, he turns his head just to be greeted by a powerful punch to the face from Spidey. The Goblin then goes flying into a ice cream cart that is in the lower
courtyard. SMASH~ Ice cream all over the side of the esculator (and his costume as well) Goblin gets up in a fury and tosses aside the entire cart with one hand.

GG: "ARRGH! I'll kill you!"
S: "Now don't get your goblin shorts in a bunch! This was YOUR idea!"
Goblin charges Spidey, grabs him by the neck, and forces him against a marble wall. crack~ An obvious indent around Spidey. He stares ferociously at Spidey for a second, obviously breathing hard. Pause.
S: (to his face) "These people are innocents! Next time, Osborne, if you have a problem with me, come tell me face-to-face." Spidey then headbutts GG, startling him enough to force him to let go. Spider-Man takes the opportunity to web him up like a cocoon right up past his mouth so that he cannot talk. GG falls to the mall
floor, where he squirms.
S: "Now you just stay there like a good Goblin~"
Spider-Man then turns and runs to the hostages. (to himself) "Poor Harry...(pause- he is obviously exhausted)
Cut to Eddie Brock standing next to the Bath and Beauty shop. It is obvios from this scene that the alarm is so loud that eddie was unable to hear any of the conversation, but he HAS been taking pictures.

EB: (as he puts his camera up to his eye) "I can't believe this!"
He continues to take pictures as Spider-Man is seen in the blurred background breaking the ropes that bind the mall employees. Spidey is talking to them and making sure that they are all right. Eddie gets bolder and scoots closer.
Cut to Goblin on the floor using his super-strength to move his arms slightly under the webbing. Then the camera closes in on a shot of the corner of a razor bat stick right out of the web. Then it starts moving slowly until strands of webbing pop and break.

Cut to scene where Spider-Man has just released the last hostage and is clearing the rest of the trapped customers from the courtyard. He then turns back to the Goblin, only to find him hovering on his glider and facing the Wall Crawler. The Goblin still
has some webbing on his back. Then the Goblin takes out a small remote device.
Spider-Man slowly walks toward the Green Goblin, like he is unsure of what to do.

GG: "This is it, "Spider-Man"! The reason I brought you here!"
S: "Uh- you found the remote to my VCR?"
GG: "NO, you juvinile! I brought you hear to die."
A slow motion Spider-sense clip is shown as Spidey's eyes light up and the fuzzy reality around him slows down. And with that, the Goblin pushes a button on the remote which sets off multiple explosions above their heads. Explosions occur every
25 feet at the base of the enormous glass and iron overhead structure. Spider-Man looks up to see what is happening, and the Goblin is seen making a clean getaway down a wing of the mall on his glider. The falling area is huge, and it is obvious that
Spider-Man is not going to make it out of the area in time. And the cameras change angles to assure the viewer that Eddie Brock will probably not make it out in time either.

Peter's spider-sense is going crazy, illustrated by the eerie sound mentioned earlier.
As debris begins tumbling down around him, he has only seconds before it's gonna' be too late to get away. He starts to make a run for it and catches the movement of Eddie Brock trying to crawl underneath a big hunk of something. Peter leaps out of the way as a 8 by 12 foot chunk of ceiling comes crashing down. The building is on the verge of imploding. He leaps through the air, somersaulting and twisting, and lands in front of Brock.
Peter/Spidey: [Grabbing Brock by his coat] Hang on, this is gonna' be bumpy.

There's a storefront, mostly undamaged by the explosions that are escalating, but it's on fire. It's the Body & Bath mentioned earlier. Peter/Spidey with Brock over one shoulder, dives into the burning store as the biggest explosion yet goes off behind
him.

Peter/Spidey: [Bouncing off walls and debris toward the back of the store] There's gotta' be a way out of here...[he pauses as he jumps over a pool of some burning liquid]...I can't stand the smell of burning vanilla!
Brock: You're crazy!
Peter/Spidey: [Tearing a burning door to the back office off it's hinges] Nice way to talk to someone who's saving your fanny! By the way, this door is HOT!

Flames billow out once the door is open and it's an inferno. Peter staggers backwards and begins coughing. Brock passes out.
Peter/Spidey: Not much time now.
We can see that the room he tore through a door to get to is only a couple dozen feet long. Also, we can see a door marked 'EXIT' at the other end.

Peter/Spidey: Don't these people believe in sprinklers?!
He looks up at the burning ceiling. He looks at the unconscious Eddie Brock dangling over his shoulder.
Peter/Spidey: Here goes.

Here's where we get to be amazed. Peter/Spidey is holding a full grown man on his shoulder. He leaps a good 15 feet into the room and touches down for no more than a second. It's apparent that he's going to be injured as his foot catches fire upon his
landing followed by a leap. Then he lands again, directly in front of the door as another explosion goes off, knocking him flat against the wall with the blast. Debris tears him up all over, as well as Brock. There's a groaning/creaking sound. Peter
screams as fire begins to consume the legs of his costume. He grabs the door handle and opens it/pulls it from it's hinges and launches it, (REALLY LAUNCHES IT), back the way they came.
Peter leaps into the parking lot behind the store and finds himself surrounded by the police. He lays Brock down and falls to the ground, rolling around to put out the fire on his legs. It should be both funny and confusing all at once. The police start to run
up to grab Spidey and stop once he begins to do this.

[slinger]

Peter/Spidey: [Fire is now out] I hate getting burned! [He says this as he's standing up] OW! Does anyone have some bactine?
Policeman [over megaphone, while officers are surrounding Spidey]: PUT YOUR HANDS OVER YOUR HEAD!

Peter/Spidey: [Looking pretty damn ragged] Listen up. I've been bombed, burned, beaten, and about a dozen other things in the last couple of days. I'm not about to be arrested! This guy, [he points at Brock], needs some help. I'm leaving.

It's apparent that the police aren't going to let him leave without a fight. They've already got about a dozen guns trained on him. Then, in a blur, spidey leaps onto a cop car, then another, web swings onto a lamppost, jumps on top of a moving car and waves.

Peter/Spidey: See ya' later! I've got a bit of Goblin hunting to do!
Scene ends as police scramble to make chase and spidey on top of the car fades into the distance.

Daily Bulge, J. Johan Jameson's office,
JJJ slams down a copy of the morning edition, it has a good photo of Spidey and the Green Goblin in action.
JJJ: Hero! Your off your rocker, Brock! This wall crawling menace is clearly in cahoots with this "Green Goblin".
EB: No Way! He saved me! Besides this Green Goblin is way more interesting.
JJJ: Fine! I'll get Leeds to trail Spider-Man. If the Bugle get any leads on the Goblin you'll be the first to know Brock.
EB: Thanks Mr. Jameson, you won't regret this!
JJJ: (UNDER HIS BREATH) yeah right.(Out Loud)
Now Brock don't screw this up!
EB: I won't Mr. Jameson.
Brock leaves and smiles at Betty Brant as he leaves. She trys not to notice.

END SCENE.

Next day---
Classroom. Peter is sitting in the front of the class. He's listening attentively to a lecture about covalent bonds and the the physics of atoms. The rest of the class seems to be bored to tears.
Gwen and M.J. are sitting next to each other. They're whispering back and forth.

Gwen: ...and so, this green goblin guy picks me up and then, from nowhere, Spider-Man!
M.J.: Wow. [M.J. seems less than ecstatic. In fact, she's remarkably nonplussed considering all the press that Spidey and GG have been getting.]
Gwen: He had the nicest a--
Teacher(female): [Stopping her lecture and cutting in on their conversation when it's become apparent to her that the two of them aren't listening.] Ms. Stacy, do you and Ms. Watson have anything you'd like to share with the rest of the class?
M.J. and Gwen, looking a bit embarrassed, shake their heads in unison.
Teacher(female): Good. Then pay attention. [She continues with the lecture]
Protons, Neutrons, and...

We hear the teacher's lecture, but it's fading out. We pull in on Peter. We're hearing his thoughts in Voice Over. He's been pulled out of his state of absorption in the lecture being given. He looks a little starry eyed...and tired.
Peter: [V.O.] Maybe they were talking about me. [Smiles, just a tiny bit.] That'll be the day.
FLASHBACK ON GWEN KISSING PETER
Peter: [V.O.] That sure was nice. I wonder if she really would go out on a date with me? I wouldn't mind kissing her again, I can say that for sure.

FLASHBACK ON GWEN KISSING PETER...continuing on to Peter, [in an obvious fantasy sequence], getting out of the car, going around to Gwen's door, gently pulling her out of the car, and slapping a kiss on her like it's right out of a 1940's
romance movie. She's got her leg raised and he's got her bent just about in half.
Peter: [In the fantasy, just after breaking the kiss] I love you, Gwen. Will you marry me?
Gwen: [Speaking with the voice of the teacher] Mr. Parker!
Peter awakens with a start.
Peter: Yes, ma'am?
Teacher(female): Am I boring you?
Peter: No, ma'am.
Teacher(female): Then stay awake. Or you can go to the principal's office and discuss why you're falling asleep in my class.
Peter nods in understanding. He looks around the room noting all of the dirty looks and condescending sneers.
He looks back at Gwen and she shrinks down in her chair, scowling at him in a fake, playful way. Peter can't stifle the smile that grows on his face. He turns away and back to the lecture...and we can tell as the scene ends, (camera zooming in on the sky outside the window of the classroom), that he's daydreaming about her again.

END SCENE

Same day---Lunch in school cafeteria
Peter: [Sitting across from Harry at the table] So, if you divide 2x by 2---
Harry: I get it! HA! I understand!
Peter: I told you it wasn't hard. [Peter rubs his eyes, stretches, and yawns...it's
REALLY apparent he's exhausted]
Harry: Man, Peter, you seem beat.
Peter: [Under his breath.] That's an understatement.
Harry: What?
Peter: Nothing. I am beat. I could use a nap.
Harry: Go home then. [Harry says this with a 'are you stupid?' sort of tone.]
Peter: I can't. I've got a lot of stuff to study for and I've got a test this afternoon.
Harry: So dedicated. You'll have to sleep sooner or later though.
Peter: Hopefully sooner.
Harry: [Pausing for a moment, trying to figure out what to say] Um, Peter?
Peter: Yeah.
Harry: Thanks for helping me. You always seem to make sense of this stuff for me.

Peter: [Embarrassed but touched] No problem. [Peter realizes something, it makes
him frown a bit] How's your dad? Have you seen him?
Harry: I don't know how he is cause' I haven't seen him. He called the other night.
Told me to stay away from you. It was weird. He didn't even ask how I was or tell me where he was when I asked him. He just wanted to be really sure I didn't see you.
Peter: So, should I go? [Peter starts to stand up, half joking, half serious]
Harry: No. I think he's in trouble or something. It seems like there's a million people looking for him right now and he's nowhere around. Then he calls me and tells me not to see you. Weird.
Peter: Maybe your dad is sick, Harry.
Harry: [Face flashing anger] My dad is not sick, Peter.
Peter: Wait! I wasn't being mean. What I'm saying is, maybe he's sick like he needs to see a doctor sick. Illness sick. Maybe he doesn't know what he's doing as a result.
He's always around chemicals and stuff at Oscorp.
Harry: [Looking just slightly convinced] Maybe.

Peter: [Shrugging the conversation about Harry's father off as much as possible]
Well, don't sweat it. I'm sure ol' Norman will be just fine. In the meanwhile, I'll help you out at lunch and we'll just swear off hangin' out together for a while.
Harry: Cool. Thanks.
Peter: My pleasure.

CUT to courtyard outside school cafeteria, Norman Osborn, looking pretty haggard but dressed in his businessman best, looking in and watching Peter and Harry talking at the lunch table.
Norman: [Speaking in a whisper aloud to himself] You're dead, Parker. You're dead.
And you, my son, are in for the beating of your life. Oh, yes.
FADE TO BLACK.
END SCENE

[slinger]

NEW SCENE
We see Pete's house with the sound of crickets cricketing.We see through the window that Pete is watching T.V.
P:I can't believe this is happenig.
"Spider-Man" was hosting Saturday Night Live. Actually it really was actor Freddie Prince Jr.

P:I wonder if I can sue them? Friday night on the Late Show, the Top Ten List was "Top Ten things you didn't know about Spider-Man"
P:Norman must be angry that I'm more popular then he is.>laughs<All the more reason to kill me.
School bell rings, and Peter is startled. His head jerks up- he was asleep at his desk.

He looks realizes where he is and then gathers his thoughts as students file out all around him. School is out.
Cut to outside of school- campus lawn. Peter is walking slowly with backpack on, as a few studnts straggle out and pass him up. He has a pretty bad case of bed head because of sleeping in class, and he is trying to push it down to no avail. Then Gwen
comes running out of the school doors.

Gwen: "Peter~"
Peter: (turning, and then smiling) "Hey, prety lady!"
G: "Peter, what is wrong with you? You look exhauseted~ You were out of it in
chemistry... Then you crashed in photography..."
P: "Yeah~ I know...I'm just beat. Didn't get to bed until 3:00am, and then I couldn't
sleep."
G: "SO what's wrong?"
P: "Just have a lot on my mind, I guess."
G: "Well, you go haome and take a nap, mister. It's the weekend, and I don't want
you to spend it at home, sick in bed!"
P: (pausing for a minute, then finally getting the hint) Yeah~ I bet if I crash early, I
will feel much better by...say...7:30. (pause- still a little unsure of himself) So~
what are you doing tonight. Like around 7:30?" (sheepish smile)
G: "Well, (cute smile) Sounds like I have a date, Mr. Parker~"

Gwen leans in and kisses him on the cheek. "It's about time you asked..."
P: "Now I have to ask to borrow the car, but I am sure it won't be a problem. And I was thinking maybe a movie or something. There are a lot of good movies out right now, and...Oh- Do you like movies?"
G: (laughing) "YES~ I like movies."
P: "Good- And then maybe something to eat. Or ICE CREAM. Yeah- you probably eat before 7:30...don't you?"
G: "Peter- go get some sleep! We'll talk tonight." Gwen reaches into the book she is holding and pulls out a loose sheet of paper. Then she scribbles her number down and hands it to Peter. "Call me when you are conscious, OK?"

Gwen smiles and then heads to the parking lot, then she turns back to see Pete. She sees him still looking, and smiles and gives a little wave goodbye. Then she laughs to herself as to say "he is so cute", and heads to her car.
Harry is then seen sitting on a bench, talking to Liz Allen. They smile, Harry rises to help her up, and they part company. He then spots Peter (who is still in a bit of a daze) and runs up behind him. Totally out of character, Harry leaps onto Peter's
back and knocks him onto the lawn. Harry hits the grass laughing. Peter rolls quckly, spinging back to his feet as he enters a crouched defensive stance.
For a second he looks ready to fight, and then a huge smile overtakes his face. Harry sees his reaction, and laughs even harder. Peter extends his hand to help him up~
P: "You JERK~ What are you doing?"
H: "You should have seen the look on your face! HAHAHAHA..."
P: "Stop~ What have you done with my friend Harry?
H: "You'll never guess who I just got done talking to~"
P: "Harry- I thought we agreed not to hang out for a while..."
H: "Well, yeah- But that starts like in about 30 minutes." (smiles) "Guess who I was talking to~"

Peter stares at him like "well, tell me, because I am too tired to guess".
H: "Liz Allen."
Peter's look is not as estatic as he was hoping, but he looks impressed.
P: "Really?"
H: "Yep~ And she gave me her number, too. Do you believe it?"
P: "Well, yeah, Harry. Why not? You are popular. Everyone knows who you are."
H: "Yeah,..because I have money. But how many "real" friends do I have? Friends that hang out with me because of who I am? You are about the only guy in school who has never asked me to borrow some money. Did you know that? Being rich
really sucks sometimes. (pause) But Liz~ I think she is different. I really do. I am thinking about asking her out. Just not sure if I have the guts."
P: "You mean she isn't dating anyone?"
H: "Nope- broke up with her boyfriend last week."
Peter gives a look like "that long ago, huh?"
H: "Hey- I saw you with Gwen! Man, she is hot---"
P: (shoots back a serious look) " She is a really nice girl, Harry."
H: "Hey- sorry. I'm sure she is."
P: (almost to himself) "...one of the nicest girls in this whole school..."
Peter bends down and grabs his backpack, and the two start walking towards the parking lot on the east side of the building. As they get closer to the street, the camera changes to the POV of looking from the street to the school. There you see
the back of a limo and the side of a gentleman standing in front of it in a dark suit
and overcoat.

The boys are obviously enjoying each other's company.
Cut to Peter's face as is tingles slightly with spider-sense. He gets quite serious as he looks up and spots Norman Osborn watching them. Then Harry looks up and his face turns white.

NO: "Harry~" (pause) "Get in the car, son."
Harry quickly yet timidly approaches his dad.
H: "I'm sorry, dad. I can explain..."
NO: "HARRY~"
H: "But I have my car here ..."
Norman snaps - grabs Harry by the jacket and slams him violently against the side of the limosine.
NO: "I SAID GET IN THE CAR!"
Harry is shocked, hurt, embarassed, and scared. He sinks into the back of the limo.
Norman then turns to Peter, and his eyes look like steel. He has regained composure.
NO: "Parker~"
Peter: "Mr. Osborne...It isn't Harry's fault. He told me more than once..."
NO: "That's just it, Parker. He has told you what my wishes are, but you both continue to blatantly go against them!"
Osborn slams the limo door shut to close Harry off from the conversation.
NO: "My son is about to learn the value of discipline...the hard way. YOU. on the
other hand, seem to be beyond help..."

Akward pause- Norman looks up at the tree branch that hangs overhead. Many of the leaves have already fallen- it is a cool crisp Autumn afternoon. Norman is staring at a red leaf that is barely hanging on to the tree.
NO: Fall is my favorite time of year, you know that Peter? (twitch) Everything looks so beautiful and fragile. But as wonderful as it looks, it is the season of death.Ironic, isn't it? ...that such beauty and peace can come from death."

A soft wind comes through, and a few leaves are blown from the tree. As they gently fall, Norman reaches out his hand and grabs a red leaf in mid-air and closes his hand around it tightly. A soft crunching sound can be heard. Norman looks squarely into Peters eyes, and it is obvious that he is somewhat restraining himself.
NO: "It's that time."
He brushes hinds hands together to clean the leaves off, then opens the door to sit down in the back of the limo.
NO: (softly) ...it's almost winter..."

Door closes, and limo drives off. Peter stands there for a moment, then walks off toward home. About twenty feet and he starts walking faster, until he is running home.

[slinger]

NEW SCENE
Peter is seen approaching his front porch. There Aunt May is sweeping the porch off, looks up and smiles to see him. He stops suddenly though when he sees (camera close up) a jack-0-lantern carved exactly like a Goblin pumpkin bomb. It is sitting
on the front of the porch, and it has a sharp object sticking out of it's forehead. Arazor weapon in the shape of a bat. Peter is obviously shaken.

May: "Peter, are you all right?"
P: "Where did that pumpkin come from?"
May: "Well, I thought that YOU put it there!"
P: "...no... Must have been some kids in the neighborhood..."
M: "What?"
P: "It's just some sick joke, Aunt May."

Peter bends down, picks it up, and takes it to the trash can near the garage & tosses it in."
P: "...really sick..."

New Scene
Camera focuses on TV- video game being played inside parker household. Camera pans to show that it is Aunt May playing with great concentration until a sound off screen indicates that she died & lost the game. She makes a face like she is mad-
quite funny. Peter is seen sitting next to her on the floor, leaning on the side of the couch. He is fast asleep. She looks over at him, gives him a look like "poor dear", and kisses him on the forehead.

Next Scene

Peter is lying in bed with the lights out. He wakes up wearing a shirt and boxers, looks over at the clock (9:47).
P: "AWW- no! no.. Gwen's gonna KILL me!"
Pete picks up the phone and reaches Gwen, who is already in her nightgown, doing her toenails.
G: "Hello?"
P: "Hey---I am SO sorry..."
G: "Peter? Hey, welcome back to earth, sleepyhead!"
P: "What? How did you know I sleeping?"
G: "Well...(a little embarassed) I was a little worried when you didn't call or show
up. So....around 8:30 I drove by your place."
P: "You were HERE?!"
G: (laughing) yep~ I talked to your Aunt May for about a half hour. She is SO
SWEET, Peter. I like her a lot."
P: "You are kidding me, right?"
G: "NO- I am serious! We had some herbal tea and went through some of your baby
pictures...!"
P: (straight faced) "Your're not kidding..."
G: "NO. NO- I'm not kidding! You were so cute when you were young!"
P: "So you were in my house and I slept through the whole thing."
G: "Well, I tried to wait for you. Your aunt let me check on you, but you were dead to the world~."

P: "YOU WERE IN MY ROOM?" (He asks as he looks around at the mess)
G: "I sure was. And we are going to have to do something about your housekeeping!"
Peter falls back on his bead with a "I can't believe this" sigh. (pause)
G: " I left something there for you."
P: "huh?"

Peter looks around, and finds a paper folded in half to look like a card. He reaches over to open up the note. It reads "Sweet dreams, Peter. Hope I am a part of them! If you feel better, let's spend the whole day together~ Gwen"
G: "SO...?"
P: "You're on."
G: "Good~ And Peter?"
P: "Yeah?"
G: "Cute Scooby-Doo boxers"
Peter is obviously embarassed.

Next scene:
Peter enters May's dark room. He stands in the doorway and smiles. She is sleeping, and her nightlight is on. He approaches her, leans down and kisses her on the cheek.
P: "I love you, aunt May."
Sweet pause. Then his Spider-sense hits quickly~ he thinks he hears something. He quickly turns to the window and thinks he sees something move away quickly. He then runs out of the room and down the stairs. He exits the house and stands on
the back lawn, looking up to her window and then into the sky.
Next scene we see him putting blankets on the floor and getting comfortable.

Camera changes as we see the ariel view of the room. Peter is going to spend the night on May's floor between the window and the bed. The window shade is pulled.

Next Day
Upbeat music- song by a famous artist (or soon to be famous) Peter is seen running out of the house and kissing his aunt. He then jumps into Gwen's car. She jumps out and comes around to his side. She coaxes him out and gives him her keys. The
day begins. During this scene, we hear very little words. We just see the makings of a great day. Driving into the country. Walking along a lake...Having a picnic...Picking some apples...Walking by a pumpkin patch. Gwen points to Jack-o-lantern as if she wants to buy it, Peter shakes his head "no".... at a
motorcycle rental place...Peter riding a motorcycle with Gwen holding on tight..Sitting on the grass just talking...watching horses...Feeding ducks..(getting dark)...entering a carnival...Pete throwing a ball at a stack of bottles- the bottles
shatter and the tent workers all duck~ Gwen walking with a HUGE stuffed animal...the two on a roller coaster together...the two eating ice cream, with Gwen pretending to share, only to smash it in Peter's face...The two on a ferry just outside
the festival with Peter's arm around Gwen- she is cold...Peter comes close and the two kiss.

Music finishes just as scene changes and we see Spider-Man swinging the next day through the buildings of New York. It is a fairly long shot~ It is an amazing sight, and the viewers know that Pete thinks that he is in love. He crouches on a flagpole.
S-M: "Well, Parker...you are the luckiest man alive..."
Then his Spider-sense goes of in a jolt. He hears a scream, and it is coming from the streets. He turns just in time to see a mugger cornering a lady in an alley...
Semi-Close up on the lady's face, mugger stands behind her with a knife, he looks violent and angry. She is running from him. A dark shadow covers the woman's face, but the look of fear leaves her face.

Cut to a giant cacoon hanging in the alley, the top of the mugger's head sticks out
of the bottom.
Close up of woman's face, awe-stricken.
Spidey sticks to the side of a wall, back against the wall, almost sitting position,(classic Spidey pose.)
Close up on spidey, he gives a quick casual salute to the woman.
3/4 overhead view, we see Spidey swinging upwards into the camera, vaguely in the background,we see the woman beating her would be assailant with her purse.

Scene end.
Another alley night time in the city.
A Dark Figure waits for another man, Eddie Brock.
EB: You the contact?
F: You from the Bugle?
EB: What do you know?
F: Money First.
EB: Fine!
Brock slams some crinkled bills into the Figure's hand.
F: Good.
EB: Who are you?
F: I'm the Green Goblin...
END SCENE

Next scene: Open with shot of an elevator door opening. Eddie Brock walks into the main offices of the Daily Bugle and straight into JJJ's office.
Eddie: I know who the Green Goblin is.
JJJ: [Standing straight up from his desk.] Who?
Eddie: How much?
JJJ: How much what?
Eddie: How much money are you gonna' pay me for this?
JJJ: This is about public safety, Brock! Not money! [It's obvious he's full of it.]
Eddie: Bull. How much?
JJJ: [Drops into his chair.] $200.
Eddie: I'm leaving. [Turns to go.]
JJJ: Wait!
END SCENE

Next scene:
Spidey sits atop the George Washington bridge. He's looking out over the skyline.
He's thinking to himself. We hear the thoughts in voice over.
Spidey: Norman. Norman Osborn. I can't believe Harry's dad is the...the Green Goblin. That's what the press calls him.

FLASHBACK FOR A MOMENT ON THE SCENE WHERE THE TWO OF THEM SEE THE
FACES UNDER THE MASKS.
Spidey: He knows who I am. I know who he is. So neither of us can really afford to
say anything. He's off his rocker though. REALLY off his rocker.
FLASHBACK TO SCENE OF NORMAN MEETING HARRY AT SCHOOL TO PUT HIM IN
THE LIMO. NORMAN SAYING: "My son is about to learn the value of discipline...the hard way. YOU. on the other hand, seem to be beyond help..."

Spidey: What did he mean by all that? Harry is going to learn the value of discipline...the hard way? Is he gonna' hurt him? What do I do?

FLASHBACK ON KISSING GWEN...AND KISSING GWEN...AND KISSING GWEN.
Spidey: Maybe this isn't for me. Maybe this good guy hero schtick isn't my bag.
[Spidey pauses here for a moment, puts his hands behind his head.]
Spidey: Still, I can't help feeling like if there's something I can do, I have to help.
Even if it means risking my neck. [Pauses] Heaven knows Norman seems to want it.
[He stands up and shoots a web at one of the high tension cables below him.]
Spidey: I've gotta' make sure Harry is okay.
Spidey drops off the bridge and swings in an amazing arc, letting loose with another web, and continuing. We pan down to a look at the cars below that are slowing, stopping traffic, as drivers and passengers catch a glimpse of spidey swinging by.

CUT TO OSBORN HOUSEHOLD
Norman stands over Harry, cowering in a heap on the floor of his study. Harry's nose is bloodied, his lip fat and torn, his left eye rapidly blackening. His cheeks are moist with tears.
Norman: Now, you simpering little excuse for an Osborn, are you going to be seeing any more of Peter Parker!?
Harry: [Speaking through obvious pain, barely above a whisper] No, sir. I won't be seeing Peter anymore.
Norman: [Smashing his forearm into Harry's face, launching him across the room and into a bookcase.] SPEAK UP! Be a man, for the love of God!
Harry collapses to the ground. He is no longer conscious.

Norman: Son, get up.
Harry obviously doesn't respond.
Norman: Get UP!
Norman begins to stalk over to Harry. We should feel very confident that he could kill Harry while he's trying to teach him 'the value of discipline...the hard way.'
Norman gets with in just a couple of feet of Harry before there's a knock. On the second story window of his study.
Norman spins around. Looking for the source of the knock. He can't identify where it came from but it's distracted him from Harry. He half jumps, half stumbles into the middle of the room, looking around for the source of the sound.

It comes again. This time, he hears where it's coming from.
Norman: The window. [He turns to look.] You! PARKER!
That's the odd thing about the situation. It's not Peter in full Spidey garb outside the window. It's just Peter.
Peter: [Through the window] Can I come in Mr. Osborn?

[slinger]

Norman seems to be confused. Parker seems genuine enough. But he's Spider-Man. It doesn't make sense. Perhaps he's come to beg for mercy. Norman begins to think this could be an opportunity for victory in disguise.

Norman: Yes. Come in, Parker.

Peter reaches down and lifts up the window, snapping off the slide lock at the top of the frame and cracking the wood. He gracefully drops in through the open window
onto his feet.

Peter: [Looking around] Mr. Osborn, I--[He notices Harry] Harry!
[Peter runs over to Harry, unconscious]
Peter: Harry, are you okay?
[He picks him up, listens to him breathing, tries to wake him by patting his cheek---no response.]
[Peter turns back to Norman, his calm demeanor now gone. He sets Harry down gently.]
Peter: What did you do to him? [Pointing at the obvious physical harm that's been inflicted on Harry.]
Norman: [With a shrug.] I taught him a lesson. Something I think I need to take care of with you as well.



Peter: Mr. Osborn, I don't know what's gotten into you or what's happened to you, but you need help. Big time.
Norman: Parker, I don't need someone to help me with my problems, like Harry seems to think he needs you. I'm trying to teach him self-reliance. As for you I'm going to teach you not to meddle in Osborn affairs. Ever again.

[Norman makes a clumsy leap for Peter. While he has improved strength and agility as a result of his special injection, he is nowhere near a match for Peter/Spidey in the agility department. Peter leaps into the air, clings to the ceiling with his hands
for a moment, and with a swing, somersaults across the room behind Norman.]

Peter: Don't make me hurt you, Mr. Osborn.
[Norman laughs.]
Peter: I'm not going to let you hurt Harry any more.
[Norman stops laughing. He makes another leap at Peter. Again, Peter easily avoids him. The two of them wind up in their own unique defensive stances, circling one another almost.]
Norman: Stop running away! Fight me!
Peter: I won't. Not here. Not like this.
Norman: Coward!
Peter: I'm not a coward, I'm just not a nut-case like you.

[Norman enraged, bellows out some sort of primal scream. He doesn't leap again though. They continue to circle.]
Norman: What do you propose we do then, coward?
Peter: [Smiling a bit, a smile that's about 3/4s pity and 1/4 adrenalin] This.
[Peter turns and grabs Harry. He leaps over Norman and on to the window ledge. Norman looks around, perhaps for something to throw.]
Peter: I'm taking Harry. I'm taking him where you can't hurt him, until you get some help.
Norman: [Trying to edge closer to Peter and Harry.] I'll find him.
Peter: No. You won't.
Norman: I'll make you pay, Parker. You take my son, I'll take someone from you. And you may not get them back.
Peter: You touch a hair on anyone I care about ever again, Mr. Osborn, [Peter pauses, reluctant to say what he's thinking...but it comes out anyway], and I'll kick your ass from here to the Jersey shore.

Norman screams again, then leaps at Peter and smashes into the ledge that he and Harry are no longer on.
He stands and looks out the window to see Peter just running down the street with Harry over his shoulder.
Norman: Parker! I'm coming for you! I'M COMING FOR YOU!

END SCENE

Scene cuts to Peter close up running~ Harry's body is flopping around. In a overdub you can hear intense music building. You can also hear Osborne's voice in the distance: "I'M COMING FOR YOUUUU! AARRRGH~". Pete kinda looks back for a second, and then keeps on going. Harry's head flops over and you can see his split lip pouring out blood.

CUT to Norman in house swinging at statues. & crushing them. Punching a wall so hard that the doorway between rooms is increased twice the size. He is still screaming, this time a little harder to understand.
CUT to Pete running, Harry's blood dripping on his cheek. While running~ Pete wipes it with his hand, looks at his hand, and is afraid...

P: "Oh, man...Harry~ please...hang in there, buddy. Please...~"
CUT to Norman easily overtuning a HUGE dining room table (complete with settings
and candleabras) that sits at least 40. He lets out a troubled scream, then look at the ground. He is breathing heavy~ Then he starts to cry to himself. He stands for a bit~ then backs into a wall, slides down and sits and cries.
NO: " Harry... (paused) I've failed you... (twitch) No... you tried...the best you
~SHUT UP!~ (pause) Just ...shut up!... "

Camera backs out as we see Osborn crying on the floor in a big dining room all alone. And for the first time, the audience almost feels sorry for him.
Camera then switches to the sidewalk, where we see Peter run off in the distance.
The sun is about to set on a cold Autumn day. Music and intensity fades.

New Scene~
Front door of a nice house. It is getting dark- just dark enough that it is a tough call as to if to turn the porch light on or not. This light is on. A hand then knocks fervently on the door. (Pause) It cracks open, and we see Doctor Connors (One-armed man from the science exhibit) peek out. His eyes convey surprise, then
urgency as he sees the boys.

Camera changes to Peter holding Harry limply in his arms~ almost looks like he is dead.
P: "Doctor Connors..."
DC: "Peter...?"
P: " Didn't know where else to go..."

Camera switches back to Doc, and he opens his door. We can see his family in the background. He lets them in. Fade to black.

New scene
Osborne is seen sitting on the floor of his dining room still. It is dusk, and the room is fairly dark. he is just staring at the floor in somewhat of a trance. A noise is heard in the other room, but he hardly moves. Then another noise. Then out of the
shadows comes an enormous figure of a man. He is extremely well dressed in a white jacket- obviously rich and powerful. The two men he is with are obviously there as his lackeys.

Wilson Fisk: "You're a hard man to find, Norman. You have been very...elusive lately."
Norman looks up at him slowly.
WF: "For the great and mighty owner and CEO of Oscorp~ a man who's business is supposedly flourishing~ you look like hell."
Norman starts to speak.
WF: "Ahh ah ah...don't speak, Osborn. I don't care about what you have to say...your constant excuses and lies. I just want to know one thing...where is that little serum you were developing for me?

Room is extremely silent...
Norman just sits there, mouth working, nothing coming out.
Wilson: Stand up, Norman.
Norman stands up.
Wilson: You don't seem to be in possession of all your faculties. Would you agree?
Norman nods distantly.
Wilson: Is there anything you'd like to tell me? I'd be most interested in the serum.
Norman: It doesn't work right. [We get the feeling that whatever sanity still exists in Norman, only exists in this trance like state he's fallen into.]
Wilson: What?! [Whoever plays this character should be intimidating enough that just raising his voice should be frightening.]
Norman: It has terrible side effects. Mental instability. Psychosis. Paranoia.
Wilson: Can these problems be resolved?
Norman: The lab was damaged. Dr. Billingsley is dead and---
Wilson: Billingsley is not dead.
Norman: [We can visibly see him emerge from his stupor.] What? Billingsley isn't dead? [Norman's voice is rising...becoming the GG voice.]
Wilson: No, he is not dead. I have considerable resources at my disposal. Often it isn't a matter of resources but talent that I lack for a certain task, such as in the case of this serum. I was able to obtain medical assistance from a reknowned surgeon who is a bit too far into the bottle and a bit too far in debt. He instructed a
surgeon I employ on occasion and the two of them were able to keep Dr. Billingsley alive. Dr. Billingsley will never be a whole man again, but he will live.
Norman: Who? Who did you get to save him?! [He's on the verge of losing it.]
[i]
***Original LINE:
***Wilson: [Getting perturbed] Dr. Stephen
***Strange. Enough about Billingsley. Can
***you resolve the problems with the serum,
***Osborn?
{Modified LINE---to remove reference to Dr. Strange---there is no further reference to the character in this post}


Wilson: [Getting perturbed] It doesn't matter...we've spoken enough about Billingsley. Can you resolve the problems with the serum, Osborn?
Norman: No.
Wilson: Then I'm afraid you're going to have to pay. [He nods to his henchmen.]
This is a reminder. I'll expect either a refund or a completed serum by the end of the week.
Henchman #1: Where do you want it? [Henchman #1 and #2 step up in front of Norman.]

Norman: Want what? [Fully into the GG voice now.]
Henchman #2: Your beatin'. You wanna' take it in the body, the legs, what?
Norman: I'll give you a beating. [The GG cackle comes from Norman's mouth and both Henchmen seem a bit surprised.]
Henchman #1 grabs for Norman and Norman hurls him across the room and into the wall, smashing a hole into it. There's a bloody track left behind as the henchman slides down the wall...unmoving.

Norman: Your turn! [He says as he makes a grab for the second Henchman.]