May Parker: I believe there's a hero in all of us, that keeps us honest, gives us strength, makes us noble, and finally allows us to die with pride, even though sometimes we have to be steady, and give up the thing we want the most. Even our dreams.
Peter Parker: [realizes he may have recovered his super-powers] I'm back! I'm back!
Peter Parker: [falls down on a car, moans] My back. My back...
Pizza 'Heist' Witness: Whoa... He just stole that guy's pizzas!
J. Jonah Jameson: [John Jameson has just been left at the altar by Mary Jane] Call Debra.
Mrs. Jameson: The caterer?
J. Jonah Jameson: Tell her not to open the caviar.
[man steps into elevator. Spider-Man is in the elevator]
Elevator Passenger: Cool Spidey outfit.
Spider-Man: Thanks.
Elevator Passenger: Where did you get it?
Spider-Man: I made it.
[pause]
Elevator Passenger: Looks uncomfortable...
Spider-Man: Yeah, it's kind of itchy...
[pause]
Spider-Man: ...and it rides up in the crotch a little bit, too.
Dr. Otto Octavius: You have a train to catch.
May Parker: Shame on you!
Peter Parker: Mr. Jameson, please, isn't there any of these shots you can use? I really need the money.
J. Jonah Jameson: Awww. Miss Brant?
Miss Brant: Yeah?
J. Jonah Jameson: Get me a violin.
Dr. Davis: Kind of makes you mad not to know who you are? Your soul disappears, nothing is bad as uncertainty. Listen, maybe you're not supposed to be Spider-Man climbing those walls? That's why you keep falling. You'll always have a choice Peter.
Peter Parker: [whispers] I have a choice.
Spider-Man: [backs away] No Uncle Ben. I'm just Peter Parker. I'm Spider-Man no more. No more...
Garbage Man: [on bringing in Spider-Man's discarded costume] Now look, uh, I think I deserve a little something for this.
J. Jonah Jameson: Give ya fifty bucks.
Garbage Man: I could get more than that on eBay.
J. Jonah Jameson: All right, a hundred. Miss Brant, give this man his money and throw in a bar of soap.
Miss Brant: Sir, your wife's on the line, she said she lost her checkbook.
J. Jonah Jameson: Thanks for the good news!
Mr. Ditkovich: Rent!
Peter Parker: Hi.
Mr. Ditkovich: Hi? What's hi? Can I spend it?
Amazed Kid: [after two kids see Peter use his "spider" reflexes] How'd you do that?
Peter Parker: Uh... Work out, plenty of rest. You know, eat your green vegetables.
Amazed Kid: That's what my mom is always saying. I just never actually believed her.
J. Jonah Jameson: Get a picture of a rancid chicken. Headline, "Food Poisoning Scare Sweeps City!"
Hoffman: [walks in] Some food got poisoned?
J. Jonah Jameson: [glares over] I'm a little nauseous, yeah!
Peter Parker: [consoling his Aunt who blamed herself for Uncle Ben's death] Aunt May, you don't have to punish yourself...
May Parker: Oh, I know I shouldn't. It's just that you wanted to take the subway, and he wanted to drive you. If only I had stopped him, we'd all three of us be having tea together.
Peter Parker: I'm responsible...
May Parker: For what?
Peter Parker: For what happened to Uncle Ben...
May Parker: But, you were at the library, you were doing your homework.
Peter Parker: He drove me to the library, but I never went in.
May Parker: What do you mean?
Peter Parker: [sobbing] I went someplace else, someplace where I thought I could win some money, to buy a car, because I wanted to impress Mary Jane. It happened so fast... I won the money, the guy wouldn't pay me, then he got robbed... the thief was running towards me... I could have stopped him, but I wanted to take revenge... I let him go, I let him get away. He wanted a car, he tried to take Uncle Ben's. Uncle Ben said no... and then he shot him. Uncle Ben was killed that night for being the only one who did the right thing. I held his hand when he died... I've tried to tell you so many times...
Spider-Man: [addressing two kids he saved from getting hit by a truck] Hey, you two. No playing in the street.
Boy Saved by Spider-Man, Girl Saved by Spider-Man: Yes, Mr. Spider-Man.
Peter Parker: [Aunt May is moving, and boxes are outside her house] Hey, where are all my comic books?
May Parker: Oh, those dreadful things? I gave those away.
J. Jonah Jameson: [to Peter Parker] Get your pretty little portfolio off my desk before I go into a diabetic coma!
J. Jonah Jameson: Guy named Otto Octavius winds up with eight limbs. Four mechanical arms welded right onto his body. What are the odds?
Boy with Mask: We've found something...
[hands Spider-Man his mask]
Boy with Mask: We won't tell nobody. It's good to have you back, Spider-Man.
J. Jonah Jameson: [speaking to his wife over the phone] Dear, we agreed to put on a wedding, not go into bankruptcy... Caviar? Who are we inviting, the czar? Get some cheese and crackers... some of those little cocktail weenies... Flowers? How much? If you spend any more on this thing, you can pick the daisies off my grave! Get plastic!
Snooty Usher: [points to Peter's shoes] Shoelaces.
[Peter kneels and ties his shoes]
Snooty Usher: Uh, you might want to...
[acts like he's straightening a tie]
Snooty Usher: [Peter straightens his tie]
Snooty Usher: That's better. Can I help you?
[brainstorming a catchy 'super-villain' nickname for Dr. Otto Octavius]
J. Jonah Jameson: What are we gonna call this guy?
Hoffman: 'Doctor Octopus'?
J. Jonah Jameson: That's crap.
Hoffman: 'Science Squid'?
J. Jonah Jameson: Crap.
Hoffman: 'Doctor Strange'.
J. Jonah Jameson: That's pretty good.
[Hoffman looks proud]
J. Jonah Jameson: But it's taken! Wait, wait! I got it! 'Doctor Octopus'.
Hoffman: But... uh...
[gives up]
Hoffman: I like it.
J. Jonah Jameson: Of course you do. 'Doctor Octopus'. New villain in town: 'Doc Ock'.
Hoffman: Genius.
J. Jonah Jameson: What, are you looking for a raise? Get out!
[as he drops aunt May]
Dr. Otto Octavius: Butterfingers!