The Amazing Spider-Man 2 Best Quotes

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. Amazing Spider-Man 2 (2014) 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 Quotes:

'We have to be greater than what we suffer.' - Gwen Stacy (The Amazing Spider-Man 2) Share on X

Best Quotes

Mary Parker: [after they’ve left young Peter with May] 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. Never feeling safe. We can’t do that to him.
Mary Parker: He’s just a little boy.
Richard Parker: I know. I know. It’s going to be okay.

G-5 Co-Pilot: [as the Parkers are escaping on a private plane] They say you’re a genius.
Mary Parker: Richard!
G-5 Co-Pilot: Not if you thought you could escape.
[after which the their plane is hijacked and it crashes, killing the couple]

Pedestrian: Spider-Man!
Peter Parker: [as he swings past a street full of people] Hello, pedestrians!

Peter Parker: Knock, knock. Mr. Criminal? 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?

Peter Parker: as Sytsevich goes to punch Peter] Not a shaker? Are you a hugger?
Aleksei Sytsevich: I’m a killer!

Peter Parker: [to Sytsevich] You having a problem with your gun? Let me help you out with that.

Peter Parker: [as he helps Max up] Okay. There you go. You okay? You alright?
Max Dillon: You’re Spider-Man.
Peter Parker: Costume gives it away, huh?

Peter Parker: [referring to the blueprints] These looks pretty important, Max.
Max Dillon: Max? 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.

Peter Parker: [to Max] Listen to me. Now, I need you. You’re my eyes and ears out here.

'Maybe everyone has a part of themselves they hide. Even from the people they love.' - Aunt May (The Amazing Spider-Man 2) Share on X

Gwen Stacy: [doing her graduation speech] 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. And 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?

Aunt May: [referring to Peter graduating] Sweetheart, I’m so proud of you. I know the first thing that your Uncle Ben would say.
Peter Parker: Yeah, I know too. “You better hurry up, the party’s over.”
Aunt May: No.
Peter Parker: “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: What do you mean, no?
Aunt May: Ben told me he made it up.

Gwen Stacy: Did your did your traffic jam have anything to do with the Russian Mob and machine guns by any chance? Why didn’t you just tell me?
Peter Parker: Because, what am I going to do? You’re about to do your speech.

Gwen Stacy: [as they plan to meet later] 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.

'Don't just follow the path, make your own trail.' - Aunt May (The Amazing Spider-Man 2) Share on X

Captain Stacy: [as Peter remembers what he told him] 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.

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 don’t know what to do. 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 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: Then why isn’t that enough?
Peter Parker: Because what if something happens to you, just like it happened to him because of me?

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: If 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.

Radio Male DJ: We have a caller on the line named Max. He says he knows Spider-Man.
Max Dillon: Listen, I’m upset. Spider-Man, to me, is being misunderstood. He’s a very, very good person. He’s protecting us. Not only that, but he saved my life one time. We sort of became best friends.

'What makes life valuable is that it doesn't last forever. What makes it precious is that it ends.' - Gwen Stacy (The Amazing Spider-Man 2) Share on X

Peter Parker: [as May is about to enter his room] No! You can’t come in! Stay outside! I’m so naked!

Aunt May: [as she enters Peter’s room] 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: What?!

Max Dillon: [to his fantasy Spider-Man] 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 little old me. Max. It’s amazing. But of course you would. Why wouldn’t you visit me? We’re best friends.

Max Dillon: [to his fantasy Spider-Man] What are you doing? You made me a cake? People don’t get a chance to see these small kind things 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?
Max Dillon: [as Spider-Man] I like it a lot, Max.
Max Dillon: Good. Because today is going to be amazing!

Peter Parker: Well, I sold 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 pays me a fair wage. If it was 1961, he pay me a fair wage.

'Change isn't just a slogan. It begins with hard work. Change begins with persistence and commitment.' - Norman Osborn (The Amazing Spider-Man 2) Share on X

Aunt May: I’ve been doing your laundry since you were six years-old.
Peter Parker: I understand that. I’m in college now. I think it’s time that I took care of my own dirty underwear.
Aunt May: You know what? The last time you did the laundry you turned everything blue and red! So, no!
Peter Parker: That was a mistake! Because I was washing the American flag. Can I please just…
Aunt May: No one washes the flag!
Peter Parker: I do, and I won’t anymore!

Aunt May: This is my laundry, my home, my machine! Back off! Eat your breakfast.
Peter Parker: Alright, laundry sheriff. I’ll do it later.

Norman Osborn: Don’t you realize that Oscorp is now responsible for the entire city’s energy?
Max Dillon: Oh, I do. I submitted a lot of designs for the power grid, and they used a lot of them, and I noticed that, and those power grids were designed by me.
Norman Osborn: You designed them? Sure you did. And I’m Spider-Man.
Max Dillon: [grabs hold of Smythe] You’re no Spider-Man. He’s a Leo. You’re a Sagittarius! You besmirch him again, I’m going to rip your well-groomed head off!
[we then see that Max was just fantasizing]

Gwen Stacy: [as Max holds the elevator doors open for her] Thank you. You’re a real gentleman. Most people would have just let those close.
Max Dillon: Yeah, well, most people don’t notice other people.

'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?' - Gwen Stacy Share on X

Max Dillon: [referring to Spider-Man] 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: That must be a good feeling.

Gwen Stacy: It was nice to meet you, Max.
Max Dillon: [as Gwen leaves] Wait. She remembered my name!

See more The Amazing Spider-Man 2 Quotes

Norman Osborn: This is not how I imagined I would die, looking at my son and seeing a stranger. You have 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 your childhood had to be sacrificed for something greater? And not just for me. For you! Has 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! Retroviral hyperplasia. I never told you, that it’s genetic. Our disease. The Osborn curse. And it began at your age.

Norman Osborn: [to Harry] The greatest inheritance I can give you isn’t merely money. It’s this. A sum total of all my work. Everything I did to stay alive. Maybe you can succeed where I failed.

Norman Osborn: [footage from his presentation] 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.

Norman Osborn: There’s a current flow problem in the genomics lab. Why don’t you stay and take a Look at that?
Max Dillon: But it’s my birthday. Everybody else is leaving, why do I have to stay?
Norman Osborn: Because you’re special.

Max Dillon: [to the eels floating in the tanks] Hey, guys. At least somebody’s partying.

Donald Menken: Harry, Oscorp’s been under intense public scrutiny in the wake of Dr. Connor’s recent, breach of trust.
Harry Osborn: You mean people are pissed off because 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 Osborn: Peter Parker. It’s like seeing a ghost.
Peter Parker: Hey, Harry.
Harry Osborn: Random. What, ten years?
Peter Parker: It’s eight. Close.

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

Peter Parker: I saw you in some magazine with some French supermodel. You know what I’m talking about?
Harry Osborn: Yeah. Yeah. Dude, that whole model thing is so exhausting.
Peter Parker: I know.
Harry Osborn: What?

Harry Osborn: You got a lady?
Peter Parker: That’s a question. That’s a question. No, I don’t. Yeah. I don’t know, it’s… I don’t know. It’s complicated.
Harry Osborn: Yeah, I don’t do complicated.

Peter Parker: [referring to Gwen] 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?

Harry Osborn: You know, 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.

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 kind of 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”.

Peter Parker: You look amazing.
Gwen Stacy: I’m sorry for the spontaneous outreach. It was kind of…
Peter Parker: No, I don’t. 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 great.
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: Well, I mean, if we’re going to be friends, I think we got to establish some ground rules
Gwen Stacy: Some ground rules?
Peter Parker: Yeah. Some ground rules. 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.
Peter Parker: [as Gwen tries to do an annoying laugh] 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. What is it?
Gwen Stacy: Don’t tell me that I look amazing with your big brown doe eyes. Okay? I’m really serious about that one.

Peter Parker: This is killing me. You’re just spitting in the face of my ground rules. I’m out.
Gwen Stacy: Come on!
Peter Parker: First we get ice cream, and then I’m out.

Gwen Stacy: Have you been following me? 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 still being with you.
Gwen Stacy: [as they’re about to kiss] I’m moving to England.

Peter Parker: [as he’s holding up a police car] I’m glad you’re not one of those cops that rides a horse.

Peter Parker: Hey, how are you doing?
Max Dillon: It’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 swooped me up. You saved me! You said you needed me.
Peter Parker: 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 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 believe you.
Max Dillon: It’s strange, the power. That I got so much, I got so much anger.
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.

Max Dillon: I don’t want them shooting me anymore.
Peter Parker: They’re not going to shoot you.
Peter Parker: [to the cops] You guys, this is my buddy, Max! I told you about Max. No one shoots at Max!

Max Dillon: I just wanted everyone to see me.

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 Dillon: It’s my birthday. Now it’s time for me to light my candles!
[he uses his power to try and take down Peter]

Peter Parker: [after he takes down Max] England? Really?
Gwen Stacy: Good talk.

Peter Parker: [as he’s trying to fix his web shooter] We’re going to need a bigger battery.

Harry Osborn: I need to see you.
Peter Parker: You alright?
Harry Osborn: Not really, Pete. I’m dying. But I think you can help save my life.

Harry Osborn: [referring to Richard Parker’s spider research] They never made it to human trials. It’s fourteen years of research, and nothing to show for it. Except maybe this. Spider-Man.
Peter Parker: What about him?
Harry Osborn: He was bitten by one of those things, and it worked! I don’t know how, and I don’t know why, but he can do everything else a spider can, including self-heal. I need to find him. I need his blood.

Peter Parker: Spider-Man’s blood?
Harry Osborn: It’ll save my life.
Peter Parker: It may not, Harry. It may not be that simple. You saw what happened to Curt Connors, right?
Harry Osborn: Connors was weak. This is me, Peter.
Peter Parker: I don’t think you can just set up a vein and have him donate. I mean, I’m sure he’s sensitive about people shoving needles, and…
Harry Osborn: Sensitive, sensitive. He’s sensitive. Okay, well then maybe you could just sensitively tell me where he is, and I will go ask him myself.
Peter Parker: What?
Harry Osborn: You took his picture.
Peter Parker: So?
Harry Osborn: You know him.

Peter Parker: Harry, I took a picture from a long way away. I used a long lens. I don’t know him.
Harry Osborn: I put together what you said at the river.
Peter Parker: What I…?
Harry Osborn: About how he gives people hope. Come on.

Harry Osborn: Just say yes. Don’t turn your back on me! I don’t want to end up like my father, Peter. Please. Peter, please. I can’t. Please.
Peter Parker: I’m going to try and find Spider-Man.

Gwen Stacy: [at Oscorp] Hi.
Peter Parker: Hi.
Gwen Stacy: What are you doing here?
Peter Parker: What are you doing here?

Peter Parker: You’re in trouble?
Gwen Stacy: Yeah.
Peter Parker: Who’s that guy?
Gwen Stacy: There was an accident in the genomics lab, and they’re covering it up. And I found out. That guy from Times Square last night? I met him. He was an electrical engineer in the building. And he loved Spider-Man, by the way. He was like a fanatic.
Peter Parker: I didn’t get love vibes. I got more of a “want to kill me with his electricity” vibe.
Gwen Stacy: That’s actually kind of what it’s like to love you.

Gwen Stacy: And what about you? Why are you here?
Peter Parker: Harry.
Gwen Stacy: Osborn?
Peter Parker: He’s dying.
Gwen Stacy: What do you mean?
Peter Parker: He’s dying. And he thinks the only thing that’s going to save his life is my blood, is Spider-Man’s blood. And as far as I know, if I give it to him, it could kill him.
Gwen Stacy: Or something worse.
Peter Parker: Yeah.

Peter Parker: This is the maintenance closet, Gwen. This is the most cliched hiding place you could have chosen. This is the stupidest hiding place.
Gwen Stacy: Oh, I’m sorry, I didn’t take us to the Bahamas of hiding places.

Peter Parker: Listen, listen. I got to talk to you about England, I guess, because I don’t…
Gwen Stacy: [as Peter kisses her] You just kissed me.
Peter Parker: I know. I’m sorry. I couldn’t help it. How did you like it?
Gwen Stacy: It felt a little bit rushed.
Peter Parker: I know. I know. I know.

Harry Osborn: I’m an old friend of Peter’s.
Gwen Stacy: Yeah, I know who you are. Sorry. I was kind of rushing.
Harry Osborn: No. I’m sorry he never introduced us. I thought you two had broken up.
Gwen Stacy: Oh. Yeah. Yes. We had. And it’s…
Harry Osborn: It’s complicated.
Gwen Stacy: Complicated. Yeah.
Harry Osborn: I mean, it’s Peter. Everything’s always complicated with Peter.
Gwen Stacy: Yeah. Yeah. Yeah, you’re right.
Harry Osborn: But that’s why he needs you. Right? To help him make his choices clear.

Dr. Ashley Kafka: You’ve been in a terrible accident. I’m Dr. Kafka. I’m here to help you.
Max Dillon: Of course you are, Doc. That’s why you’re preparing military grade Biostim electrodes. High intensity capacitors. The kind they make at Oscorp. All of this because you’re trying to help me.
Dr. Ashley Kafka: You are correct. I’m here to study you. To understand what you are, why you are. And I will get results. I always do.
Max Dillon: You do realize you locked me in a prison that runs on electricity? I can feel it in the walls. I can feel it in my veins. No matter what you do, Doc, you can’t contain it. It’s a force of nature. Like me.

Max Dillon: You want to know how powerful I am?
Dr. Ashley Kafka: Yeah!
Max Dillon: Well so do I! I’m dying to know, Doc. But you better make damn sure you kill me this time. Because if you don’t, I’m going to kill the light. So everyone in this city is going to know how it feels to live in my world. A world without power. A world without mercy. A world without Spider-Man. And everyone will able to see me for what I truly am.
Dr. Ashley Kafka: And who are you?
Max Dillon: Don’t you know? I’m Electro.

Peter Parker: There’s something you’re not telling me, Aunt May. Every time I mention my parents, your eyes go down. I know you’re not telling me something. You lie to me. I know you love me.
Aunt May: I don’t lie.
Peter Parker: I know you love me, but you do. Aunt May. Aunt May. You have to tell me, May. It’s my father.
Aunt May: Yes, he was your fathe. But that didn’t seem to stop him from leaving you here.
Peter Parker: I need the truth.

Aunt May: The truth is, your parents left you here, on our doorstep. And you were this little boy whose whole world was turned upside down with no explanation. We did the best we could, your Uncle Ben and I. I mean, who else was going to care for you, and protect you, and worry about you? Your father? No. I was the one who wiped your nose, and made you brush your teeth, and do your homework, or washed your dirty underwear. Me! Your stupid, non-scientific aunt, who doesn’t know how to make ends meet, who has to take nursing classes with twenty-two year-old kids so I can pay for you to go to college. And I don’t know how to do this without Ben! I don’t know how! And you’re dreaming about your perfect father, who was never here. No! No, I won’t tell you. You’re my boy. As far as I’m concerned, you’re my boy. And I won’t hurt you.

Peter Parker: I’m your boy. You’re my everything. You’re enough. You’re more than enough. That’s not what this is about. Don’t get that twisted. I love you so much.
Aunt May: I know.

Peter Parker: May, I need to know.
Aunt May: Alright. I’ll tell you everything I know. But it will hurt you.
Peter Parker: Okay.
Aunt May: A few days after the funeral, two government men came to see us. They said the genetic research that your father was doing with Norman Osborn was very valuable, and that people would pay a lot for it. And that’s why he ran off with it. They said he was a traitor. I couldn’t believe it, Peter. They told us he betrayed his best friend, all of us, for the money.

Peter Parker: [referring to his father being a traitor] It doesn’t make any sense.
Aunt May: Peter, I don’t know. For so long, I would play it over, and over, and over in my head. What had I missed? What had I missed? He was just this normal unassuming guy. He wore the same ratty lab coat for twenty years. He took the D train to work at seven every morning, came home at six every night. I don’t know. Maybe everyone has a part of themselves they hide. Even from the people they love.

Harry Osborn: I cannot believe my eyes. Spider-Man. Just the man I wanted to see. You talked to Peter?
Peter Parker: Yeah. I want to help you, Mr. Osborn. I really, really do. I can’t give you my blood. Not right now.
Harry Osborn: Excuse me?
Peter Parker: It’s too dangerous. If our blood is incompatible, you could die.
Harry Osborn: I’m already dying. Your blood can’t make me die more.
Peter Parker: But it could do something worse.

Harry Osborn: How much do you want?
Peter Parker: I don’t want your money.
Harry Osborn: Come on. Everybody wants my money!
Peter Parker: I don’t.
Harry Osborn: I thought you were supposed to save people. I thought that’s what you do, is you save people’s lives. You’re just going to let me die.
Peter Parker: I’m trying to protect you right now.
Harry Osborn: No. No, you are not. You’re trying to protect yourself.

Peter Parker: Look, we just need a bit more time to figure out something else.
Harry Osborn: I do not have time!
Peter Parker: I’m sorry.
Harry Osborn: You’re a fraud, Spider-Man!

Peter Parker: My dad, my mom, everything I thought about them? Lies! Lies, lies, lies, lies! Nothing makes sense any more. So here we are, and I got to figure out what I’m going to do with Harry. Because of course I want to save him. You know? I want to save him because he’s my best pal. And what if my blood works? But what if it doesn’t? I don’t know! I got no idea!
Gwen Stacy: Oh, God.
Peter Parker: I got nothing. I got nothing.

Gwen Stacy: Peter. Peter! What do you want to say to me? What’s the one thing? I have to go to England, Peter. It’s important to me. I mean, I don’t know. Maybe we’re on different paths right now. You know? I don’t know. Maybe we’re just going different ways. I don’t… I got to go. I got to go.
Peter Parker: Gwen. Good luck.

Felicia: Harry, I think there may be another way to get what you’re looking for. I overheard Menken talking with one of our security heads. Before they destroyed the spiders, they had the venom extracted.
Harry Osborn: What? What are you saying?
Felicia: That way they could comply with the lawsuits, but still keep the data in case it ever became useful.
Harry Osborn: Where is it?
Felicia: Somewhere in the building. Somewhere off-books called “Special Projects”.

Harry Osborn: What did you do?
Donald Menken: The more relevant question is what did you do? An employee is killed, and in your first action as CEO, you cover it up.
Harry Osborn: No, you covered it up! And then you buried him in the bughouse using my name.
Donald Menken: Ravencroft is a timeworn institution devoted to mental improvement.
Harry Osborn: You are experimenting on people in there!

Donald Menken: Progress has its stepping stones. Now, in light of your deceptive criminal actions, you’ve been, how do I put this gently? Fired.
Harry Osborn: You are not going to bury me too.
Donald Menken: Looks to me like you’re halfway in the ground already. It’s only a matter of time. You’re going to die a horrible death, like your father. The difference is, no one is going to miss you.

Richard Parker: [after Peter finds his father’s recorded video footage] My name is Richard Parker. Whatever lies will be told about me, I would like the world to know the truth. Oscorp was already a leader in genetic research when Norman Osborn made a deal with a foreign military organization to continue funding my research. And I discovered what they were going to use it for. Weapons. Biological weapons, of course. So I refused. And now, to eliminate me from the picture, Norman Osborn has falsified evidence against me in order to take control of my work.

Richard Parker: [as Peter continues watching Richard’s message] I have destroyed as much as possible from the archives. But I didn’t have time to kill all the spiders. So as a scientist, my choice is very clear now. I have to disappear. I have to get as far away from here as I can. But as a father, it means I may not see my boy again. And nothing is as important to me as my son, Peter. Nothing in this world. But I have a responsibility to protect the world from what I’ve created, and to protect him from what I know Osborn is capable of. People will say I’m a monster for what I’ve done. And maybe they’re right. I always thought that I’d have more time.
[we then see him being interrupted by young Peter calling out to him]

Harry Osborn: I’m Harry Osborn. I want to make you a deal.
Max Dillon: I should kill you.
Harry Osborn: Come on. Think bigger, Max. I’m not the one you want. You want Spider- Man. And I can give him to you. But I need something first. I need you to get me into Oscorp.
Max Dillon: Get you in? But you own it.
Harry Osborn: Not anymore. Oscorp betrayed us both. So I can’t get in there without you, and you can’t get out of here without me.

Max Dillon: You couldn’t possibly know what I want.
Harry Osborn: You submitted a design for the grid, and they stole it. And now you want it back. You just want to take back what’s yours.
Max Dillon: How?
Harry Osborn: It is all the power in the city, Max, and it’s right at your fingertips. And then once you shut down the grid, Spider-Man will come to you, and I wan you to make him bleed!

Max Dillon: Give me one reason why I should I trust you?
Harry Osborn: Because I need you!
Max Dillon: You need me?
Harry Osborn: Yes. I need you. You are my only chance that I have at surviving.
Max Dillon: You need me?
Harry Osborn: Yes. I need you. Please! Please! Please! I know what it’s like to be thrown away! Please, Max! I need you! I need you!

Max Dillon: You want to be my friend?
Harry Osborn: I thought we were already friends?
Max Dillon: I had a friend once. It didn’t work out.
Harry Osborn: Yeah. Me too.
Max Dillon: Then let’s go catch a spider.

Gwen Stacy: [as Peter listens to her message as she leaves for Oxford] I think that maybe it’s time to let this go. And that’s not because I don’t love you, but it’s actually because I do.

Harry Osborn: Oh, my. Oh, my. How the tables have turned. I know it’s hard to admit, but how spectacular a move is this? Am I right?
Max Dillon: Right as rain.
Harry Osborn: Okay. So, Fairy Godmother, it is time to grant me a wish. I want into Special…
Donald Menken: How dare you come back in here? You recalcitrant, unworthy, defective, urchin freaks.
Harry Osborn: [as Max uses his power to electrocute Menken] Oh, God! I’m sorry. That’s just not the answer we were looking for.

Peter Parker: [referring to his “I love you” message in web] Did you get my message.
Gwen Stacy: What message?
Peter Parker: The message right there.
Gwen Stacy: Oh, that! That was you?
Peter Parker: Don’t do that.
Gwen Stacy: I couldn’t make it out.
Peter Parker: I’ll tell you what it says. It says “I love you”. Because I love you.

Peter Parker: And no offense, but you’re wrong.
Gwen Stacy: I’m wrong about what?
Peter Parker: You’re wrong about us being on different paths. We’re not on different paths. You’re my path. And you’re always going to be my path. And I know there’s a million reasons why we shouldn’t be together. I know that. But I’m tired of them. I’m tired of every single one of them. We’ve all got to make a choice. Right? Well, I choose you.

Peter Parker: So, here’s my thought. England. Both of us. I’m following you now. I’m just going to follow you everywhere. I’m just going to follow you the rest of my life. I mean, they got crime there. In England.
Gwen Stacy: Yeah.
Peter Parker: They got tons of crime, it seems.
Gwen Stacy: Tons.
Peter Parker: They got Jack the Ripper. What? They haven’t caught Jack the Ripper yet. You didn’t know that?
[as Gwen kisses him the electricity power in New York goes out]

Peter Parker: [referring to Max] How am I going to stop him? Every time I get close, he fries my web shooters.
Gwen Stacy: Okay, Have you tried grounding them?
Peter Parker: Yeah, I tried everything. Rubber, plastic.
Gwen Stacy: Did you try magnetizing them?
Peter Parker: I didn’t try magnetizing them.
Gwen Stacy: Okay. Well, remember eighth grade science class? If you magnetize a nail with a battery…
Peter Parker: It holds an electric charge.
Gwen Stacy: Yes.

Peter Parker: Am I talking louder than I usually talk right now?
Gwen Stacy: Yes.

Gwen Stacy: [as they watch the city being destroyed] I’m coming with you.
Peter Parker: Gwen, you’re not coming with me.
Gwen Stacy: Yes, I am.
Peter Parker: Gwen, it’s too dangerous.
Gwen Stacy: I’m coming with you. I’ve seen the grid specs, and I know how to reset the entire system.
Peter Parker: Gwen!
Gwen Stacy: I’m coming with you! You know that you need me!
Peter Parker: Okay, shut up. You’re coming with me!

Peter Parker: [as he webs Gwen’s hand to the car] Sorry! I love you! Don’t hate me!

Max Dillon: You’re too late, Spider-Man. I designed this power grid. Now I’m going to take back what is rightfully mine. I will control everything. And I will be like a God them.
Peter Parker: A God named Sparkles?

Peter Parker: [to himself as Max tosses him into the power grid] Just shake it off. It’s just your bones, and your muscles, and your organs.

Gwen Stacy: Really? You web me to a car! What are you, a caveman?!
Peter Parker: You shouldn’t be here!
Gwen Stacy: You tie me up to go off to war? I know how to help you!

Peter Parker: You can’t be here right now! This insane!
Gwen Stacy: Okay, guess what? Nobody makes my decisions for me! Alright? Nobody! This is my choice! Okay? My choice. This is mine.

Harry Osborn: [as he realizes Peter is Spider-Man] Peter. When you said Spider-Man said no, you meant you said no.
Peter Parker: Harry, what did you do?
Harry Osborn: What you made me do. You were my friend, and you betrayed me!
Peter Parker: No. I was trying to protect you.
Harry Osborn: Oh. Look at me!

Harry Osborn: You don’t give people hope. You take it away.
Peter Parker: No, Harry.
Harry Osborn: I’m going to take away yours!
Peter Parker: No! Gwen, run!
[Harry quickly grabs Gwen and flies off]

Peter Parker: Harry, this is between you and me! You want to fight? Fight me, let her go!
Harry Osborn: Okay.
Peter Parker: [as Harry and drops Gwen from his glider] No!

Peter Parker: [after Gwen is killed] Breathe. Hey, Gwen. Hey. You’re okay. Gwen? Stay with me. Stay with me. Stay with me. Stay with me. You stay with me. Gwen. Gwen! No, please, please. Please. I can’t do this without you.
[he holds onto Gwen’s lifeless body]

Harry Osborn: [after Harry has been locked up] You’ve made progress.
Gustav Fiers: I’ve identified several worthy candidates. Now that Spider-Man’s gone, this city will never be the same.
Harry Osborn: Oh, I’m counting on that.
Gustav Fiers: Speaking of progress, you’re looking better.
Harry Osborn: It comes and goes. Tell me more.
Gustav Fiers: How many men did you have in mind?
Harry Osborn: I want to keep it small. Everything you need is already at Oscorp.

Aunt May: Too bad about that spider guy. Too bad he’s disappeared. Seems like everybody really needs him. Where you going?
Peter Parker: Eat my cereal.
Aunt May: Peter, where you going?
Peter Parker: I don’t know.

Aunt May: You know, it’s so funny. I’ve been trying to clean up around here, get organized, and I’ve been putting some of Ben’s stuff in boxes. And it’s so funny, that the heavier the box gets, the lighter I feel.
Peter Parker: You throwing his stuff away?
Aunt May: No. No. God, no. I couldn’t do that. It’s part of me. I’m just finding a better place for it. I’m going to take one last look, and I’m going to put it where it belongs.

Gwen Stacy: [as Peter watches Gwen’s graduation speech] It’s easy feel hopeful on a beautiful day like today. But there will be dark days ahead of us too. There will be days where you feel all alone. And that’s when hope is needed most. No matter how buried it gets, or how lost you feel, you must promise me that you will hold on to hope. Keep it alive. We have to be greater than what we suffer. My wish for you is to become hope. People need that. And even if we fail, what better way is there to live? As we look around here today at all of the people who helped make us who we are, I know it feels like we’re saying goodbye. But we will carry a piece of each other into everything that we do next, to remind us of who we are, and of who we’re meant to be. I’ve had a great four years with you. I’ll miss you all very much.
[Peter then puts away his father’s stuff in a box, places a framed photo of himself and Gwen on his desk, then opens his closet to take out his suit]

Peter Parker: [as Sytsevich starts stomping towards the kid] Hey, Spider-Man.
Jorge: I knew you’d come back.
Peter Parker: Yeah. Thanks for stepping up for me. You’re the bravest kid I’ve ever seen. I’m going to take care of this jerk. You go take care of your mom. Okay?

Peter Parker: On behalf of the fine people of New York City, and real rhinos everywhere, I ask you to put your mechanized paws in the air.
Aleksei Sytsevich: Never! I crush you! I kill you! I destroy you!
Peter Parker: Do you want me to come down there so you can kill me?
Aleksei Sytsevich: Yes!
Peter Parker: I’ll be right there. There’s no place like home.
[Sytsevich starts stomping towards Peter, Peter swings a manhole cover at him]

Trailer: