Starring: Andrew Garfield, Emma Stone, Jamie Foxx, Dane DeHaan, Colm Feore, Felicity Jones, Paul Giamatti, Sally Field, Embeth Davidtz , Campbell Scott, Marton Csokas, Louis Cancelmi, Max Charles, B.J. Novak , Sarah Gadon

OUR RATING: ★★½

Story:

Superhero action adventure sequel directed by Marc Webb. The story follows Peter Parker (Andrew Garfield) as he continues to adjust to his crime fighting life as Spider-Man and his relationship with Gwen Stacy (Emma Stone). Peter hasn’t forgotten about the promise he made to Gwen’s father to protect her by staying away, but that’s a promise he just can’t keep. Things change for Peter when a new villain, Electro (Jamie Foxx), emerges and an old friend, Harry Osborn (Dane DeHaan), returns, and Peter uncovers new clues about his past.

 

Our Favorite Quote:

'We have to be greater than what we suffer.' - Gwen Stacy (Amazing Spider-Man 2) Click To Tweet

 

Best Quotes  (Total Quotes: 114)


 

[first lines]
Richard Parker: People will say that I’m a monster for what I’ve done, and maybe they’re right. I always thought that I’d have more time…
[he’s interrupted by a young Peter calling out to him]
Young Peter Parker: Dad. Dad!
[into the camera]
Richard Parker: I’m sorry.
[he ends the recording and rushes up from the basement]
Richard Parker: Peter!
[he enters his office to find that it has been ransacked with Peter standing behind his desk]


 

[Richard takes his family to his sister’s and we see Mary Parker saying goodbye to Peter]
Mary Parker: He likes to sleep with a little light on at night.
Richard Parker: Mary, we have to go.
[Richard and Mary go to leave the house when Peter grabs Richard’s hand]
Young Peter Parker: Dad.
Richard Parker: Be good.
[Richard lets go of Peter’s hand and shuts the door front door, Peter watches his parents walks away; we see Richard and Mary are on a private jet]
Mary Parker: I found a safe place for us to spend the night at Lake Geneva.
[Richard is uploading project files from his laptop]
Mary Parker: Are you uploading it?
Richard Parker: To Roosevelt folder, just in case we…
[Mary looks out the window with worry]
Richard Parker: We’re going to be fine, Mary.
Mary Parker: Did you see his face? He’s never going to understand.
Richard Parker: Mary, we’ve been through this. Our life, as we know it, is over. We’re going to spend every day from now on looking over our shoulders and never feeling safe. We can’t do that to him.
Mary Parker: He’s just a little boy.
Richard Parker: I know. I know.
[Richard holds Mary’s hand]
Richard Parker: It’s going to be okay.
[Mary begins to cry]
Richard Parker: It’s going to be alright.
[Mary wipes her tears and gets up to go to the bathroom]


 

[as Mary pops into the bathroom the co-pilot steps out of the cockpit]
G-5 Co-Pilot: No rest for the weary, huh?
Richard Parker: No, I’m afraid not.
G-5 Co-Pilot: Occupational hazard, I guess.
[as Richard is typing into his laptop]
G-5 Co-Pilot: What is it you’re working on?
[Richard looks at the pilot with suspicion as he washes his hand in the side sink]
Richard Parker: Uh, just-just planning ahead. Do you think I could speak with the pilot?
G-5 Co-Pilot: Something you need? Perhaps I could help.
Richard Parker: Oh, I’d just like to radio ahead and make sure everything’s in order for when we land.
[as Richard rises the co-pilot grabs a gun from a drawer and points it at Richard]
G-5 Co-Pilot: I think we both know that’s not an option, Dr. Parker.
[Richard sits back down and as the co-pilot locks Mary in the bathroom Richard quickly uploads his files on the computer, the co-pilot then puts on a parachute and Mary tries to come out of the bathroom]
Mary Parker: Richard!
G-5 Co-Pilot: They say you’re a genius.
Mary Parker: Richard!
[the co-pilot grabs Richard’s laptop, Richard goes to stop him but the co-pilot points his gun at him]
G-5 Co-Pilot: Not if you thought you could escape.


 

Mary Parker: Richard!
[suddenly Mary bursts out of the bathroom]
Richard Parker: Mary!
[Richard attacks the co-pilot and punches him, a struggle ensues and Mary is shot]
Richard Parker: Mary!
[Richard knocks out the co-pilot, grabs his gun and goes to help Mary]
Richard Parker: Mary. It’s okay, it’s okay, it’s okay.
[he places Mary in a seat]
Richard Parker: I got you. Are you okay? Okay. I’m just going to make you safe.
[he straps the seat belt on to her and gives her an oxygen mask to breath through, but she pushes his hand away]
Richard Parker: It’s done. Breathe. Mary?
Mary Parker: Roosevelt.
Richard Parker: What?
Mary Parker: Roosevelt.
[Richard grabs the laptop from the floor and quickly opens it to continue the process of uploading the files and then goes over to Mary]
Richard Parker: It’s back up. It’s back up. Everything’s fine. Hey, hey, hey. We’re going to be alright, okay? Listen to me…
[just then the co-pilot gets up and attacks Richard, as he’s hitting Richard we see that the pilot is dead and the plane falls into a steep dive, as the co-pilot and Richard are fighting he manages to shut the laptop, seeing that Mary is dead, Richard grabs hold of the co-pilot’s gun and shoots a window making the co-pilot fly out of the plane, Richard manages to hold onto the laptop and finishes the process of uploading the file, he then looks at Mary as the plane plummets]


 

[we see Peter in his Spider-Man suit falling to earth, then we follow him as makes his way though the city using the city enjoying himself]
Peter Parker: What have you got for me today, New York?
[as he goes past a helicopter he overhears their radio]
Helicopter Radio: An OsCorp truck carrying plutonium has been hijacked. A police chase is in…
Peter Parker: Alright, let’s get to work.
[Peter springs down to help as we see a big tow truck driving through the city by a Russian as police cars are chasing him]
Aleksei Sytsevich: Say hello to Aleksei Sytsevich!
[his armed assistants set explosives to blow the hatch as Sytsevich rolls over police cars, Peter swings through buildings in hot pursuit]
Pedestrian: Spider-Man!
[as he swings past a street full of people]
Peter Parker: Hello, pedestrians!


 

[Sytsevich’s assistants blow the hatch and hop into the van where there’s a container of vials, Peter then swings onto the truck and knocks on the driver’s side window]
Peter Parker: Knock, knock. Mr. Criminal?
[he indicates for Sytsevich to roll down the window which he does]
Peter Parker: Hey, my name is Spider-Man. You can call me Web Head, you can call me Amazing, just don’t call me late for dinner, you get it? Okay!
[Sytsevich goes to punch Peter but Peter dodges it then looks back through the window again]
Peter Parker: No handshake? Are you a hugger? Or not…
Aleksei Sytsevich: I’m a killer!
[Sytsevich gets his gun out and starts shooting at Peter which he quickly dodges]
Peter Parker: Woh! Okay!


 

[as Sytsevich’s men open the container they get a warning message]
Container Warning: Warning, plutonium 2-3-8 is a radio-active material and is highly explosive.
[it cuts OsCorp employee Max Dillon, stumbling through a crowd with an armful of blueprints]
Max Dillon: Excuse me. There’s room for all of us on the sidewalk, folks. Please, I’ve got blueprints here.
[someone knocks into him and the blueprints fall from his arms and roll into the street]
Max Dillon: A little help. Some help, please!
[he starts picking them up from the middle of the street; cut back to Peter and Sytsevich]
Peter Parker: You having problems with your gun? Let me help you out with that.
[Peter goes to grab Sytsevich’s gun from his hand and the truck starts swerving]
Peter Parker: Uh, Mr. Bad, I’m going to be right back.
[Peter leaps off as the truck starts ploughing into the cars ahead and he rescues Max from getting hot by a cab]
Peter Parker: Watch out! Wooh.
[he helps Max up]
Peter Parker: Okay, there you go. You okay? You hurt?
[Max, with his glasses knocked to the side of his face, looks at Peter in shock]
Max Dillon: You’re Spider-Man.
Peter Parker: Costume gives it away, huh?


 

[Peter uses his web to pick up the blueprints from the street and hands them to Max]
Peter Parker: These looks pretty important, Max.
[Peter straightens Max’s glasses]
Max Dillon: How do you know my name?
Peter Parker: It’s written on your badge.
Max Dillon: But I’m a nobody.
Peter Parker: Hey, you’re not a nobody. You’re somebody.
[he holds out his hand]
Peter Parker: Lick that.
[Max licks the tips of Peter’s hand and he uses it to straighten Max’s hair]
Peter Parker: Listen to me. Now, I need you. You’re my eyes and ears out here.
Max Dillon: Okay.
Peter Parker: Alright?
Max Dillon: Alright.
Peter Parker: See you out there.
[Peter swings off]


 

[inside the back of the truck, Sytsevich’s men start taking the vials from the container]
Container Warning: Warning, radiation critical.
[Sytsevich suddenly slams onto the breaks causing the plutonium vials to topple over, outside dozens of police cars crash into the truck pinning it, so Sytsevich’s men burst open the doors and start firing at the cops at which point Peter uses his web to yank the men from the truck and suspend them over the cops]
Cop: Hands up!
[Sytsevich puts his foot on the gas and starts driving off making the vials toss around in the back, Peter then jumps into the back and starts catching the vials]
Peter Parker: Got ya! Got ya! Oh! Got you too!
[as Sytsevich is driving off fast, Peter frantically tries to catch and keep hold of the vials]
Peter Parker: No! You! You’re not going anywhere! No! Come here! Come here!
[Sytsevich continues to plough through the streets as Peter juggles to catch all the vials]
Peter Parker: Okay! Stop it! Stop it!
[Peter finally manages to catch all the vials, hanging like a chandelier on the ceiling when suddenly he drops one vial]
Peter Parker: Oh, come on!
[he goes after the vial as it rolls out into the street and hangs the other vials inside a web by the side a building to keep safe]
Peter Parker: Hey, wait! Come back here!
[he finally manges to catch it from the middle of the street]
Peter Parker: Got you!
[just then an ambulance crashes into him]


 

[as he’s hanging onto the front of the ambulance his phone suddenly rings and he sees its Gwen]
Peter Parker: Hey, I’m sorry. I’m running a bit late, I got stuck in some traffic.
[Gwen is at her graduation]
Gwen Stacy: You’re timing is terrible, it’s started already.
Peter Parker: I know, I’m sorry.
Gwen Stacy: Where are you?
Peter Parker: 1st in Broadway, 2nd in Broadway, 3rd in Broadway. Uh, five minutes, ten tops.
Gwen Stacy: Are those sirens?
Peter Parker: No.
Gwen Stacy: Peter?
Peter Parker: No!
Gwen Stacy: Peter?
Peter Parker: No sirens. No…
[Peter looks to his side and sees a police car riding along side him with Captain Stacy inside it]
Gwen Stacy: Peter? What’s happening? Peter? Peter?
[Peter sees Captain Stacy looking straight at him but suddenly we see it’s just a cop looking a him]
Gwen Stacy: Hello? Peter?
Peter Parker: I’ll be right there, I promise.
[he ends the call]
Gwen Stacy: Peter…


 

Dr. Jallings: Now I’d like to introduce an extraordinary young lady. This year’s valedictorian, please welcome, Gwen Stacy.
[everyone cheers for her, including Aunt May, who’s sitting in the audience, as Gwen goes to the stage]
Gwen Stacy: Good morning, esteemed faculty and families of my fellow graduates. It’s an honor to be standing up here today.
[we cut back to Peter continuing to chase after the truck, he lands on the windscreen]
Peter Parker: Hello!
Aleksei Sytsevich: Hey! Get off!
Peter Parker: I told you, I am running a bit late!
Aleksei Sytsevich: It’s over, Spider!
[then we cut back and forth between the speech and Peter trying to stop the truck]
Gwen Stacy: I know that we all think that we’re immortal. We’re supposed to feel that way, we’re graduating. But like our brief four years in high school, what makes life valuable is that it doesn’t last forever, what makes it precious is that it ends. I know that now more than ever. And I say it, today of all days, to remind us that time is luck. So don’t waste it living someone else’s life, make yours count for something. Fight for what matters to you, no matter what. Because even if you fall short, what better way is there to live?
[as Peter tries to break through the truck’s windscreen the truck crashes into a bus, so Peter leaps over the bus to stop it from overturning and protect some pedestrians in the process]


 

[as Sytsevich is shooting at Peter, Peter swings over to him and easily grabs his gun away from him]
Peter Parker: I’ll take that.
[he then takes the plutonium vial from his hand]
Peter Parker: That’s mine too.
[Peter then uses his web to hold Sytsevich hands captive and then uses his web to pull down Sytsevich’s trousers, Peter then turns and starts walking away]
Peter Parker: This is not over, Spider!
[just then Sytsevich’s gun lands on his head]


 

[as the students are going up to the stage to receive their graduate certificates, Peter quickly swings in and changes into his graduation robe, as he walks over to the ceremony he realizes he’s forgotten to take his Spider-Man mask off, as he goes to take it off one of the guests (Stan Lee) notice him]
Graduation Guest: I think I know that guy.
[just then Peter’s name is called out]
Dr. Jallings: Peter Parker. Peter Parker.
[Peter makes it to the stage just in time, gets his certificate and kisses Gwen on stage as everyone cheers]


 

[Peter runs over to Aunt May as she’s taking a picture of him]
Aunt May: Wait! Do that again! Do that again!
[Peter embraces Aunt May]
Aunt May: What’s this? I almost had the camera ready, I’ll have to run up there myself!
Peter Parker: Well, I’d love to have seen that. That would have been pretty awesome.
[holding up his graduation certificate as Aunt May tries to take a picture of him]
Peter Parker: No. No. This is for you.
Aunt May: Oh, I am so proud of you.
Peter Parker: You earned it.
Aunt May: Sweetheart, I’m so proud of you. I know the first thing that your Uncle Ben would say.
Peter Parker: Yeah, I know too.
Aunt May: Yeah.
Peter Parker: “You better hurry up, the party’s over.”
Aunt May: No.
Peter Parker: “You’ve got to, you’ve got to get a job.”
Aunt May: Alright, the second thing he would say, “don’t just follow the path, make your own trail.”
Peter Parker: Ralph Waldo Emerson?
Aunt May: No.
Peter Parker: Who did he mean then?
Aunt May: Ben told me he made it up.
[they both laugh]
Aunt May: Well, you really did learn something here. I wish your Uncle could have been here.
Peter Parker: Yeah, me too. And my folks.
Aunt May: Yeah. Yeah.


 

[Peter looks over to Gwen who’s talking to her family]
Aunt May: Alright, you can go. Go on.
[to her family as she notices Peter]
Gwen Stacy: I’ll be right back. Okay.
[she goes over to join Peter and Aunt May]
Aunt May: Alright, guys, get together. Get together, right now. A quick one.
[Peter puts his arm over Gwen’s shoulder as Aunt May takes a picture of them]
Aunt May: Alright. Cheese!
Peter and Gwen: Cheese!
Aunt May: Okay.
Peter Parker: Alright.
[Aunt May turns to leave]
Aunt May: I’ll just go over there.
Peter Parker: Yeah, just give me two seconds. Alright?
Aunt May: Okay.
Peter Parker: Don’ go too far.
Aunt May: Alright.
Gwen Stacy: Good to see you.
Aunt May: Alright.
Peter Parker: Alright.


 

Gwen Stacy: Did your, um, did your traffic jam have anything to do with the Russian mob, and machine guns, by any chance?
[she holds up her phone and shows him a photo of the OsCorp truck Sytsevich and his men had stolen and Peter had caught]
Gwen Stacy: Why didn’t you just tell me?
Peter Parker: Because, what am I going to do? You were about to give your speech.
[Gwen’s mother calls out to her]
Helen Stacy: Gwen, honey?
Gwen Stacy: Yes?
Helen Stacy: Family photo.
Gwen Stacy: Okay.
[turning to Peter]
Gwen Stacy: Hey, you coming for Dim Sum?
Peter Parker: Can’t keep me away.
Gwen Stacy: It’s at eight o’clock, don’t be late.
Peter Parker: I won’t be.
Gwen Stacy: Okay.
[she kisses Peter]
Gwen Stacy: And I’m going to do my speech for you.
Peter Parker: All night? I want to hear it all night long.
Gwen Stacy: I’m going to do my speech for you over and over again, all night long.
Peter Parker: Okay.
[Gwen turns to walks over to her family]
Helen Stacy: Peter, join us?
Peter Parker: I got to find my Aunt. I got to find my Aunt, but, uh, I’m going to catch up later. Thank you.
[as Gwen joins her family Peter suddenly glimpse of Captain Stacy standing with his family and has a flashback to the moment Stacy was about to die]
Captain Stacy: You’re going to make enemies, people will get hurt. So I want you to promise me something, okay? Leave Gwen out of it. Promise me that.


 

[later that night as the Gwen is with her family at the restaurant, Peter shows up outside and watches Gwen, then decides not to go in and turns to leave, but Gwen sees him]
Peter Parker: What are you doing? What are…?
[Gwen steps out of the restaurant and goes over to him]
Gwen Stacy: Peter? What is it?
Peter Parker: Hey.
Gwen Stacy: What’s wrong? You alright?
Peter Parker: I don’t know what I’m doing.
Gwen Stacy: It’s my father, isn’t it?
Peter Parker: Yeah, I see him everywhere I go. I can’t, I don’t know what, I don’t know what to do with it. I can’t get him out of my head.
Gwen Stacy: Yeah, but we’ve talked about this.
Peter Parker: I know, but Gwen…
Gwen Stacy: It’s not his choice.


 

Peter Parker: Gwen, I promised him that I would keep away from you. And now I’m going to come and eat dinner with your family. How can I do this? What does that, what does this make me?
Gwen Stacy: I don’t know, what does that make you?
Peter Parker: It makes me not able to live with myself.
Gwen Stacy: I thought that it meant you loved me.
Peter Parker: I do love you. I love you.
Gwen Stacy: But why isn’t that enough? Hm?
Peter Parker: Because what if something happens to you, just like it happened to him because of me?
[as Gwen goes to reply Peter interrupts her]
Peter Parker: No! Wait!
Gwen Stacy: Listen. No…
Peter Parker: Wait! I cannot let that happen.
Gwen Stacy: Listen to me. You’re Spider-Man, and I love that. But I love Peter Parker more. That’s worth it to me.
Peter Parker: I can’t lose you too.
Gwen Stacy: Because you can’t lose me, we can’t be together? Who does that work out for, Peter?
Peter Parker: I can’t. I’m sorry, Gwen.
Gwen Stacy: Wow. You have done this to me, again and again. Peter, I can’t live like this. I break up with you. I break up with you.
[she turns and goes back into the restaurant to rejoin her family, visibly upset, Peter looks through the restaurant window at Gwen one last time before turning to leave]


 

[the next morning, Peter goes on another city patrol as a radio call-in show plays in the background about Spider-Man]
Radio Female DJ: Good morning, New Yorkers. Looking for another beautiful day here in the city…
Radio Male DJ #1: The city increases in sightings of Spider-Man spark a national debate over the role of vigilantes in American crime fighting.
Radio Male DJ #2: How about that Spider-Man? Last night on Manhatten Bridge he saved a dozen lives. We want to hear your calls.
Radio Male Guest #1: I think without Spider-Man there’d be no hope for this…
Radio Male Guest #2: Well who do you think pays the bills for all the damages he causes, huh? Its you and me, taxpayers!
[Peter rescues a school kid from a gang of bullies attacking him, as the kids leave Peter picks up the kids science project from the ground]
Peter Parker: You did this?
Gordon: Yes.
Peter Parker: This is a wind turbine! You made this?
[Gordon nods his head]
Peter Parker: No way! This is amazing!
[he mends the broken wind turbine with a couple of shots of his web]
Peter Parker: As good as new, right?
[he gives the project back to Gordon, who’s smiling]
Peter Parker: I’ll walk you home.
[Peter starts walking Jorge home]
Peter Parker: What’s your name?
Gordon: Gordon.
Peter Parker: Gordon, I’m, I’m Spider-Man.


 

[we see a montage as the radio call-in show debates carry one while we see Peter save a girl from getting hit by a cab]
Radio Male Guest: I don’t feel like my kids are safe with him out there. Get out of the way and let the police do their job!
Radio Female DJ: Some folks think that there might be more than one man. What do you think? One guy or many?
[we see Peter changing his Super-Man clothes several times after he’s been saving people]
Radio Female Guest: I’d love to know who’s behind that mask.
[we see Peter standing in the street with a group of people wearing fancy dresses, the woman next him dressed as Statue of Liberty looks at him]
Fancy Dressed Pedestrian: Hey, nice outfit.
Peter Parker: Thanks.
[Peter steps out into the road and grabs the back of an ambulance to hitch a ride]
Radio Male DJ: We have a caller on the line who say he’s met Spider-Man.
Max Dillon: Listen, I’m upset. Spider-Man to me is being misunderstood. He’s a very good person, he’s protecting us. Not only that, but he saved my life one time, which is when we came best friends.


 

[after getting a cold, Peter goes to a Bodega to buy some medicine and notices the cashier is being robbed, he saves the cashier by taking down the robber with his web and then goes to the counter to buy his medicine]
Peter Parker: How much?
Bodega Cashier: Hey, you’re that Spider guy!
[Peter struggles to speak due to his heavy cold]
Peter Parker: I’m Spider-Man.
Bodega Cashier: Huh?
[suddenly Peter sneezes]
Peter Parker: I’m Spider-Man.
[Peter then notices a newspaper which has his photo on the front cover with the headline “Spider-Menace?”, frustrated Peter leaves the store]
Radio Male Guest: This Spider-Man guy, he’s not the police, he’s not a fireman. What gives him the right to get involved in other people’s business?
[we see Peter watching over Gwen from top of a building as she walks in the street to meet her friends, as she senses someone watching she looks up but Peter quickly disappears]


 

[Aunt May knocks on Peter’s bedroom door]
Aunt May: Peter, honey? Can I come in?
[she tries turning the door knob but it’s locked, we see Peter just come back from saving someone looking all dirty and disheveled]
Peter Parker: No!
Aunt May: Peter, the final starts at nine, honey. And you said you would take my car to the shop because it keeps dying. Remember?
[Peter frantically tries to get out of his Spider-Man costume]
Peter Parker: Give me second, I’ll be out! I’m going to get the door! Just give me a second.
Aunt May: Peter, please just let me in, alright?
[Peter climbs about in his room frantically trying to get his costume off]
Peter Parker: I’m trying to get…!
Aunt May: The final is at nine. You said you’d take my car to the shop.
Peter Parker: Yes! Just give me a…!
[suddenly Peter drops his boot and it lands on the switch for the automatic lock on his door, which accidentally unlocks the door, Peter drops down onto his bed and pulls the covers on himself]
Peter Parker: Woh! Don’t come in! Stay outside! I’m so naked!
Aunt May: Peter! For goodness sake!
[just as Aunt May is about to enter Peter notices his Spider-Man boot on the floor and quickly shoots out a web to grab it and pulls it under the bed covers]


 

[Aunt May enters Peter’s room]
Aunt May: You said you’re going to take my car into the shop because…
[she notices Peter lying in bed under the covers with only his face showing which is covered in dirt]
Aunt May: Are you alright?
Peter Parker: Yeah, I’m okay. I’m just, I’m very naked right now.
Aunt May: What happened to your face, it’s filthy?
Peter Parker: It is?
Aunt May: Yes.
Peter Parker: Oh, yeah, yeah. I was cleaning the chimney.
Aunt May: We have no chimney.
Peter Parker: Whaaat?!
Aunt May: You’re late!
Peter Parker: I know! I’m late!
Aunt May: Downstairs, now! Alright?
Peter Parker: Can you, can you leave. I’m completely naked here.
Aunt May: I’m leaving.
[as she goes to leave Aunt May notices the ceiling lamp swinging from side to side, she then leaves and closes the door]
Peter Parker: Morning! I love you!
Aunt May: I love you too! Hurry up!
[after Aunt May leaves his room, Peter notices his father’s briefcase on the floor and has a flashback to a day when young Peter was having a family photo taken with his parents, feeling angry Peter throws the bag into his closet and uses his web to slam the door shut]


 

[inside his apartment Max has an obsessive collection of Spider-Man paraphernalia, as he starts to shave he starts talking Spider-Man as if he’s actually there with him]
Max Dillon: Woh-ho, look who’s here? Spidey! How was your morning? He says, “Hey, Max.” And then he says, “I’ve been out saving the world, protecting everybody. But it’s soon somebody’s Birthday today?”
[replying to his fantasy Spider-Man]
Max Dillon: That’s why you’re here. You remembered my Birthday! All the crime fighting you’ve been doing, and all of a sudden you take time out to come visit me? Little old me, Max. It’s, it’s amazing. But of course you would. Why wouldn’t you visit me? We’re best friends.
[he opens his fridge door and acts surprised when he sees a small birthday cake inside]
Max Dillon: What are you doing? You baked me a cake? People don’t get a chance to see these small kind these that you do for people. I know what they say about you in the press, but it doesn’t matter to me because I know the real you, because you’re amazing. Wow! That’s what the press needs. They should call you “The Amazing Spider-Man.” You like that, Spidey?
[pretending to be Spider-Man]
Max Dillon: I like it a lot, Max.
[replying to his fantasy Spider-Man]
Max Dillon: Good, because today is going to be amazing!
[suddenly the lights go out]
Max Dillon: Circuit thirty-nine.


 

[talking on the phone as she does the laundry]
Aunt May: I’m not late, Harvey. I’ll be there in fifteen minutes. I just want to know if you can find another waitress to replace me because I start my training because I start my training rounds at the hospital. And don’t mention any of this to Peter, I don’t want him to know. Because he’ll worry, that’s all.
[she holds up a uniform which has a student nursing badge on it and puts it in the washing machine, suddenly Peter appears in the kitchen and Aunt May quickly changes the subject]
Aunt May: Uh, yeah. Yeah. Okay, you got it. Uh, a double shift on Thursday. Okay. Bye.
[she ends the call]
Peter Parker: Who was that?
Aunt May: Harvey.
Peter Parker: Doing a double shift, huh?
Aunt May: Sometimes. I got nothing else to do, I like the girls, I miss Ben. It give me a little extra in the cookie jar.
Peter Parker: Hm. Well, I sold another, another couple of photos to the Bugle, so that ought to help.
Aunt May: Yeah, it would really help if that guy would pay you a fair wage.
Peter Parker: Oh, Jameson, Jameson pays me a fair wage, if it was 1961, he’d pay me a fair wage.


 

[Peter goes to put his Spider-Man costume into the laundry but Aunt May stops him, neither wanting their secrets revealed]
Aunt May: Hey! Hey! Hey! Wait, wait, wait! What are you doing? What are you doing? What are you doing? No, I do the laundry.
Peter Parker: I’m doing my laundry.
Aunt May: No, I do the laundry. This is my…
Peter Parker: No, I know. I’m…
Aunt May: No, this is my job. I’ve been doing your laundry since you were six years old.
Peter Parker: I understand that, but I’m in college now. I think it’s time that I took care of my own dirty underwear.
Aunt May: You know what? I, the last time you did the laundry you turned everything blue and red! So no!
Peter Parker: That was a mistake!
Aunt May: Yeah.
Peter Parker: Because I was washing the, the, the American flag. My, can I please just…
Aunt May: No one washes the flag!
Peter Parker: I do, and I won’t anymore! Forget it, fine! Can I just do my laundry?
Aunt May: This is my machine!
Peter Parker: It’s just underwear! Please!
Aunt May: This is my laundry, my home, my machine! Back off! Eat your breakfast.
[she holds up a sandwich]
Peter Parker: Alright, laundry sheriff. I’ll do it later.
Aunt May: I’ll do it.
Peter Parker: No, forget it.
Aunt May: Give it to me.
Peter Parker: No, I’ll do it some other time. Forget it.
[Peter takes the sandwich and turns to leave]


 

[we see Max walking to work at OsCorp, he knocks into another pedestrian as he walks]
Pedestrian: Hey!
Max Dillon: Excuse me.
[he then approaches the main building door where all the workers are entering and says to himself with frustration]
Max Dillon: Lock jam. Come on, come on, come on.
OsCorp Employee: Watch it, buddy.
[inside the building K.A.R.I (Kinetic Artificial Reactive Intelligence), OsCorp’s artificial intelligence is giving a virtual presentation]
Kari: OsCorp Industries is proud to announce the worlds first electromagnetic power grid. By converting aging power stations into a field of hydro-electric towers, we are generating clean, green, sustainable energy to power Manhattan and finally the rest of the world…
[Max enters the building and his boss, Alistair Smythe, notices him as he walks past him]
Alistair Smythe: Dillon, you’re late.
Max Dillon: Double decker trains were so slow, sir.
Alistair Smythe: Don’t you realize that OsCorp is now responsible the entire city’s energy?
Max Dillon: Oh, I do. I submitted a lot of designs for the power grid, and, and they used a lot of them. And I noticed that in those power grids were designed by me.
Alistair Smythe: You designed them? Sure you did. And I’m Spider-Man.
[suddenly Max flips out and grabs hold of Smythe]
Max Dillon: You’re no Spider-Man, he’s a Leo you’re a Sagittarius! You ever speak of him again, I’m going to rip your flat-goon head off!
[suddenly we realize that Max was just fantasizing as Smythe and Max are stood in the same position]
Alistair Smythe: Now get to work.
[Smythe turns and walks off]


 

[Max enters the elevator]
Kari: What floor, please?
Max Dillon: Seventy-four.
Kari: Thank you.
[just as the elevator doors are closing Gwen calls out]
Gwen Stacy: Oh, hold that!
[Max holds the elevator doors open for Gwen to enter]
Max Dillon: I got it.
Gwen Stacy: Thank you, you’re a gentleman. Most people would have just let the doors close.
Max Dillon: Yeah, well, most people don’t notice other people.
Kari: What floor, please?
Gwen Stacy: Um, sixty-three…
Max Dillon: I got it. What is it?
Gwen Stacy: Uh, sixty-three.
[to Kari]
Max Dillon: Sixty-three, please.
Kari: Thank you.
Max Dillon: In a hurry.
Gwen Stacy: Thank you.


 

Max Dillon: Um, I’m, uh, Max. Max Dillon.
Gwen Stacy: I’m Gwen. Nice to meet you.
Max Dillon: Nice to meet you.
Gwen Stacy: Is it your birthday?
[referring to the flyer in Max’s hand]
Gwen Stacy: The…
Max Dillon: Oh, yeah! Well, I, a friend of mine made this flyer. I’m having a birthday party in a big club, a lot of celebrities.
Gwen Stacy: Wow.
Max Dillon: I would like to invite you, it’s just that the guest list is closed.
Gwen Stacy: Oh, got it.
Max Dillon: Yeah.
Gwen Stacy: Got it. Well, thank you, anyway.


 

[Gwen and Max notice the news on elevator monitor about Spider-Man saving people from a fire]
News Reporter: …this guy, dressed up as Spider-Man, hanging out near the blaze
Max Dillon: It must be cool, huh? To have the whole world look at you like that. You know Spider-Man saved my life one time. Out of all the people in the whole city, he saved me. He said he needed me.
Gwen Stacy: It must be a good feeling.
Kari: Floor sixty-three.
[just then the elevator stops and the doors open]
Gwen Stacy: Oh, it was nice to meet you, Max.
[Gwen, steps out of the elevator and walks off, Max suddenly realizes she called him by his name]
Max Dillon: Wait! She remembered my name!
[as he goes to follow her out of the elevator the doors close in his face]


 

[Menken drives Harry Osborne to his father’s house]
Donald Menken: Welcome home.
[they walk up to Norman Osborn’s bedroom door]
Donald Menken: It’s dark in there. Your eyes will adjust. It’s better this way.
[Menken opens the door and Harry steps into the dark room which has machines helping Osborn stay alive, Harry walks over to the bed and opens the curtains and notices Osborn’s skin is discolored]
Harry Osborn: Dad.
[Harry sits by the bedside]
Norman Osborn: This is not how I imagined I would die, looking at my son and seeing a stranger. You had such potential, Harry. Such fierce intelligence, and you’re throwing it all away.
Harry Osborn: No, you threw me away. You kicked me off to boarding school when I was eleven. On my sixteenth birthday you sent me scotch, or one of your assistants did. I’m pretty sure because the card read, “With compliments, Norman Osborn.”
Norman Osborn: I don’t expect forgiveness from you anymore. I don’t believe in miracles. How could you possibly understand that you’re a child who I’d had to be sacrificed for something greater. And not just for me, for you! Are your hands started to twitch yet? When you lay awake and you feel it coming, hiding under your skin, waiting to show itself. To show you who you really are!
[Osborn coughs]
Norman Osborn: Retroviral hyperplasia. I never told you, but its genetic. Our disease. The Osborn curse. And it began at your age. Let me see it. Your hand, give it to me.
[Harry slowly gives his hand to Osborn who holds it in his claw like hands]
Norman Osborn: The greatest inheritance I can give you isn’t merely money, it’s this.
[he places a small drive in Harry’s hand]
Norman Osborn: A sum total of all my work, everything I did to stay alive. Maybe you can succeed where I failed.
[Harry holds the drive in his hand]


 

[Peter is sat in a coffee shop writing an email to his boss at the Daily Bugle with a photo of himself in his Spider-Man suit swinging away from a building]
“Dear Mr. Jameson. New pix and invoice enclosed. I think you should consider that maybe Spider-Man is trying to help. Sincerely, Peter Parker.”
[as soon as he sends the email he sees a reply from Jameson pop up with the subject heading “Wrong!!!”, just then Peter sees the news reporting Osborn’s death]
News Reporter: News just in, Norman Osborn, the legendary founder and CEO of OsCorp Industries has died. The Osborn estate has confirmed he is survived by his only son, Harry Osborn, who is the sole heir of the OsCorp corporate empire…
Peter Parker: Harry.
News Reporter: Osborn fundamentally changed the medical professions approach to human healing and effected the lives of millions.
[a footage of Norman Osborn giving a presentation is shown]
Norman Osborn: I started OsCorp because I looked at the world around me and I thought, we can do better, and we should do better. Einstein said the world cannot be changed without changing our thinking. But change isn’t just a slogan, it begins with hard work. Change begins with persistence and commitment.


 

[at OsCorp the department head is giving a speech to the employees which includes Gwen]
OsCorp Department Head: Mr. Osborn changed the world, and now it’s up to each of us to ensure that his hopes and dreams remain alive. But not today. Today…
[just then Gwen’s phone rings]
Gwen Stacy: Hello?
Oxford University: Is this Gwen Stacy?
Gwen Stacy: Yes, it is. Who’s calling?
Oxford University: I’m calling from the Oxford Scholars Program, we have some exiting news.


 

[as Dillon goes to get in the elevator to leave for the day]
Alistair Smythe: Woh. Dillon, you stay here.
Max Dillon: What?
Alistair Smythe: Theres a current flow problem in the genomics lab. Why don’t you stay and take a Look at that?
[Smythe turns to get into the elevator]
Max Dillon: But it’s my birthday. Everybody else is leaving, why do I have to stay?
Alistair Smythe: Because you’re special.
[Smythe steps into the elevator]
Max Dillon: Smythe, I mean, Mr. Smythe.
Alistair Smythe: Happy birthday.
[the elevator doors close and Max is left alone]


 

[Max enters the lab where there’s large tanks with eels floating inside]
Kari: Bio electrogenesis. The generation of electricity by living organisms to prevent…
[to the eels floating in the large tanks]
Max Dillon: Hey, guys. At least somebody’s partying.
[he looks at the monitor displaying Kari and it sees the screen cutting out, he looks up to see wires sparking]
Max Dillon: You’re just a little sick. Mm-hmm, I got your medicine though.
[he starts climbing up the steps to get to the wires hanging from the ceiling]
Max Dillon: And on my birthday. After all I’ve done for this company, designed and created.
Kari: Warning…
Max Dillon: I know. I bet you didn’t know it was birthday, huh, did you, Kari? Think you could sing Happy Birthday for me? Well, I’ll just have to sing it for myself.
[he calls one of his colleague’s for assistance]
Max Dillon: Gilbert?
Gilbert: What?
Max Dillon: It’s Max. Can we shut down, uh, power on sector, uh, thirty-two, please?
Gilbert: Forget it, I’m out the door.
Max Dillon: What do you mean? Listen, I’m up here, it’s dangerous.
Gilbert: Sorry, Max.
[the line goes dead]
Max Dillon: Hello?
[there’s no reply]
Max Dillon: Alright, I’ll do it myself. And I’ll sing Happy Birthday to myself.


 

[Max climbs onto the edge of railing to get to the wires and starts to repair them]
Max Dillon: Happy Birthday, to me. Happy Birthday, dear Max. Happy Birthday, to me.
[he holds the end of the two detached wires and attaches them to each other as he goes to put them in place suddenly he gets electrocuted, loses his balance and falls into the eel tank where the eels attack Max and he mutates into a living electric generator]
Kari: System restored. Have a nice day.


 

[Harry is in a meeting with the OsCorp board members]
Donald Menken: Harry, OsCorp’s been under intense public scrutiny in the wake of Dr. Connor’s recent, uh,  breach of trust.
[Harry twirls the drive Osborn had given to him before he died in his hand]
Harry Osborn: You mean people are pissed off cause he tried to turn everyone in New York City into giant lizards.
Donald Menken: Given that, all the animals hybrid programs he was involved in were destroyed to restore investor confidence.
Harry Osborn: Ah, that is the Osborn way. Whatever’s inconvenient around here just get rid of it, right?
Donald Menken: Much of that scrutiny may fall on you now. We felt that plausible deniability was your best option.
Harry Osborn: Sure, sure. I get it. Twenty year old kid, two hundred billion dollar company. What was Dad thinking? I mean, you’re all lawyers, right? Surely someone must have questioned his sanity in the end. Someone must have thought about having him declared legally incompetent, it would have made this conversation a lot easier…
Donald Menken: Harry…
Harry Osborn: It’s Mr. Osborn. We’re not friends.


 

[Harry notices his father’s assistant, Felicia, at the end of the meeting table]
Harry Osborn: Hi. You were his assistant, right?
Felicia: Mm-hmm.
Harry Osborn: What’s your name?
Felicia: Felicia.
Harry Osborn: Felicia, from now on everybody at this table works for Felicia, because Felicia works for me. Would anybody like to speak up?
[there’s an uncomfortable silence around the meeting room table]
Harry Osborn: Well, good. Then you can all keep your jobs a little longer.
[they are then interrupted by the butler entering to speak to Harry]
Osborn Butler: Sir, there’s a Peter Parker here to see you.
Harry Osborn: Felicia, I want to see every file on this list. Every single one.
[Harry follows the butler out of the room]


 

[Harry notices Peter waiting at the bottom of the steps by the front door]
Harry Osborn: Peter Parker. It’s like seeing a ghost.
Peter Parker: Hi, Harry.
Harry Osborn: Random, what ten years?
Peter Parker: It’s eight. Close.
Harry Osborn: What’s up?
Peter Parker: I saw the news, man. I heard about your Dad and I wanted to come and, just wanted to come and see you and check that, to see how you’re doing.
Harry Osborn: I’m, uh, I’m with some people. I’m in a, I’m in a meeting.
Peter Parker: I’m sorry. Um, I don’t want to intrude. I know it’s been a long time and I kind of know exactly what you’re going through right now. And you were so there for me when my parents, that’s why I’m, I’m here for you.
Harry Osborn: Thank you.
[there’s an awkward silence]
Peter Parker: It’s good to see you, man. It’s good to see you.
[Peter starts walking towards the front door]
Peter Parker: I’m sorry about your Dad.


 

[as Peter goes to leave]
Harry Osborn: You’ve got your braces on.
[Harry chuckles]
Harry Osborn: Now there’s nothing to distract from your unibrow.
[they both laugh]
Peter Parker: There he is. There he is. Do you still blow dry your hair every morning?
Harry Osborn: Um, you know, one of my man servants holds the hair dryer, but I work the comb. Okay, so, at least I’m not completely helpless.
[Peter goes over to Harry and they embrace each other]


 

[Peter and Harry take a walk in the park as they catch up]
Harry Osborn: After graduation I went to Brazil then Singapore.
Peter Parker: That’s right, yeah.
Harry Osborn: Yeah. And then Europe, you know? I went to Europe.
Peter Parker: I saw you.
Harry Osborn: What do you mean you saw me?
Peter Parker: I saw you in some magazine with some French supermodel. You know what I’m talking about?
Harry Osborn: Yeah, yeah. I do.
[they both laugh]
Harry Osborn: The whole model thing is so exhausting.
Peter Parker: I know.
[they laugh again]
Harry Osborn: What?


 

Harry Osborn: You got a lady?
Peter Parker: Uh, that’s a question. That’s a question.
[Peter pauses before continuing]
Peter Parker: No, I don’t. Yeah. I don’t know, it’s, uh, I don’t know. It’s complicated.
Harry Osborn: Yeah, I don’t do complicated.
Harry Osborn: Uh, what’s her name? Who is she?
Peter Parker: Her name’s Gwen. Gwen Stacy.
Harry Osborn: Gwen Stacy.
Peter Parker: She works for you.
Harry Osborn: Really? She works for me?
Peter Parker: At OsCorp. She does work-study at OsCorp.
Harry Osborn: Is she a model employee?
[they both laugh]


 

[Peter and Harry are throwing pebbles into the river]
Harry Osborn: When my father sent away me I tried to forget everything about this place. I guess that kind of included you.
Peter Parker: You ain’t got to explain anything to me, man. We both got dumped.
Harry Osborn: Did you ever figure out why your parents bailed?
Peter Parker: My Dad left a briefcase. That’s all I got, a briefcase full of junk. Whatever, I don’t know. I try not to think about it.
Harry Osborn: How’s that working out for you?
Peter Parker: Perfectly.
[Peter throws a pebble across the water, it bounces off the water several times before sinking]
Harry Osborn: Nice arm!
Peter Parker: It’s just the wrist, that’s all. Just all in the wrist, buddy. You could do it too, if you just strengthen up that…
Harry Osborn: Yeah, right.


 

[we see black van parked nearby monitoring Peter and Harry’s conversation]
Harry Osborn: You got to admit though, things have gotten crazy around here, man. Giant lizards, and… Spider-Guys.
Peter Parker: Just one guy, just one Spider-Man, or woman. We don’t know for sure.
Harry Osborn: Whatever, dude. He wears spandex to rescue kittens from trees. I’m so impressed.
Peter Parker: I like to think he gives people hope.
Harry Osborn: For what?
Peter Parker: Maybe eventually everything’s going to be alright.
Harry Osborn: Yeah, I just wish I had time for eventually.


 

[in the van Menken and his goon look at a picture of Max]
Donald Menken: Who was he?
Man in Black Suit: Maxwell Dillon, electrical engineer. No associates or friends to speak of. He submitted specs for the grid, that we appropriated. The guy was invisible.
Donald Menken: Wall Street’s nervous enough with that child Harry taking over. We’ve got to find a way to get him out. In the meantime, if the press gets hold of this accident, our stock will crater. So make sure that this Mr. Dillon stays invisible. This could prove useful for us in the future.
[we see Max’s corpse laid out in a lab, suddenly in the midst of electrical interference, Max’s body reanimates in a shower of sparks, then electrical tools jump to life as Max uses his power, he then grabs a trousers and a hoody and stumbles out of the lab]


 

[as Peter is walking home he gets a call from Gwen]
Peter Parker: Hey.
[later as Gwen waits to meet him, Peter notices her from across the street and starts walking over to her crossing the busy street and a car nearly hits him]
Man in Car: Move over! Get out of the street!
[he finally makes it over to Gwen]
Peter Parker: Hey.
[they smile at each other]
Gwen Stacy: Hi.
Peter Parker: You look amazing.
Gwen Stacy: I’m sorry for the spontaneous hour, but it was kind of…
Peter Parker: No, I know. Spontaneous, it’s alright. You know?
Gwen Stacy: Well, I just figured it was time. You know? Time that we try to be friends.
Peter Parker: Yeah. Friends. Yeah, that’s okay.
Gwen Stacy: I just don’t want us to be complicated.
Peter Parker: I was just saying that to someone, I hate complicated.
Gwen Stacy: Keep it simple.
Peter Parker: Okay. Great. Great. Yeah, yeah, yeah. Alright.


 

Peter Parker: Well, I mean,if, uh, if we’re going to be friends, then we got to, we got to establish some ground rules
Gwen Stacy: Some ground rules?
Peter Parker: Yeah. Some ground rules.
[Gwen laughs]
Peter Parker: Like that.
Gwen Stacy: Like what?
Peter Parker: That laugh, that laugh. That’s off the table.
Gwen Stacy: My laugh is off the table?
Peter Parker: That laugh is off the table. You got to figure out a more annoying laugh.
[Gwen tries to do an annoying laugh]
Peter Parker: That’s still adorable.
Gwen Stacy: That was not adorable. That wasn’t adorable.


 

Gwen Stacy: Okay I have a ground rule.
Peter Parker: Oh, good.
Gwen Stacy: Um…
Peter Parker: What is it?
Gwen Stacy: Uh, don’t tell me that I look amazing with your big brown doe eyes. Okay? I’m really serious about that one.
[Emma rubs her nose]
Peter Parker: Oh, no.
Gwen Stacy: What?
Peter Parker: I just figured out the next ground rule.
Gwen Stacy: What?
Peter Parker: No more of this…
[he rubs his nose like she just did]
Peter Parker: No more, no more of this nose rub you do.
Gwen Stacy: This.
[she rubs her nose again]
Peter Parker: Don’t think I haven’t noticed.
Gwen Stacy: What am I supposed to do? It’s allergy season.
Peter Parker: This is killing me. I got it, you’re just spitting in the face of my ground rules. I’m out.
[playfully he turns to leave]
Gwen Stacy: Come on!
[Peter walks back to her]
Peter Parker: First we get ice cream, and then I’m out.


 

[as Max steps into the street the car alarms start going off, he touches the head light on one car and sucks the electricity out of it, then he looks up and sees the city as a matrix of electrical energy and starts heading towards Times Square; back to Peter and Gwen eating ice cream as they walk]
Gwen Stacy: Um, yeah. So I did that, and I got completely addicted to this place that has Korean meatballs.
Peter Parker: Yeah.
Gwen Stacy: Have you been there?
Peter Parker: No, I don’t know.
Gwen Stacy: It’s mind blowing.
Peter Parker: It’s the place on 6th. I know, you love it there.
Gwen Stacy: How do you know that?
[Peter looks away trying to avoid answering the question]
Peter Parker: Hm?
Gwen Stacy: How do you know I love it there?
Peter Parker: Cause, um, cause you told me.
Gwen Stacy: It just opened last month.


 

Gwen Stacy: Have you been following me?
[Peter doesn’t reply]
Gwen Stacy: I knew it. How often?
Peter Parker: Just once a day, sometimes. Sometimes more.
Gwen Stacy: Oh, boy. Why? To make sure I’m safe?
Peter Parker: Yeah. And because it’s the closest I can get to being with you.
[Peter leans close to her and touches his forehead to hers]
Gwen Stacy: I’m moving to England.
[Peter looks at her in shock]
Peter Parker: What?
Gwen Stacy: Yeah. I’m, I have a, um, I’m up for a scholarship to Oxford in molecular medicine, and it’s between me and this other kid. And there’s this oral exam that we have to do and he’s like a freshman in college, but he’s fourteen and, um, and it’s, it could be him, but it might be me. I hope it’s me. And I’m going to go to, going to be moving to England.
Peter Parker: Wow.
Gwen Stacy: Yeah. And I’m really excited.
Peter Parker: That’s, uh, England.
[just then Peter’s spider sense triggers, he turns to looks to Times Square, then as Gwen turns to Peter she sees he’s gone leaving only his shoes behind]


 

[in Times Square Max grabs a power outlet to draw in the energy, a cop notices him and calls for back up]
Times Square Cop: Mason, I need a ten-eighty-five. Send out units to the south end
corner of Duffy Square.
[to the people walking near Max]
Times Square Cop: Everyone, get out the way, please! Get out the way!
[the people around Max quickly back away]
Times Square Cop: Sir! Get your hands away from the cables, right now! Sir, get your hands away from the cables! Let me see your hands, please!
[as Max looks at he cop the cop draws his gun and points it at Max]
Times Square Cop: You stay right where you are! Do not move!
[Max stands and starts to back away]
Times Square Cop: Freeze! Get down, on the ground!
[as Max steps into the street suddenly a big truck bounds towards him beeping its horn, Max inadvertently flips a big truck with his electromagnetic powers]


 

[Max is suddenly surrounded by police cars]
Times Square Cop: Get down on the ground, now!
[Max looks round with fear]
Times Square Cop: Get down on the ground, now!
Max Dillon: It’s not my fault! Stop! Please…
Times Square Cop: Repeating. Get down on the ground, now! For your own safety…
[Max suddenly notices himself on the big TV monitors around Time Square]
Max Dillon: Oh, my God. They see me. They see me. They see me. They see me.
[one of the cops starts dropping tear gas near Max]
Max Dillon: No!
Times Square Cop: On the ground, now!
Max Dillon: No, stop! Don’t do that! Please! Wait, it’s not my fault! It’s not my fault! I said stop!
[as the gas starts to overwhelm him Max’s emotions explode triggering a wave of energy that flips the squad cars, just as one car is about to land on a cop, Peter swing in and catches the car in time]
Peter Parker: I’m glad you’re not one of those cops that rides a horse.


 

[the cops start shooting at Max, but Max’s powers just deflect the bullets]
Swat Team Leader: All team members, hold your fire and wait for my call!
[Peter throws the cop car aside]
Swat Team Leader: Hold your fire! I repeat, hold your fire and stand down!
[the cops stop shooting at Max]
Max Dillon: Stop. Stop it.
Peter Parker: Yoh, Sparkles!
[Max looks over to Peter]
Peter Parker: Hey, how are you doing?
Max Dillon: That’s you?
Peter Parker: Yeah, I know it’s me! Who are you?
Max Dillon: You don’t remember me?
Peter Parker: No, should I?
Max Dillon: I walked into the street, the car almost hit me. You swung me up, you saved me! You said you needed me.
Peter Parker: The guy, you’re the guy with the blueprints.
Max Dillon: Yes, blueprints.
Peter Parker: Yes, I remember you. Of course I remember you, you’re my eyes and ears.


 

[Peter starts walking towards Max]
Peter Parker: Uh, what’s, what’s your name again?
Max Dillon: How could you forget me?
Peter Parker: No, I do. I know it. I know it, don’t tell me.
Max Dillon: It’s Max.
Peter Parker: Is it Max?
Max Dillon: Yes.
Peter Parker: I’m sorry, I didn’t recognize you with the, you look different. How are you?
Max Dillon: I don’t know what’s going on with me.
Peter Parker: I can see that. I can, I believe you.
Max Dillon: It’s strange. The power, that I got so much, I got so much anger.
[we see Gwen making her way through the crowd to watch what’s happening]
Peter Parker: I can see that. I can see you don’t want to be here. I can see you’re scared. I can see you don’t know what’s happening to you. I can see that you don’t want to hurt anybody. You’re going to be alright.
[at the same time we see a sniper aiming to shoot at Max from above a building]
Sniper: I’ve got a clear shot. Standing by.


 

Max Dillon: I don’t want them shooting me anymore.
Peter Parker: They’re not going to shoot you.
[to the cops]
Peter Parker: You guys, this is my buddy Max! I told you about Max. No one shoots at Max!
[as she watches on the monitors with worry]
Gwen Stacy: Please.
[to Max]
Peter Parker: You and me, okay? It’s just between you and me talking…
[as Max takes a step towards Peter there’s a surge of electricity]
Peter Parker: Woh! Stay right there, stay right there. Just be careful with the grid and the electricity. Just…
Max Dillon: I just, I just wanted them to all see me.
[to the sniper through his radio]
Lead Officer: If he makes a move, you take that shot.


 

Peter Parker: How about you come with me, we’ll go somewhere, we’ll talk away from these people, okay?
Max Dillon: Yeah. I guess…
[as Max takes a step back his body produces a surge of electricity which immediately makes the sniper shoot at him]
Peter Parker: No! Stop! Stop!
[in a surge of anger Max uses his power to take the sniper down, Peter goes to stop him by using his web but Max deflects it and uses his powers on Peter to throw his aside, then as one of the giant monitors is about to drop on a cop Peter manages to save the cop by using his web to pull him aside, the crowd cheers for Peter]
Crowd: Spidey! Spidey! Spidey! Spidey…
[Max starts hearing the crowd calling him names]
Man in Crowd: You stupid freak!
[Max sees the crowd booing him]
Woman in Crowd: Electro dummy!
[as Max watches the crowd his inner dialog goes into overdrive]
Max Dillon: He lied to me, he shot me…
[to the crowd]
Max Dillon: Shut up!
[Max notices the big monitors are now showing Peter]
Max Dillon: You’re so selfish.


 

Peter Parker: Stay with me Max.
Max Dillon: You set me up.
Peter Parker: No, I didn’t set you up.
Max Dillon: You lied to me!
Peter Parker: No, I’m trying to help you! Let me help you!
[Max suddenly touches the power grid on the ground sending a surge of electricity across the street which throws Peter in the air, but Peter manages to use his web to save the people standing nearby before they get electrocuted, the crowd cheers for Peter again]
Max Dillon: It’s my birthday, now its time for me to light my candles!
[he uses his power to try and take down Peter, but Peter deflects all his shots, getting angry Max grabs some electrical cables, jacks them into his chest which sucks the electricity into his body taking all the light out of Times Square, then Max starts blasting his power across Time Square tearing to shreds sending the crowd running for their lives]

 


Total Quotes: 114

 




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