Spider-man 4: Where does the story go from here?

TheWrathOfGod

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Yeah I plagiarized the title from the Batman 3 page, but this needs to be discussed…

Here’s a script for SM4 that I wrote shortly after the third film came out (mind a few typos):


“The Amazing Spiderman”
U.S.A alternate titles “Spiderman 4”, “Spiderman: Maximum Carnage.”
Directed by: Sam Raimi
Based upon characters by: Stan Lee and Mark Bagley
Music by: Danny Elfman and Christopher Young
Starring:
Tobey Maguire as PETER PARKER/ SPIDERMAN
Kirsten Dunst as MARY JANE WATSON (PARKER)
Bryce Dallas Howard as GWEN STACY
Dylan Baker as DR. CONNORS/ THE LIZARD
Unknown as CLETUS KASADY/ CARNAGE
James Cromwell as CAPTAIN STACY
J.K. Simmons as J. JONAH JAMESON
Rosemary Harris as AUNT MAY
Joe Manganiello as FLASH THOMPSON
Bill Nunn as ROBBIE ROBERTSON
Elizabeth Banks as MISS BRANT
Ted Raimi as HOFFMAN













OPENING CREDITS:
Cue Columbia Pictures and Marvel logos, Spiderman theme fades in. The main credits start off with the Camera swinging through a CGI rendered New York City. The Camera swings though major locations in the Manhattan area where previous Spiderman films have taken place. When we swing past a location we see still frame drawings from previous movies (Alex Ross esque Cartoons). We go by the George Washington Bridge and see clips of the Green Goblin from Spiderman (Animated). Then we swing past a shipping yard and see clips of Dr. Octopus from Spiderman 2 (Animated). The credits continue and we go by a church, we see an animated sequence of Spiderman ripping of his black costume and the symbiote falling on Eddie Brock. We swing past a recently constructed building and we see a slight recap of the last fight scene in Spiderman 3 (Animated). The audience sees Spiderman throw a pumpkin bomb into the symbiote and Eddie Brock jumping in. We see Eddie Brock/Venom explode in an animated sequence and we can clearly see that Eddie Brock is dead. The audience then sees a dying Harry Osborn in the arms of Mary Jane Watson and Peter Parker (Animated). We then cut to an animated Spiderman swinging in New York and the animated figure turns into live action Spiderman. We see a full CG model of Spiderman and the audience begins to hear church bells. The Camera zooms in on the Spider symbol on Peter’s chest and the sound of the bells brings us into the first scene. END OPENING CREDITS.

EXT. OUTSIDE OF CHURCH- SPRING DAY
We see a church bells ringing on a spring day, PETER PARKER and MARY JANE WATSON are going to get married. Outside the front of a gothic style church we see a crowd of people waiting patiently. We then see AUNT MAY, the crew from the daily bugle (J.J.J., ROBBIE ROBERTSON, HOFFMAN, MISS BRANT) and others in attendance. J.J.J. is accompanied by his WIFE. CAPTAIN STACY and GWEN STACY are present at the wedding. GWEN STACY is standing next to FLASH THOMPSON and the two have started to date. We see that FLASH inexplicably has a broken arm. AUNT MAY is talking to a group of people while waiting for the bride and groom to show up. AUNT MAY is standing next to ANNA WATSON, her best friend and MARY JANE’S Aunt.

GWEN STACY
“Anna showed me the gown, Mrs. Parker. It’s stunning!”

AUNT MAY
(Laughing)
“Well, you don’t need to thank me. Mary Jane has very good taste in tailors”


ANNA WATSON
(Interrupting)
“So tell me Gwen, how long have you known my Niece?”

ANNA WATSON gives FLASH THOMPSON a dirty look and waits for GWEN to reply.
GWEN STACY
“Well, I know Peter from school and along the way I met MJ. They’re great friends to have.”

FLASH
“Gwen just likes MJ’S shoe collection, that’s the only reason why they hang out at all.”

ANNA WATSON
“Do I sense a hint of jealousy Flash Thompson? Your not still upset about Mary Jane leaving you?”

FLASH
(Half joking)
“MJ’S a great friend, but she’s not the type of girl you wanna date. Come to think about it, neither is Gwen.”

GWEN elbows FLASH in the side and we see ANNA WATSON let out a small laugh. We cut to J. JONAH JAMESON talking to CAPTAIN STACY.
J.J.J
“That’s right. I taught Peter everything he knows. That kid would be on streets eating dirt if it weren’t for me.”

CAPTAIN STACY and his WIFE look amused and nod as JAMESON is going on. We see AUNT MAY look at her watch.

AUNT MAY
“I don’t understand. I called Peter five minutes ago and there was no answer.

JAMESON’S WIFE
“Do you think they got cold feet?”

J.J.J
“I don’t know, dear. I thought Peter was made of sterner stuff.”

We see a Taxicab race down the street and make a screeching stop. Mary Jane is in her wedding gown and throws the driver some change. She rushes towards the group of people.


MARY JANE
(Oblivious)
“Sorry I’m late! I had to make sure that my hair was just perfect…Peter?”

Mary Jane looks around for Peter.

AUNT MAY
“I..I’m afraid he isn’t here yet, dear.

J.J.J
(Whispering to wife)
“Serves the girl right for standing up John…”

J.J.J’S WIFE
(Whispering back)
“You know how John was…he was such a dog sometimes…”

MARY JANE
“He….he’s not?”

GWEN STACY
“Gosh, MJ, I…. I’m sure there’s a reason.”

EXT. NEY YORK CITY STREETS-DAY
Immediately we cut to SPIDERMAN following a white van at very high speeds. Police cars peruse the van and can’t keep up
as fast as SPIDERMAN can.
SPIDERMAN
(Narrating)
“There is no good reason, that’s exactly what MJ would say if she saw me now. These guys picked the perfect day to knock off a Jewelry store.”

We see SPIDERMAN close in on the white van full of thugs. We then see a shot inside the van. There are three THUGS with automatic weapons and shotguns inside.

THUG 1
“I’d hate to tell you this guys….but the spiders on our tails!”

THUG 2
“The spider…that chump….my grandmother can hit harder than he can.”



The THUG looks in his side view mirror and doesn’t see anything. Then we see SPIDERMAN pull the Thug out of the van.

THUG 1
(Driving)
“Get this freak offa me!”

The other THUGS caulk their guns and start to shoot at SPIDERMAN. The group of police cars have started to catch up to the van.
SPIDERMAN
“Well then granny must have been drinking her milk.”

SPIDERMAN punches the thug and throws him off of the van. He makes a net out of webbing to catch the thug.

EXT. OUTSIDE OF CHURCH-SPRING DAY
The audience is taken back to the church where we see a very angry MARY JANE WATSON waiting for Peter.

MARY JANE
“There is no good reason why he’s late! (Whispering) even if he is Spiderman.”

EXT. NEW YORK CITY-DAY
We cut back to SPIDERMAN on top of the white van. The vehicle is speeding out of control and is about to hit an old woman crossing the street. One of the THUGS is trying to steer the car from the passengers seat. We see the other THUG watching what’s going on.
THUG 2
(To THUG 3)
“Well don’t just sit there! Squash that bug!”

SPIDERMAN then jumps through the open drivers window and kicks THUG 2 out of the van. SPIDERMAN slams on the breaks stopping inches away from the old woman crossing the street. The old woman doesn’t notice the van and continues crossing the street.
SPIDERMAN
“You’re welcome would be nice.”

THUG 3 hits SPIDERMAN in the back of the head with his shotgun. SPIDERMAN reacts by holding his head and hitting THUG 3 without looking back. THUG 3 collapses and is unconscious. SPIDERMAN gets out of the van to see that the police cars have finally caught up. SPIDERMAN is still holding his head.

POLICE OFFICER
“Thanks Spidey, we woulda never caught these guys if it weren’t for you.”

SPIDERMAN
“Don’t mention it.”

SPIDERMAN picks up a burlap bag full of diamonds and tosses it to the police. SPIDERMAN swings away from the scene and off to the wedding. The Police officers look into the bag and see thousands of diamonds.

EXT. OUTSIDE OF CHURCH-DAY
Cut to a diamond ring being held by PETER PARKER. PETER puts the ring in his pocket and runs towards the church.

PETER
“M.J.! Sorry I’m running behind! I,..uh, had a little trouble getting dressed.

PETER stops by a staircase and puts his shoes on. MARY JANE smiles and laughs at Peter putting on his shoes.

MARY JANE
“So..if it wouldn’t be too much to ask. I’d like to get married now Peter Parker.

We see that there is a hole in PETER PARKER’S jacket pocket and the ring falls out. FLASH THOMPSON picks it up and puts it in his pocket instead of giving it to PETER. The group of people finally enters the Church.

INT. CHURCH-DAY
We cut to a close up of MARY JANE and PETER PARKER standing at an alter. GWEN STACY is MARY JANE’S maid of honor and FLASH THOMPSON is PETER’S best man. We see a shot of J. JONAH JAMESON sitting next to his wife in the Church.

J.J.J.
“I doubt if it’ll last.”

MRS. JAMESON slaps JONHA’S knee and looks annoyed. She then watches the ceremony intently. We see AUNT MAY sitting next to ANNA WATSON and they are both crying and wiping their tears away with matching handkerchiefs. We see the PRIEST (BRUCE CAMPBELL) stumble out and onto the alter. The PRIEST looks drunk and can barley keep himself standing. The PRIEST is wearing Elvis sunglasses and looks like he just got back from Las Vegas.
PRIEST
(Mumbling)
“We are gathered here today to witness the coming together of two people…uh. What are your names?”

PETER PARKER and MARY JANE WATSON look confused and then stare at each other in amazement.

PETER
(Annoyed)
“Peter Parker and Mary Jane Watson…”

PRIEST
“Do you Peter Porker take Mary Jean Wonton as your awfully wedded wife?”

PETER looks into MARY JANES eyes and MARY JANE has never looked more beautiful.

PETER
“I, do.”

PRIEST
(Whispering)
“Hey, kid where’s the ring?”

PETER
“Oh, it’s right here.”

PETER feels around in his pocket and can’t find the ring. He realizes that there is a hole in his pocket. FLASH goes up to PETER and hands him the ring.

FLASH THOMPSON
“What would you do without me Pete?”

PRIEST
“Put it on her finger.”

PETER
“What?”

PRIEST
“The ring numb nuts.”

PETER slips the ring on MARY JANE’S finger and MARY JANE blushes.

PRIEST
“Do you Mary Jean Wonton take Peter Perkins as your lawfully wedded husband?”

MARY JANE smiles at PETER and seems almost as if she were in High School again.

MARY JANE
“I, do.”

MARY JANE places a cheap silver ring on PETER’S finger and looks like she’s about to cry.

PRIEST
(Rushing)
If there are no objections, by the powers vested in me by the sovereign state of New York…I now pronounce you husband and wife! You can kiss the bread.”

MARY JANE and PETER share their first kiss as husband and wife and seem extremely happy. We hear wedding bells and we see that the PRIEST has fallen asleep. MARY JANE and PETER PARKER exit the Church.

EXT. OUTSIDE OF CHURCH-DAY
We see confetti fly as PETER and MARY JANE exit the Church. CAPTAIN STACY shakes PETER’S hand and AUNT MAY interrupts.

AUNT MAY
“If only Uncle Ben could see you now. You’ve truly grown into the man we expected you to be.”

PETER PARKER
“That means a lot Aunt May.”

AUNT MAY hugs PETER and pats him on the back. MARY JANE is talking to GWEN STACY and looks back at PETER. FLASH THOMPSON grabs both PETER AND MARY JANE and flags down a taxi. FLASH shoves them into the taxi and talks to the cabby.

FLASH THOMPSON
“Take em’ to the nearest motel chief!”

The cabby laughs and looks back at the recently married couple. PETER and MARY JANE are also laughing and wave out of the window as the taxicab speeds off. We see the crowd of people clapping and waving goodbye to PETER and MJ.

INT. BAGLEY LABS (EMPIRE STATE UNIVERSITY)-NIGHT
We see a complex lab area filled with equipment and reptiles in cages. DR. CONNORS is sitting next to a male scientist looking into a microscope. We see that DR. CONNORS right arm is missing and is covered by a button on his shirt.

SCIENTIST CHANG
“Are you ready for the DNA sample to be added Curt?”

DR. CURT CONNORS
(Looking into the microscope)
“Yeah, I think it’s finally going to work this time Chang.”

We see SCIENTIST CHANG add a drop of some organic liquid into a Petri dish with a syringe and back up slowly.

DR. CONNORS
“It looks like it’s regenerating the old cells just as before. It just needs to be more stable.”

SCIENTIST CHANG
“Adding stabilizing agent.”

SCIENTIST CHANG adds another substance to the mixture of compounds.

DR. CONNORS
“Just hold together, this one time.”

We see a computer monitor with the microscopes image on it. We can see cells start to die in a matter of seconds.

DR. CONNORS
“Damn it! I can’t figure out why it destabilizes. There has to be something that can help in the regeneration process. Something that will bond with the DNA.”

SCIENTIST CHANG
(Exhausted)
“I think we should call it a night Doc. My wife’s gonna be worried sick.”

DR. CONNORS
“Go on ahead Chang. I’ll see you in the morning.”

SCIENTIST CHANG
(Yawning)
“Don’t stay up too late Curt.”
DR. CONNORS
(Biting on a pencil)
“Yeah, uh hu.”

We see SCIENTIST CHANG leave the lab and close the door. We see a green light shining on DR. CONNORS’ face as he tries to figure out the problem.

DR. CONNORS
“There has to be something that can bind this stuff together. Something to keep it stable.”

DR. CONNORS looks tired and rubs his eyes. He gets up and walks around the lab area. We see a lizard open its mouth as DR. CONNORS walks by. DR. CONNORS picks up a picture of his wife that is sitting on the lab bench. DR. CONNORS looks into the picture and can see the reflection of the symbiote in the background. DR. CONNORS turns around and opens a refrigeration unit that the symbiote is being held.

DR. CONNORS
“Where the hell did Peter find this thing anyway? I can’t believe that there’s nothing on the records about it. It’s a completely new organism.”

DR. CONNORS then has a moment of inspiration and picks up the container holding the symbiote. He then sits back down at the lab. DR. CONNORS takes a miniscule sample of the symbiote and puts it in the compound.

DR. CONNORS
“If this stuff can bond to anything it touches, I don’t see why I can’t use it to bond the cells together.”

DR. CONNORS looks into the microscope again and looks at the cells.

DR. CONNORS
“Hold together. Comon’ just this one time…”

After a few seconds the cells start to regenerate and rebuild one another. The serum seems to be a success.

DR. CONNORS
“Ha! After all this time. It works! It really works! I can’t believe it. This is amazing.”

DR. CONNORS looks at his arm and then at the serum. He cleans up the lab and shuts off the lights. We can see the symbiote squirming inside of the refrigeration unit as DR. CONNORS leaves.

INT. PETER PARKERS OLD APARTMENT-NIGHT
We see PETER and MARY JANE sitting on a mattress in an empty room. PETER’S window is open so they can feel the night’s breeze.
MARY JANE
“Some honeymoon tiger. It sure beats a place like Hawaii or the Bahamas.”

PETER
“Hey, this place has a lot of character. We just need a few palm trees, a wading pool and you wouldn’t be able to tell the difference.”

MARY JANE
“You’re the only guy I know Pete who could pull off a wedding where the Priest is drunk and a reception at Chinese Restaurant.”

PETER
“You didn’t like the Mock Duck?”

PETER and MARY JANE stare at the stars outside and then into each other’s eyes. They are about to kiss and then we hear a knock at the door. PETER gets up and lets out a sigh. PETER opens the door to see MR. DITKOVITCH and his daughter URSULA standing with a homemade cake.

MR. DITKOVITCH
“This isn’t my idea, but here’s a cake. Congratulations.”

URSULA
(Embarrassed)
“Poppa! We wanted to wish you and Mary Jane good luck and…”

MR. DITKOVITCH
“And, that we got your final rent check in the mail. Now Let’s leave them alone Ursula.”

URSULA peeks in to see MARY JANE sitting on a mattress and waves hello. MARY JANE waves back.

URSULA
“Bye Mary Jane!”

MR. DITKOVITCH pushes URSULA away from the door and gives peter the chocolate cake.

MR. DITKOVITCH
“We need to leave these people alone Ursula!”

MR DITKOVITCH and URSULA argue in Russian and PETER slowly closes the door and locks it.

PETER
“I thought they’d never leave.”

MARY JANE
“Lets see that chocolate cake tiger.”

We see PETER set the cake down and kiss MARY JANE. We then pan to a full moon in the night sky.

INT. RYKERS ISLAND-NIGHT
We see a TWO PRISON GUARDS walking down a row of cells. One of the guards is tapping on each of the cells with a Billy club as he walks by.

PRISON GUARD 1
“Thank God this guys being transferred. He’s one of the most dangerous inmates here.”

PRISON GUARD 2
“Why transfer him? They should have put a bullet in his head a long time ago.”

PRISON GUARD 1
“I hear their taking him to some sort of Lab to be tested on.”

The GUARDS arrive at cell number 361. The Guards turn on the lights in the cell and see a redheaded man sitting in a corner (KASADY).

PRISON GUARD 2
“Time for your change of locale Kasady. Put your arms where I can see them.”

CLETUS KASADY stands up and puts his arms through the bars of the cell. A guard handcuffs him and we can see that there are scars covering KASADY’S arms. One of the GUARDS opens the cell door and they escort KASADY out. We see the guards place KASADY on an upright stretcher (silence of the lambs) and roll him past the other cells. We hear other inmate’s scream and cheer as they roll KASADY out of the complex. Inmates throw toilet paper and other miscellaneous items at the GUARDS and KASADY. KASADY just smiles as they roll him to a helicopter.
 
EXT. BAGLEY LABS-NIGHT
We see a helicopter land on a helipad and four armed policemen are carrying out a redheaded man strapped to a stretcher. Medical personnel rush out to meet the police officers.

DOCTOR 1
(Yelling)
“I thought they were going to wait to transfer Kasady until the morning?”


POLICE OFFICER 1
(Yelling)
“Rykers Island couldn’t keep this psycho there anymore. He began to attack guards and other inmates. They needed him out of there tonight.”

DOCTOR 1
(Yelling)
“Fine, we’ll transfer him to the isolation chamber and have our personnel look after him.”

POLICE OFFICER 1
(Yelling)
“Lady, this guy needs to be under Police supervision 24/7. Your Doctors aren’t going to help this crazy son of a *****.”

We see Kasady on the stretcher smiling as they wheel him out. He can be heard screaming something.

KASADY
“Where’s my Binky! He’s the only one who understood! Where’s my Binky!”

DOCTOR 1
(Yelling)
“Who’s Binky?”

POLICE OFFICER 1
(Yelling)
“His stuffed bear.”

INT. BAGLEY LABS-NIGHT
The next thing the audience sees is a group of police officers rolling CLETUS KASADY down a narrow hallway filled with fluorescent lights. The medical staff opens a large door where there is an isolation chamber. The police and medical staff role KASADY into a holding cell with a glass door.

POLICE OFFICER 1
“Here’s your new home away from home murderer.”

DOCTOR 1
“So how many weeks do we have with Kasady?”

POLICE OFFICER 1
“You can poke and prod him as long as you like Doc. Don’t worry we’ll have our guys covering Kasady’s every move.

The medical personnel and officers wheel KASADY into the holding cell. They release his bindings and lock him in the cell.

DOCTOR 1
“We’re just going to be running a series of psychological tests officer. No Frankenstein stuff here.”

POLICE OFFICER 1
“Seems kinda dangerous if you ask me. Let a crazy like this outa jail so you can have him look at some inkblots. Just remember the guy you’re holding is responsible for dozens of deaths.”

DOCTOR 1
“I know exactly who this man is officer. That’s one of the reasons why I wanted to study his behavior patterns.”

POLICE OFFICER 1
“I hope for your sake Doctor, that’s all he wants to do too.”

We see CLEATUS KASADY smiling in his new cell and sit in a corner. Everyone leaves the room except for an armed police guard waiting outside.




EXT. OUTSIDE OF PETER AND MJ’S NEW APARTMENT
We cut to see PETER and MARY JANE opening the back of a moving truck.

MARY JANE
“This new place looks a little pricey Peter. How are we going to afford it?”

PETER PARKER
“That’s for me to worry about MJ. I want you to have all the best stuff in the world, minus the worry. (Joking) Anyway, a man of my caliber needs to provide for his wife.”

MARY JANE
“I sincerely doubt taking pictures of you know who will pay for all this stuff. Lets just hope I get that new modeling job.”

PETER PARKER
(Joking)
“Hey, if we can’t afford it we could always move into my Aunts place. She has a floor we can sleep on.”

MARY JANE
(Joking)
“I love you Peter Parker, but living with May over my shoulder would drive me to suicide.”

We see GWEN STACY and FLASH THOMPSON drive up to the new apartment. They get out of their car and greet PETER and MARY JANE.

GWEN STACY
“Hey MJ! Did you see my new shoes?”

FLASH smirks and gives PETER a green gelatin mold dessert.

FLASH THOMPSON
(To PETER)
“House warming gift from the Stacy’s.”

PETER stares at the dessert and seems disgusted.


PETER
“Thanks, I guess.”



INT. PETER AND MJ’S NEW APARTMENT-DAY
The next scene we see PETER PARKER and MARY JANE WATSON move into their new apartment with the help of GWEN STACY and FLASH THOMPSON. FLASH THOMPSON still has a broken arm and can’t really help PETER or MARY JANE move.

FLASH
“Gee Pete, I’m sorry I can’t really help you out here.”


PETER
“Don’t worry Flash, you just got back from the hospital a few weeks ago.”

FLASH
“It was miracle that Spiderman was there to save me from the…”


GWEN
(Interrupting)
“Yeah, yeah you big lug…we’ve heard it all before.

FLASH
“Its just weird, ever since we started to date Gwen I’ve been in all sorts of problems. Maybe its all Pete’s fault, eh pipsqueak.

PETER looks around nervously and then GWEN throws FLASH a box of clothes.

GWEN
“Leave old Pete alone, he’s one of our best friends…”


MARY JANE
“You guys are really a godsend, I don’t know how we could have moved all of this stuff.”

FLASH
“Peter could have moved all of this stuff by himself, couldn’t ya. I remember when you beat me up in High School, ha. Remember?

PETER
“Yeah, I remember Flash, ha.”


GWEN
“You never told me about that Flash.”

FLASH
“Well telling your girlfriend that you got beat up by the school nerd isn’t exactly on my list of priorities.”

GWEN
“Well I always thought Peter was athletic looking.”

GWEN looks at PETER and then PETER looks away. MARY JANE and PETER both look at each other and don’t say a word. We hear a phone ring and MARY JANE goes to answer it.

GWEN
“Gee MJ, five minutes in you’re new place and the boys are already calling you?”

GWEN STACY rubs past PETER’S shoulder and gives him a wink. FLASH is still having a hard time moving boxes and drops a few.

FLASH
“Oops, there go a few family heirlooms.”

PETER grabs another box FLASH is about to drop and sets it on a couch. MARY JANE walks into the main room and is talking on the telephone. She says goodbye and hangs up.

MARY JANE
“Hey Peter that was Dr. Connors on the phone. He wants you to stop by his lab tomorrow. He seemed really excited.”

PETER
“Ok, thanks MJ. I wonder what he wants?”

GWEN
“Someone’s the teachers pet, it’s amazing I even passed Dr. Connors class.”

FLASH
“Its amazing you can read Gwen, ha.”

GWEN STACY throws a small figurine at FLASH’S head. PETER catches the figurine after it ricochets off of FLASH THOMPSON’S head.

FLASH
“Hey that hurt.”

GWEN STACY smirks and continues to unpack PETER and MARY JANE’S belongings.





EXT. NEW YORK-DAY
We see SPIDERMAN swinging through the concrete jungle that makes up New York City. SPIDERMAN swings to Empire State University to talk with DR. CONNORS. We see SPIDERMAN enter an alley and then after about ten seconds we see PETER PARKER emerge. Peter enters one of the science buildings on campus.

INT. BAGLEY LABS-DAY
We see DR. CONNORS sitting in the middle of a giant lecture hall shuffling though papers. DR. CONNORS sees PETER walk into the hall.

DR. CONNORS
“Just the man I wanted to see. Come sit down Peter.”

PETER
“Hey Dr. Connors, what’s up?”

PETER sits down next to DR. CONNORS and listens intently.

DR. CONNORS
“I’m fantastic Peter. Oh I heard the good news, how’s married life treating you?”

PETER
“I couldn’t ask for more Doc. Mary Jane is the girl of my dreams.”

DR. CONNORS
“Well let’s quit the small talk and get down to business.”

PETER
“Sure thing.”

DR. CONNORS
“Remember how I told you how I lost my arm in the war all of those years ago?

PETER
“Yeah, that’s when you quit and became a scientist.”




DR. CONNORS
“Well Pete, as you know I’ve kinda become the worlds leading authorities on reptiles. What if I told you I found a way to regenerate limbs using a reptilian healing factor?”


PETER
“Regenerate limbs? I thought that was nearly impossible due to the genetic differences in the DNA?”

DR. CONNORS
“Remember that symbiote you brought me a while back Peter? I started to study it some more and it has the ability to bond with any DNA it comes in contact with.”

PETER
“Wait a second Doc…you don’t want to be messing around with that stuff.”

DR. CONNORS
“Don’t worry Peter you just need a very small amount of it in the serum.”

PETER
“You mean you already have a serum…that works?”

DR. CONNORS
“Well that’s why I asked you here Pete. I want you to overlook the first human trial of my re-agent.”

We see SCIENTIST CHANG come out of DR. CONNORS’ back lab and sees PETER. SCIENTIST CHANG is eating a sandwich and looks anxious to talk to PETER.

SCIENTIST CHANG
(Mouth full of food)
“So, you must be Peter Parker. Dr. Connors is always talking about you.”

DR. CONNORS
(To PETER)
“Peter Parker, meet Dr. Chang. He’s our resident molecular biologist on site.”

PETER PARKER
“It’s a pleasure to meet you sir.”


SCIENTIST CHANG
(Finishing his sandwich)
“Comon’ Peter. I’ll show you what we’ve been working on.”

DR. CONNORS leads PETER to his back lab and we see multiple reptiles in cages. We also see vats of chemicals and beakers in the room.
PETER
“So who’s the lucky guy you got to test this stuff on?”

DR. CONNORS
“You’re looking at him.”

PETER
“Whoa Doc, your not thinking of testing it on yourself?”

DR. CONNORS
“I don’t think we could have found a better candidate. Peter, you have to understand this is my life’s work. I’ve been trying to do this ever since I lost my arm.

PETER and DR. CONNORS both look at his amputated right arm. PETER looks back up at a smiling DR. CONNORS.

SCIENTIST CHANG
(Interrupting)
“If it makes you feel any better we’ll show you how it works first.”

PETER
“It would make me feel a lot better Doctor.”

DR. CONNORS motions PETER to sit down on a stretcher. PETER sits down and SCIENTIST CHANG pulls out a hypodermic needle.


PETER
(Confused)
“What..what are you doing?”

DR. CONNORS
“Relax Peter. We’re just going to take a sample of your blood so you can see how the serum reacts. Chang and I have been poking ourselves all morning to see how this stuff works.”

SCIENTIST CHANG
“This is going to sting a little.”

SCIENTIST CHANG takes a sample of PETER’S blood and puts it underneath a microscope. PETER looks anxious as SCIENTIST CHANG and DR. CONNORS examine his blood.

DR. CONNORS
“Gee Peter, I never knew you had such strong blood cells.”

PETER
“Must run in the family.”

DR. CONNORS labels the blood sample “Peter P.” and introduces the serum to it.

SCIENTIST CHANG
“Now watch how your dying blood cells regenerate as the serum mixes with it.

PETER watches the monitor closely and can see his cells begin to multiply.

PETER
“That’s…”

DR. CONNORS
“Amazing. I know. Are you convinced now Peter?”

PETER
“Ok, Curt. But you need to promise me that we’ll take every precaution.”

DR. CONNORS
“Deal. Now lets get set up.”

We see DR. CONNORS remove his shirt and place electrodes on his right arm and body. SCIENTIST CHANG straps DR. CONNORS into a vertical stretcher and places his arm in a monitoring device. PETER watches as DR. CONNORS prepares for the experiment.

DR. CONNORS
“Hey Peter, you’re a photographer. Go and set up the digital camera so I can record the experiment.”

Peter picks up a digital camera and positions it in place to see DR. CONNORS. Peter focuses the image on the camera and we can see SCIENTIST CHANG with multiple hypodermic needles aimed at DR. CONNORS arm.


PETER
(Excited)
“All ready here.”

SCIENTIST CHANG
(To DR. CONNORS)
“If this doesn’t get you every prize in the scientific community, I don’t know what will.”

DR. CONNORS
(To PETER)
“Ok Peter, start recording.”

PETER presses record and we can see that everyone in the room is excited to see what happens next.

DR. CONNORS
(To the camera)
“As you can see from here, I have strapped myself into a device that can detect rapid cell regeneration in humans. Dr. Chang here will administer the re-agent.”

SCIENTIST CHANG pumps DR. CONNORS’ arm full of the serum and we can see green fluid moving through his amputated arm. DR. CONNORS lets out a scream.

PETER
“Doc! Are you alright?”

DR. CONNORS
(Yelling)
“Keep recording Peter! I’ll be fine.”

The green fluid then is absorbed into his bloodstream and we can see smoke coming off of DR. CONNORS’ arm.

DR. CONNORS
(To the camera)
“As you can see the serum is being absorbed into my bloodstream and is starting to regenerate dead cells in my body.”

We wait and it seems as if nothing is happening and then all of a sudden DR. CONNORS’ arm begins to shake uncontrollably. We start to see bits of bone and muscle forming around DR. CONNORS’ amputated arm.


SCIENTIST CHANG
“I can’t believe it…”

The bones and muscle start to slowly form DR. CONNORS’ new arm. DR. CONNORS has his eyes closed and looks like he’s in a great deal of pain. The computers monitoring the cell regeneration are off the chart and we can hear warning signals from the machines. PETER’S eyes begin to grow big as we see that DR. CONNORS’ left arm has completely regrown. The new skin on the arm is pink and has a green slime covering it. DR. CONNORS has now passed out due to the pain. SCIENTIST CHANG and PETER look at each other. Peter stops recording and rushes to where DR. CONNORS is. SCIENTIST CHANG is awestruck and looks at some papers with the serums formula on it.

PETER
“You did it Curt! You’ve completely regrown your left arm!”

SCIENTIST CHANG rushes to a telephone and dials a number at the speed of light. PETER tries to wake DR. CONNORS up.

SCIENTIST CHANG
(On the phone)
“It worked! Change the medical field forever. I know! Get every news organization down here tomorrow. The world needs to see this.”

PETER
“Curt! Can you hear me?”

DR. CONNORS
(GROGGY)
“Peter? Did it? Did it work?

PETER
“It did more than work Doc. This is going to change the world.”

DR. CONNORS looks at his new arm and feels it with his right hand. DR. CONNORS looks like he’s about to cry.

DR. CONNORS
“I could feel the serum in my veins. I felt it rushing towards my arm. Almost like Novocain.”


PETER
“This….this is incredible Doc.”



SCIENTIST CHANG
(Still of the Phone, talking to DR. CONNORS)
“Your going to be a very famous man Curt!”

DR. CONNORS
“My arm….I can feel it. It stings a little but…I grew it back just like a Lizard grows back its tail.”

DR. CONNORS unstraps himself from the stretcher and itches his new left hand. PETER helps DR. CONNORS up and we see a shot of the Symbiote and PETER PARKERS blood sample in a refrigeration unit. We hear SCIENTIST CHANG talk to DR. CONNORS about a press conference and we see the Symbiote react violently when next to PETERS blood sample

EXT. NEW YORK CITY-NIGHT
SPIDERMAN is swinging through the city and we see him land on a nearby gargoyle. The gargoyle overlooks midtown Manhattan and we see SPIDERMAN gazing into the city lights below.
 
INT. PETER AND MARY JANES APARTMENT-NIGHJT
SPIDERMAN swings into his apartment in an average part of town to find that MARY JANE is gone. SPIDERMAN takes off his mask and reads a note from MARY JANE. “Dinner is in the fridge, went out with Gwen. XXOO MJ.” PETER looks at the note and then hears MARY JANE coming to the door. PETER then hesitates when he hears someone else’s voice and scatters to the next room.

MARY JANE
“Yeah, I’ll see you next week Gwen.”

MARY JANE sees the window to the apartment open and closes it.

MARY JANE
“I made dinner for us tonight Peter, or did you forget.”

We see PETER put on a Empire State University T-shirt and stand in the hallway of the apartment.”

PETER
“I’m sorry MJ. I was busy with Dr. Connors and…”




MARY JANE
(Intoxicated)
“I don’t want hear it Peter. I just want you to tell me that you love me.”

PETER
“I love you.”

MARY JANE
“Hmm, I guess that helps a little. But we have bills to pay Peter. We have need to make a second payment on this place in a week and I don’t think we have the funds to…”

PETER goes to MARY JANE and comforts her. PETER looks into MARY JANES eyes and he can see that she is upset about something.

PETER
“This is about more that bills, tell me what’s wrong?”

MARY JANE
(Crying)
“I missed him a lot at our wedding.”

PETER
“Harry Osborn gave his life to save mine. I can never repay that debt. We just need to remember Harry for the kind of person he was. Just like I remember my uncle everyday.”

MARY JANE wipes her tears on PETER’S shirt and then hugs him.

MARY JANE
“Promise me that you’ll never let go Peter. Promise me.”

PETER
“I’ll never stop caring for you Mary Jane. I promise.”

We see MARY JANE wrapped in PETER’S arms and the two of them seem to stand still in time.

INT. BAGLEY LABS-DAY
We see a group of DOCTORS examining CLEATUS KASADY. KASADY is laying down on a stretcher with electrodes attached to his head and arms. We see a female doctor (DOCTOR 1) sit down next to KASADY. The good-looking female doctor crosses her legs and bites down on a pen.

DOCTOR 1
“Ok, Mr. Kasady. I want you to answer these questions as honestly as you can. We’ll be monitoring your answers.”

KASADY looks over to the DOCTOR and smirks. DOCTOR 1 has a pen and a paper and is taking notes.

KASADY
(Sarcastically)
“I’m all yours Doctor.”

DOCTOR 1
“Say the first thing that comes to mind Cletus. Moral principles are…?”

KASADY
(Laughs)
“A horrible burden.”

DOCTOR 1
(Unsettled)
“Without God you would…?”

KASADY
“Be free.”

DOCTOR 1
“I believe people need…?”

KASADY
“To be punished for their sins.”

DOCTOR 1
“The Universe is essentially…?”

KASADY
“Chaotic.”

We see a computer with KASADY’S heart rate increase. DOCTOR 1 looks at the reading and continues the questionnaire.

DOCTOR 1
“All women…?”

KASADY looks at the DOCTORS breasts and crotch. He then looks straight into the DOCTORS eyes.


KASADY
“Should look more like you.”

DOCOTR 1 stands up and we see KASADY looking at her buttocks. DOCTOR 1 is frustrated and looks at one of her colleagues.

DOCTOR 1
(To colleague)
“Shut it all down. This interview is over.”

KASADY tries to sit up in the stretcher as best as possible and looks at DOCTOR 1.

KASADY
“If I knew this was an interview, I would have introduced you to little Cletus.”

KASADY looks at his groin and then licks his lips. DOCTOR 1 is unnerved by what KASADY said.

KASADY
“When I get outa here babe, I’m gonna find you and treat you real nice.”


DOCTOR 1
(Disgusted)
“I’ve had enough. We’re finished for today. Put that thing back in the holding cell.”

We see medical personnel take the electrodes off of Kasady and start to roll him into solitary. Kasady seems pleased with himself and tries to get back up to say something else to the doctor.

KASADY
(Shouting)
“So when’s my follow up?”

DOCTOR 1 storms out of the lab and slams a door. We see a satisfied Kasady being put into his cell again.

INT. DR. CONNORS HOME-NIGHT
We cut to a restless DR. CONNORS tossing and turning in his bed. MARTHA CONNORS is startled by his movement and tries to wake him up.

MARTHA CONNORS
“Honey, wake up. You’re having a nightmare. Honey?”

We see DR. CONNORS’ eyelids shifting as he’s dreaming. We see flashes of lizards in cages, snakes and Komodo Dragons roaring. DR. CONNORS wakes up in a cold sweat and looks at his concerned wife.


MARTHA CONNORS
“Curt you were having a nightmare. You woke me up. Is everything alright?”

DR. CONNORS
“Yeah! Yeah. I’m fine. Just nervous for the Press conference tomorrow. I dreamt about…lizards.”

MARTHA CONNORS
“Lizards? You spend too much time in that lab dear. Try to relax and go back to bed.”

DR. CONNORS
“Your right. I’m just going to go grab a glass of water.”

MARTHA CONNORS
(Half asleep)
“Yeah…okay honey.”

Dr. Connors gets up out of bed and goes into the bathroom and turns on the light. We see DR. CONNORS itch his new right hand and then he looks at it. Dr. Connors’ entire right arm has broken out in green hives.

DR. CONNORS
“What the hell is this?”

Dr. Connors continues to examine his hand and then spots some more green hives on his neck. He examines them and brushes back his hair. He pulls his hand out and is horrified to see that clumps of hair have started to fall out. DR. CONNORS then looks at his teeth and some of them have started to come lose. DR. CONNORS pulls out one of his molars and drops it in the sink. Blood swirls down the drain and we cut to a horrified DR. CONNORS.

DR. CONNORS
“Honey, I uhhh. Have to make a trip to the lab. I’ll be back in the morning.”

We see Dr. Connors run out of the bathroom and put his coat and gloves on.
MARTHA CONNORS
(Half asleep)
“Don’t stay out with the boys too long…”

DR. CONNORS rushes out of the house and gets into his car.


EXT. DR. CONNORS CAR-NIGHT
We see DR. CONNORS start up his car (Evil dead car) and speed off into the night.

INT. THE DAILY BUGLE-DAY
We see J. JONAH JAMESON with his feet up on his desk smoking a cigar. HOFFMAN and ROBBIE ROBERTSON are listening to J.J.J. talk.
J.J.J
“I want an expose on how Spiderman caused global warming Hoffman.”

ROBBIE ROBERTSON
“Global warming Jonah?”

J.J.J.
“Something has to happen to all those damn webs Spiderman shoots around this city. You think that’s good for the environment?”

HOFFMAN
“Don’t you think that’s taking it a bit too far Sir?”

J.J.J.
“No, it’s not far enough! The headline should read (motions with hands) an inconvenient Spider.”

ROBBIE
“Jonah, that’s insane!”

We see PETER walk by MISS BRANTS desk.

MISS BRANT
(Over intercom)
“Peter Parkers here to see you sir.”


J.J.J
(Rushed)
“Send him in. Yeah you’re right. We’ll be sued. Ok, how about Spiderman killer of mother Earth.”

PETER PARKER walks into J. JONAH’S office and is greeted by ROBBIE ROBERTSON.




J.J.J
“About time you showed up Parker, I go to your wedding, eat your crappy hors d’oeuvres and you’re never around.

PETER
“Mr. Jameson I…”

J.J.J
(Interrupting)
“Don’t interrupt me. We need a picture of a seagull or a puppy stuck in one of Spiderman’s webs. You hear that Parker?”

HOFFMAN
“Well if you want to get technical sir, I believe Spiderman’s webs are organic. Thus being eco-friendly.”

J.J.J.
“Get out of my office Hoffman! Parker, what the hell are you still doing here? Why aren’t you at Dr. Con artists press conference?”


PETER
“Well that’s why I came here Mr. Jameson. I have a copy of the video from Dr. Connors experiment.”

J.J.J.
“You’re a photographer Parker not a video ographer. Anyway that’s old news. Its all over cable.”

PETER
“But mister Jameson, I was there.”

J.J.J.
“And now you need to be at that press conference in a half-hour. Bye-bye.


J.J.J
“Lousy kids these days, give em’ a blender as a wedding gift and they walk all over you.”

We see PETER PARKER walk out of JAMESON’S office and then stand by MISS BRANT’S desk.

MISS BRANT
“Hey Peter. Your wedding was beautiful and the reception at the Chinese restaurant was so original. Did you notice at all that the priest seemed drunk?”

PETER
(Daydreaming)
Yeah. Right. Betty, can I ask you a personal question?”


MISS BRANT
(Flattered)
“Of coarse Peter.”

PETER
“Do most women get upset about little things like dinner?”

MISS BRANT
“Trouble at home Peter? I’ll let you in on a little secret. Women can’t stand someone who’s never there. You need to be there for MJ. Especially right now. Why don’t you take her out for a night on the town? See a movie or something.

PETER
“Night out on the town. Thanks for the advice Betty.”

MISS BRANT
“Another pointer, if I were you I’d get to that press conference before Jameson bites your head off.”

PETER laughs and then leaves the Daily Bugle.
 
EXT. EMPIRE STATE UNIVERSITY ALLEY-DAY
In a back alley we see DR. CONNORS shuffling through some papers for his speech. DR. CONNORS is wearing a white lab coat and leather gloves to hide his deformity. DR. CONNORS has concealed the green hives on his neck with cheap makeup and is now almost completely bald. DR. CONNORS puts on a baseball cap (NY Yankees) and tries to hold it together.

DR. CONNORS
(Telling himself)
“It’s just a little side effect, everything is fine.”


DR. CONNORS takes out a small mirror and examines his neck. He then adds some more makeup to conceal the green hive-like scales. DR. CONNORS’ complexion is now completely pale and looks as if he’s dying of cancer. DR. CONNORS takes off his right glove and itches his hand furiously. We can see that DR. CONNORS’ nails have grown out and his hand is completely covered in green scales.

DR. CONNORS
“God. What’s happening to me?”

DR. CONNORS hunches over and puts his hands on his face. He looks like he is about to burst into tears. DR. CONNORS then leans against a wall and vomits red blood all over some garbage. CURT CONNORS then compiles himself and stands back up. He wipes the red vomit off of his face and seems composed again. DR. CONNORS puts the glove back on and forces himself to walk to where the conference is being held.

EXT. EMPIRE STATE UNIVERSITY PRESS CONFERENCE-DAY
We cut to PETER PARKER taking pictures of the crowd of people that have decided to show up for the conference. PETER is carrying a backpack with his costume and film equipment in it. We see that a number of reporters have surrounded a podium where DR. CONNORS is supposed to speak. We cut and see PETER aiming his camera at SCIENTIST CHANG and DR. CONNORS. We see DR. CONNORS and SCIENTIST CHANG talking.

SCIENTIST CHANG
“Curt, about time you showed up. We’re going to present right over there.

SCIENTIST CHANG points to a podium surrounded by anxious members of the press and we can see PETER PARKER staring at DR. CONNORS. SCIENTIST CHANG looks at PETER and waves and then looks back at DR. CONNORS.

SCIENTIST CHANG
“Jesus Curt, you look horrible. Are you alright?”

DR. CONNORS
(Obviously lying)
“Just caught a bad cold last night. I’ll be fine.”

DR. CONNORS then notices a small patch of blood on SCIENTIST CHANGS face and licks his lips.


DR. CONNORS
“Wha…what happened to your face?”



SCIENTIST CHANG
“What? Oh that little thing. Just cut myself shaving this morning.

SCIENTIST CHANG feels his face and slaps the wound on his face.

SCIENTIST CHANG
“Smooth as a babies ass.”

DR. CONNORS nods yes and is fixated on the small cut on SCIENTIST CHANGS face. PETER continues to gaze at DR. CONNORS as he walks closer to the podium.

PETER PARKER
(To himself)
“Something’s wrong. This doesn’t seem right.”

PETER takes a picture of SCIENTIST CHANG and DR. CONNORS standing at the podium. A sea of reporters and bystanders surround the small podium. SCIENTIST CHANG speaks to the public first.

SCIENTIST CHANG
“As many of you have seen the video released to the press already, I’ll get straight to the point.”

SCIENTIST CHANG points to DR. CONNORS and looks into the crowd.

SCIENTIST CHANG
“This is the genius who will go down in the books as the man who revolutionized modern medicine.”

SCIENTIST CHANG pushes the sickly DR. CONNORS in front of him to speak. The audience and SCIENTIST CHANG are applauding DR. CONNORS and then they wait for him to speak. DR. CONNORS taps on the microphone and continues to look at SCIENTIST CHANGS cut.

DR. CONNORS
“As you may already know….uhhhh.”

Dr. Connors hesitates and shuffles through some papers. DR. CONNORS is still distracted at the cut on SCIENTIST CHANGS face.

DR. CONNORS
(Continuing)
“As I was saying…a major medical breakthrough has been discovered in regards to human regeneration. I have created a formula that bonds the healing properties of lizards to human DNA. Through this process I was able to regenerate a new limb for myself. My left arm has been completely regrown thanks to this miraculous serum.”

DR. CONNORS stops abruptly and sees SCIENTIST CHANG picking at his scab. SCIENTIST CHANG picks the scab off and blood starts to slowly pool around the cut. DR. CONNORS looks away but is fixated on the cut.

DR. CONNORS
“This substance can change the way we look at medicine in the world. Instead of waiting for a heart or liver transplant we can grow one for the patient. Nervous systems can be healed and grant paraplegics the ability to walk.”

DR. CONNORS continues his speech and we see PETER taking numerous photos of the press conference. The press seems anxious to ask questions and crowd the podium.

DR. CONNORS
“I can see that most of you are getting anxious so I’ll be open to answer any questions.”

A reporter quickly raises his hand and DR. CONNORS points at him.

REPORTER
“Stan Kirby here with the chronicle. You say the serum was derived from lizard DNA, have you noticed any side effects?”

We hear the words “side effects” repeat and echo as we see a sweaty DR. CONNORS. DR. CONNORS forces himself to answer.

DR. CONNORS
“Well, other than waking up with a nasty cold this morning, I haven’t noticed anything significant.”




Members of the press look at DR. CONNORS strangely. DR. CONNORS seems to feel the audiences’ eyes watching him to slip up. DR. CONNORS looks at his hand in the leather glove and continues to answer.

DR. CONNORS
(Dazed)
“Also remember that the supposed lizard half of our brains has remained dormant for thousands of years…so I don’t think…”

As soon as he’s about to say something about the human lizard subconscious DR. CONNORS falls down and starts to have a seizure. The audience is stunned and DR. CONNORS begins to cough up blood filled saliva. SCIENTIST CHANG grabs DR. CONNORS and tries to comfort him.

SCIENTIST CHANG
“Someone call 911!”

DR. CONNORS’ eyes open and we see that his pupils are dilated. His eyes have turned yellow and green hives almost cover DR. CONNORS’ entire face. DR. CONNORS sees the blood on SCIENTIST CHANGS face and lunges at him. DR. CONNORS rips a piece of skin off of SCIENTIST CHANGS arm with his teeth. We hear people screaming as DR. CONNORS is mutilating his lab assistant. PETER looks on in terror as his teacher and friend is transformed into a monster.

PETER
“Dr. Connors!”

The half transformed DR. CONNORS looks up and his face is covered in blood. The monster lets out a scream and rips SCIENTIST CHANGS face open and kills him. The half transformed DR. CONNORS then begins to scream as he now becomes fully transformed into THE LIZARD. The monster that was formerly DR. CONNORS has grown a snout and a tail. The only way to tell that this was DR. CONNORS is because of a white lab coat with an identification badge on it. People are screaming and fleeing the scene to escape this monster. PETER is almost the only one who is not moving. PETER just stands in awe of what is going on.
We then see a BUM (Stan Lee) covered in issues of Amazing Spiderman wake up from a nap and sees THE LIZARD attacking reporters.




BUM
(Stan Lee)
“And I thought the rats in New York were bad, yuck.”

The BUM puts a cardboard box over his head and goes back to sleep. We then see PETER PARKER run off and into a telephone booth. PETER unzips his backpack and takes out the SPIDERMAN outfit. THE LIZARD continues to attack people as PETER tries to change. PETER PARKER is having trouble putting his suit on and looks annoyed.

PETER
“I can’t believe it! MJ shrunk my suit in the wash!”

PETER then hers the screams of reporters in the distance and decides to just put his mask on. We see a masked PETER PARKER wearing blue jeans and a white shirt emerge from the telephone booth. THE LIZARD is about to slaughter three reporters he has cornered against a wall. THE LIZARD lifts his hand up to kill a female newscaster and a web stops him. PETER PARKER in his makeshift SPIDERMAN suit is holding the other end of the web.

SPIDERMAN
(Screaming)
“Dr. Connors, stop!”

THE LIZARD looks back at SPIDERMAN and roars. Green saliva drips off of THE LIZARDS face as he looks at SPIDERMAN. We see a confused reporter looking at SPIDERMAN in his new outfit.

REPORTER 2
“Who’s that guy pretending to be Spiderman?”

A female reporter tries to look around the Lizard and sees SPIDERMAN.

REPORTER 3
“I think that is Spiderman.”

THE LIZARD pulls the other end of the web on his hand and SPIDERMAN flies into a brick wall. THE LIZARD then lunges towards SPIDERMAN. SPIDERMAN barley gets to his feet before THE LIZARD grabs PETER. THE LIZARD has his jaws around SPIDERMAN’S head and looks like he’s going to decapitate SPIDERMAN. SPIDERMAN can hardly hold THE LIZARDS mouth away from his head.


SPIDERMAN
(Struggling)
“I know you’re in there Curt…You need to stop this!”

SPIDERMAN kicks THE LIZARD in the stomach and sends him hurling into a podium. The podium shatters into thousands of pieces. SPIDERMAN then runs towards THE LIZARD and punches him in the face. SPIDERMAN hurts his hand when he does this and tries to shake off the pain.

SPIDERMAN
“Ouch, that hurt.”

SPIDERMAN looks at his hand and then the LIZARD bites into PETERS arm. Blood pours out of his arm and SPIDERMAN screams. THE LIZARD seems ravenous for human blood and then trips SPIDERMAN with his tail.

SPIDERMAN
(Screaming)
“Get…off…me!”

SPIDERMAN takes both of his hands and punches THE LIZARD off of him. SPIDERMAN grabs his arm and looks at the puncture wounds in it. SPIDERMAN webs THE LIZARDS tail and spins him around. SPIDERMAN throws THE LIZARD through a window. Glass shatters everywhere. THE LIZARD climbs out of the window and starts to scale a wall. SPIDERMAN looks on as THE LIZARD manages to climb a ten-story building with ease.

SPIDERMAN
(To himself)
“What have you done to yourself Doc?”

SPIDERMAN follows THE LIZARD to the top of a building and sees THE LIZARD jumping from rooftop to rooftop.

SPIDERMAN
“You’re not going to get away that easily.”

SPIDERMAN peruses THE LIZARD into the streets of New York. SPIDERMAN jumps over a building and wee see a small BOY look on. The BOY pulls on his MOTHERS dress to get her attention. The MOTHER is talking on a cell phone.

MOTHER
“I don’t care how long it takes Clark. I want those reports on my desk in the morning!”

BOY
“Mommy, did you see that man with the Spiderman mask on?”


The MOTHER is oblivious to what is going on and drags her child behind her. The MOTHER looks at her watch and then behind her. She then stops talking on her cell phone to see what her kid wants.

MOTHER
(Focused on something else)
“That’s nice honey. What was the doggies name?”

The BOY rolls his eyes and is playing with a SPIDERMAN action figure. We then see THE LIZARD fall onto a taxi in front of the MOTHER and CHILD. SPIDERMAN then jumps down and fights THE LIZARD. The MOTHER is horrified and grabs her son.

BOY
“See, I told you mommy. Its Spiderman.”

The MOTHER drops her cell phone and screams. The BOY looks at his action figure and then at SPIDERMAN, he smiles. THE LIZARD then gets on all floors and continues to run away. SPIDERMAN sees THE LIZARD run away and continues to chase him.

SPIDERMAN
“I don’t want to fight you Doc! But your not leaving me much of a choice here.”

SPIDERMAN is web swinging at break neck speeds trying to keep up with THE LIZARD. THE LIZARD is scaling walls and jumping off of cars in order to outrun SPIDERMAN. SPIDERMAN then lunges off of a web line and grabs THE LIZARD. PETER punches THE LIZARD in his face as he continues to move through the streets. THE LIZARD grabs SPIDERMAN and throws him off of his back. SPIDERMAN lands on the ground and sees THE LIZARD open a manhole cover. The monster that was DR. CONNORS leaps head first into the sewers of New York City.




INT. NEW YORK SEWERS-DAY
SPIDERMAN in his makeshift outfit jumps down from a manhole above and looks for DR. CONNORS. SPIDERMAN eyes the wound on his arm and then stares into the dark murky sewer complex.



SPIDERMAN
(Calling out)
“Dr. Connors! Curt!”

SPIDERMAN sees a rat walking down the sewer and hears something screaming in the distance.

SPIDERMAN
(To himself)
“When this is over Doc. I’m sending you my dry cleaning bill.”

SPIDERMAN looks around the sewer again and seems to have lost DR. CONNORS in the labyrinth of pipes and corridors underneath New York.
 
INT. BAGLEY LABS-NIGHT

We cut to see CLETUS KASADY in his cell standing in the dark. KASADY is looking into the dark and seems fixed on the exit to the lab. We see an illuminated exit sign and two POLICE OFFICERS waiting outside. We see the POLICE OFFICERS sitting in chairs guarding KASADY.

OFFICER 1
“I don’t get it Mackey. Why can’t we keep this guy at Rykers and have this quack examine him there?”

OFFICER 2
(Feet up on a desk)
“Because Doctors like this are afraid to set foot in a prison. They want the subject of their new book delivered to em’.

OFFICER 1
(Getting up)
“You wanna Coffee or something?”

OFFICER 2
“Nahhh, I’m diabetic. Get me a candy bar.”



OFFICER 1
(Laughs)
“Jesus Mack. They’re gonna have to chop your arms an’ legs off.”

OFFICER 2
“That’s for me to worry about. Now where’s my candy bar?”



OFFICER 1
(Tossing some change in the air)
“Don’t say I didn’t tell ya.”

OFFICER 2
(Motioning back)
“Sure, sure. What ever you say.”

OFFICER 1 walks out of frame to go to a vending machine. OFFICER 2 continues to sit with his legs up on a desk and is about to fall asleep. After a few seconds of silence we hear a loud pounding noise. OFFICER 2 is startled by the noise and then falls asleep again. The noise gets louder and louder and we see OFFICER 2 stand up.

OFFICER 2
(Annoyed)
“God damn it Kasady. Can’t you just take a nap?”

OFFICER 2 opens the door to the lab where KASADY is being held. OFFICER 2 turns on the florescent lights and they flicker to power. OFFICER 2 takes out his Billy club and walks towards the holding cell. We see that there is blood smeared on the glass holding cell door. OFFICER 2 is confused and looks for KASADY in his cell. CLETUS KASADY is nowhere to be found in the cell and OFFICER 2 radios his partner.

OFFICER 2
(Over radio)
“Hey Chuck. You better come down here. It looks like Kasady did himself in. Copy? Do you read me? Son of a *****.”

OFFICER 2 looks at his radio and turns it off when OFFICER 1 doesn’t respond. OFFICER 2 puts his Billy club away and gets his gun out of his holster. OFFICER 1 aims his gun at the glass and searches for any sign of KASADY.



OFFICER 2
(Looking)
“Come out where I can see you Kasady. Kasady? Damn! Where the hell is he?”

The lights in the lab shut off and we can only see a flickering light in KASADY’S cell.

OFFICER 2
(Angry)
“This is one hell of a time for the power to go out!”

OFFICER 2 points his gun at the glass cell and continues to look for KASADY. We can hear CLETUS making oinking noises in his cell.

KASADY
(Quietly)
“Here Piggy, Piggy….”

We see the lights flickering and out of nowhere KASADY runs towards the glass cell door. OFFICER 2 is startled and shoots at the glass wall, breaking it. KASADY is shot in the abdomen and lunges towards OFFICER 2. KASADY lands on OFFICER 2 and bites the cop’s jugular open.

KASADY
“Time to squeal!”

KASADY punches OFFICER 2 in the nose and kills him. CLETUS KASADY then picks up the cops gun and calks it. KASADY is wearing a prison issue medical gown and its covered in blood. KASADY assesses the wound in his abdomen and seems like he’s in pain.

KASADY
(Laughs)
“Might need a band-aid for this one.”

KASADY hears OFFIER 1 running towards the lab and hides in the shadows. OFFICER 1 gets out his gun and flashlight and looks for OFFICER 2.

OFFICER 1
“Mackey? Mackey are you in here? I heard shots. Hello?”

OFFICER 1 shines his flashlight over random medical equipment and sees the corpse of OFFICER 2 on the ground.

OFFICER 1
“Mack!”

OFFICER 1 runs towards his friend’s body and checks for a pulse. We see a shadow approaching OFFICER 1 slowly. OFFICER 1 checks out the rest of the room with his flashlight and finds KASADY’S cell broken open. Glass is everywhere and OFFICER 1 quickly takes out his police radio.

OFFICER 1
“HQ! HQ! We have one hell of a problem here…”

OFFICER 1 stands up and looks behind him to find a bloody CLETUS KASADY standing.

KASADY
“Headquarters isn’t going to help you now buddy.”

OFFICER 1 takes out his gun and KASADY in a flash snaps his neck. KASADY looks smug and takes the OFFICERS radio and extra ammo. We cut to a smiling CLETUS KASADY wearing a police uniform walking towards an exit. We see DOCTOR 1 (Female Doctor) walk by and looking at some sort of report.

DOCTOR 1
(Oblivious while looking at paperwork)
“You can take your snack break later on Sergeant. I need you guarding Kasady.”

DOCTOR 1 doesn’t hear a response and then sees blood covering the officer’s side. She looks up and sees a smiling KASADY.

KASADY
“You always did like men in uniforms, eh Doc?”

KASADY grabs DOCTOR 1 by the neck from behind and points a gun at her temple. DOCTOR 1 drops and struggles to break free of KASADYS hold on her.

DOCTOR 1
(Screaming)
“Help! Someone!”

KASADY
“Now you’re going to be a nice little girl and fix my side up, Okey Dokey?”

DOCTOR 1 kicks KASADY in the shin and tries to escape.

KASADY
“Eh, eh, ehhh. You’ve got to learn some manners.”

DOCTOR 1
“Fine, but you need to promise that you’ll let me go after I give you stitches.”

KASADY
“See was it wasn’t that bad Doc. You have my word. Now lets go.”

DOCTOR 1
“We’ll have to go to Dr. Connors’ lab. It’s the only one unlocked at this time.”

KASADY
“No tricks Doctor. Your life is in the hands of a maniac.”

KASADY lets DOCTOR 1 go and points the gun at her. He tilts his head and smiles.

KASADY
“Start walking toots.”



INT. PETER AND MARY JANES APARTMENT-NIGHT
We see PETER PARKER sitting at a kitchen table looking at his injured arm. MARY JANE then walks by PETER with a first-aid kit.

PETER
“I don’t get it MJ. The experiment went fine the other day. Its like he’s not even human anymore.”

MARY JANE
(Sitting down)
“We’ll he kinda did turn into a giant Lizard.”

MARY JANE gets out some antiseptic and gauze from the first aid kit.

MARY JANE
“Let me see your arm.”

PETER moves his arm towards MARY JANE and looks upset from DR. CONNORS’ transformation. MARY JANE grabs PETER’S arm and looks at it.

MARY JANE
“This looks infected. You should be more careful.”

PETER
“I shouldn’t just be sitting here. I need to be out there looking for him.”

MARY JANE unscrews a bottle of antiseptic and lets out a sigh.

MARY JANE
“Just one night Peter. What’s the worst that could happen? Connors eats a few sewer rats down there?”

PETER
“I feel like it’s my fault. I was there when he did it to himself.”

MARY JANE looks angry that PETER wants to leave and pours the antiseptic over his arm.

PETER
“Ouch!”

MARY JANE pours some more antiseptic over his arm and unravels the gauze.

MARY JANE
(Pleased by PETER’S pain)
“Quit being such a baby Peter. I just want one night alone with my husband. Is it that much to ask?”

PETER
“He’s my friend MJ. I need to help him.”

MARY JANE puts a band-aid on PETERS arm and takes it off fast.

PETER
“What did you do that for?”

MARY JANE
“It was in the wrong place.”

PETER looks at MARY JANE and remembers what BETTY told him. PETER finishes wrapping up his wound by himself and stands up.

PETER
“Dr. Connors can wait. You want to go grab some dinner someplace?”

MARY JANE
(Amazed)
“Are you asking me on a date Peter Parker?”

PETER
“A night out on the town. No Spiderman. No Lizards or crazed scientists. Just you and me.”

MARY JANE
“No police radio?”

PETER
“No police radio.”

MARY JANE smiles and kisses PETER on the cheek. She puts her arms around PETER and is extremely happy.

MARY JANE
“Give me five minutes, I’m going to go get ready. And I don’t want to set one eye on that Spiderman suit.”

PETER
“No Spiderman suit.”

MARY JANE runs out of frame and we see PETER looking at the New York skyline at night. We see a concerned PETER in the reflection of the window on the night sky.

PETER
(Whispering to himself)
“Dr. Connors can wait.”

INT. BAGLEY LABS-NIGHT
We see a picture of DR. CONNORS and his WIFE sitting on a desk and then a door slams open. CLETUS KASADY kicks the door open and has his arm around DOCTOR 1’S neck. KASADY still has a gun pointed at DOCTOR 1’S head.

KASADY
(Losing blood)
“Where’s the medical kit?”

DOCTOR 1
“If you let go of me I can grab it for you.”

KASADY lets the doctor go and pushes her into the room. DOCTOR 1 looks over her shoulder and gives KASADY a dirty look. KASADY smiles and waves the gun to scare DOCTOR 1. KASADY follows the doctor into the room with a gun pointed at her back. KASADY’S eyes roll back and he is losing a lot of blood. DOCTOR 1 looks for the medical kit in DR. CONNORS’ office and sees vials full of different types of acid. DOCTOR 1 eyes CLETUS AND then looks at the vials.

KASADY
“Hurry it up! We don’t have all day here!”

DOCTOR 1
“I’m trying.”

KASADY
(Enraged)
“Try harder!”

DOCTOR 1 is unsettled and knows she has to make her move. DOCTOR 1 quickly picks up a rack full of the acid and throws it at KASADY. KASADY puts his arm up and the acid starts to burn through his clothes.

KASADY
“You *****!”

KASADY screams in pain and starts to shoot his gun into the air. DOCTOR 1 screams and hides underneath a table. KASADY shoots a refrigeration unit with a blood sample and the symbiote in it. The containers holding “PETER P’S” blood sample and the symbiote shatter. The symbiote quickly reacts and bonds with the blood sample. We see KASADY rip his burning shirt off and his wound is visible. The wound is pouring blood all over the floor of the lab. KASADY reloads the gun and looks for DOCTOR 1.

KASADY
“That wasn’t a very nice thing you did back there. Now I’m going to have to kill you real slow.”

We see a terrified DOCTOR 1 closing her eyes hiding underneath a table. KASADY then begins to search for the doctor.


KASADY
“Come out, come out, wherever you are.”

KASADY walks past the broken refrigeration unit and we see the blood soaked symbiote jump into the wound on KASADY’S stomach. KASADY screams when the symbiote starts to crawl into his body. The symbiote embeds itself in KASADY’S stomach and goes into his bloodstream. KASADY screams in pain as the symbiote bonds to his internal organs. We can see the symbiote start to turn red and black as it consumes KASADY’S body.

KASADY
(Screaming)
“What’s happening to me? Get it off! Get it off!”



KASADY’S head rolls back and we see red veins pop out of his skin. DOCTOR 1 gets up and is horrified to see what is happening to KASADY. KASADY sees the doctor and tries to reach for a gun but can’t because of the immense pain he is in. The red veins then start to cover KASADY’S entire body. The red like appendages break out of KASADY’S wrists and feet and he passes out. We see KASADY covered from the shoulders down in the red symbiote. KASADY then opens up his eyes and screams. As KASADY screams red symbiote strands crawl out of his mouth and cover his head. The red symbiote covered KASADY slowly gets to his feet. DOCTOR 1 sees this and starts to run towards the door.

CARNAGE
“Not so fast, doll. I wanna have some fun.”

KASADY is now fully formed CARNAGE, except for the large Spiderman-like eyes. CARNAGE is blood red colored and has black tentacles covering his body. CARNAGE’S mouth is full of razor sharp teeth and we see KASADY’S bloodshot eyes staring through the organism. DOCTOR 1 is tripped when a long stand of the CARNAGE suit grabs on to her leg. DOCTOR 1 is screaming as CARNAGE pulls her closer and closer.

CARNAGE
“Would you like to know why you’re going to die?”

CARNAGE pulls DOCTOR 1 until he’s face to face with her. CARNAGE licks DOCTOR 1’S face.



DOCTOR 1
(Screaming)
“Wha..what are you?”

CARNAGE
“I’m a living nightmare.”

We see CARNAGE hold DOCTOR 1 by the ankle and opens his mouth. CARNAGE looks like he’s going to devour DOCTOR 1 and we hear a loud scream. We see a shadow of CARNAGE eating DOCTOR 1 and hear excruciating screams.

EXT. TIMES SQUARE NEW YORK-NIGHT
We see PETER PARKER holding MARY JANE on his shoulders in Times Square. MARY JANE is screaming with joy as she sits on PETER’S shoulders.

PETER
“Don’t you like Piggy back rides?”

MARY JANE
(Laughing/Joking)
“Not the ones you give.”

PETER
(Joking)
“Oh, a wise guy, eh?

PETER spins MARY JANE around and then puts her down. MARY JANE and PETER are both laughing and enjoying each other’s company.

MARY JANE
(Half Joking)
“We’ll see who’s laughing when I throw up that burger and fries on your new shirt.”

MARY JANE puts her hands on her mouth and walks towards PETER. She pretends to throw up on PETER and then hugs him.

PETER
“So, is this better than going out with Gwen?”

MARY JANE
“You got it tiger.”



PETER and MARY JANE then kiss each other in the middle of Times Square. We then cut to a montage of PETER and MARY JANE having a night out on the town. The song “Downtown” by Petula Clark plays during the montage sequence.

SONG
“When you're alone
And life is making you lonely
you can always go down town.”

PETER and MARY JANE are holding hands while walking down a street. We see MARY JANE point at a street performer.

SONG
“When you got worries,
All the noise and the hurry
seems to help,
I know down town.”

PETER and MARY JANE laugh at the street performer and give him some change.

SONG
“Just listen to the music
Of the traffic in the city,
linger on the sidewalks
Where the neon signs are pretty.

We see a montage of PETER and MARY JANE looking at the lights of the city and pointing.

SONG
“How can you lose?
The lights are much brighter there
You can forget all your troubles,
Forget all your cares.
So go down town.
Things'll be great
When you're down town.
No finer place for sure-
Down town.
Everything's waiting for you
Down town.”

PETER and MARY JANE grab a hotdog at a vender on the street. PETER and MARY JANE smile as they eat and look around. The street vender looks annoyed with PETER and MARY JANE and waves his hand at them.
SONG
“Don't hang around
And let your problems surround you,
there are movie shows down town.”

PETER and MARY JANE walk down Broadway and MARY JANE looks a little upset. PETER then throws his hotdog at a marquee with someone’s name on it. MARY JANE and PETER laugh. We then see an angry police officer chase away MARY JANE and PETER.

SONG
“Maybe you know some little places to go
to where they never close down town.
Just listen to the rhythm
Of a gentle bossa nova.”

We see PETER and MARY JANE in a horse and carriage going down a city street. PETER then looks like he smells something and MARY JANE holds her nose. PETER looks at the horse’s ass and they realize the stench is coming from the animal. PETER and MARY JANE jump out of the carriage and toss the driver some money.
SONG
“You'll be dancing with 'em too
Before the night is over happy again.
The lights are much brighter there
You can forget all your troubles,
Forget all your cares.
So go down town.”

We see PETER and MARY JANE looking at magazines at a newsstand. PETER is looking at a magazine that has something to do with Spiderman and MARY JANE is looking at a magazine about modeling.

SONG
“Where all the lights are bright
Down town.
Waiting for you tonight
Down town.
You're gonna be alright now
Down town.

PETER and MARY JANE are walking past an alley and we see a robber pointing a gun at an elderly woman. The woman is looking in her purse for money to give the robber. PETER sees this and webs the robber’s foot and trips him. MARY JANE gives PETER a dirty look and PETER shoots webbing to apprehend the robber. PETER looks back at MARY JANE and shrugs.

SONG
“When you're alone
And life is making you lonely
you can always go down town.
When you got worries,
All the noise and the hurry
seems to help,
I know down town.
And you may find somebody kind-
To help and understand you,
someone who is just like you
And needs a gentle hand
To guide them along.”

We see PETER and MARY JANE standing in the observatory of the Empire State Building overlooking the skyline of New York City. PETER throws MARY JANE a stuffed gorilla (King Kong). MARY JANE catches it and then kisses PETER.


SONG
“So maybe I'll see you.
There we can forget all our troubles,
Forget all our cares.
So go down town.
Things'll be great when you're
Down town.
Don't wait a minute more
Down town.
Everything's waiting for you
Down town.”

PETER and MARY JANE kiss again overlooking New York City and we see a spinning aerial shot of the couple. The screen then fades to black.
 
EXT. OUTSIDE OF TOWNHOME-NIGHT
An illuminated streetlight near a typical New York townhouse reveals a figure standing in the darkness. We see a redheaded man (KASADY) wearing a brown trench coat with the color turned up. The figure then starts to walk towards the townhouse, we see a red tentacle crawl out of the mans jacket and then retreat. The man turns around revealing a smiling CLETUS KASADY.


INT. TOWNHOUSE-NIGHT
A WOMAN in her early twenties is changing in her bedroom. The WOMAN sees KASADY staring at her when she’s changing and closes her blinds.

WOMAN
(To Herself)
“Creep. Some people…”

The WOMAN turns around and takes her earrings off in a mirror. We see a shadow run past the WOMANS window in the mirror and she is startled. The woman peeks through the blinds and sees nothing in the street below. The WOMAN looks unsettled and crawls into her bed. Out of nowhere we see CLETUS KASADY break through the WOMAN’S window. The WOMAN screams and KASADY stands to his feet. Red and black veins crawl up KASADY’S neck and he approaches the WOMAN. The WOMAN quickly reaches underneath her mattress and pulls out a bottle of mace.

WOMAN
“I don’t know who you are but stay away from me!”


KASADY
“Hey, I don’t want any Tabasco sauce in my eyes sweetheart. I just wanna have some fun!”

The WOMAN looks terrified but continues to stand her ground with the bottle of mace. KASADY walks closer to the woman and makes an axe out of the symbiote.

WOMAN
“Sta…stay away from me!”

The WOMAN sprays the mace into KASADY’S eyes. CLETUS screams as the substance burns his eyes.

KASADY
“My eyes! My beautiful eyes!”

The WOMAN runs towards an open door and KASADY shuts it with a stand from the symbiote. The red symbiote covers KASADY’S face and then he smiles at the woman.

KASADY
“Boo.”

KASADY turns into CARNAGE and we see the horrified WOMAN cowering in a corner. CARNAGE’S shadow covers her face and we cut to a shot of an eye opening.

INT. PETER AND MARY JANES APARTMENT-NIGHT/MORNING
We cut to MARY JANE and PETER PARKER sleeping together in their bed. MARY JANE wakes up and sees PETER sleeping soundly and the she moves towards him. MARY JANE grabs on to PETER and closes her eyes. We see a clock on a nightstand and its almost morning. MARY JANE starts to wake up and reaches for PETER. PETER is gone and MARY JANE opens her eyes. She rolls over to see a window open. The morning light then starts to shine on MARY JANES red hair and she lets out a sigh. MARY JANE puts a pillow over head and goes back to sleep.

EXT. NEW YORK CITY-MORNING
SPIDERMAN is swinging through the city and over people making their morning commute. We see a MAN reading an issue of the Daily Bugle with the headlines “Reptile Creature Kills Dozens On Campus.” The MAN looks up and sees SPIDERMAN swinging above him. The MAN puts his newspaper down and shakes his fist at SPIDERMAN.


MAN
“Get a job menace! (To himself) Turn this city into a damn Zoo.”

SPIDERMAN continues to swing through the city and looks back at the man screaming and shaking his fist.

SPIDERMAN
“Ah, another friendly New Yorker.”

SPIDERMAN continues to swing through Manhattan and people below start to boo at him. SPIDERMAN looks back and a whole crowd of people seems angry with him.

CITIZEN 1
“Where were you?”

CITIZEN 2
“Masked freak!”

SPIDERMAN
“Hmm, people seem angrier at me than usual this morning. I hope Dr. Connors is alright.”

An ELDERLY WOMAN throws an orange at SPIDERMAN and it hits him right in the head.

SPIDERMAN
“What the…ouch. Hey lady that hurt!”

ELDERLY WOMAN
“You good for nothing bum!”

SPIDERMAN swings past Empire State University and sees a few dozen police cars surrounding the area.

SPIDERMAN
“It looks like the entire precincts down there. Jesus Curt. I hope nothing happened.”

SPIDERMAN swings to the top of a building across the street from the University. SPIDERMAN takes his mask off and looks at the crowd below.

SPIDERMAN
(Unmasked)
“Better lose the suit.”


EXT. BAGLEY LABS, CRIME SCENE-DAY
PETER PARKER arrives at Bagley Labs at Empire State University. An entire wall of the lab has been taken down and equipment is scattered everywhere. PETER PARKER spots CAPTAIN STACY investigating the crime scene. PETER pushes through an entire slew of reporters and civilians and reaches a police line.
COP
“Everyone back. Step back please. The Captain will make a statement later on in the day.”

The COP notices PETER trying to get past the roped off area of the crime scene

COP
“Nothing to see here kid. Back away.”

The COP stops PETER PARKER in his steps and doesn’t allow him to go any further.

PETER
(Concerned)
“What happened here? Who did this?”

COP
“Just relax. We’ll issue a full statement later on.”

CAPTAIN STACY puts a breathing mask over his mouth and lifts up a coroner’s sheet over a dead body. CAPTAIN STACY looks at the body and it’s a skeleton covered in blood.

CAPTAIN STACY
(Points to body)
“Any ID on this one?”

CRIME SCENE INVESTIGATOR
“Names Susan Peterson. She was the Doctor that was in charge of Kasady.”

CAPTAIN STACY puts the sheet down and takes off the mask on his mouth.

CAPTAIN STACY
“Jesus. Over Twenty people. Massacred.”




CAPTAIN STACY picks up a broken picture of DR. CONNORS and his wife. CAPTAIN STACY looks at the photo for a while and sets it down on a desk. CAPTAIN STACY then notices PETER PARKER on the police line.

PETER
“Captain Stacy! Captain Stacy!”

CAPTAIN STACY walks towards PETER and nods hello to him. CAPTAIN STACY puts his arm on a COPS shoulder.

CAPTAIN STACY
(Smiling at PETER)
“Its alright private. I know this man. Take a break.”

COP
“Thanks Cap.”

CAPTAIN STACY shakes PETERS hand.

CAPTAIN STACY
“Peter. What a surprise. How’s your Aunt doing?”

PETER
“Aunt May’s fine Mr. Stacy.”

CAPTAIN STACY
“Good. Good. Did you get the gelatin mold?”

PETER
(Sarcastic)
“Um. Yeah. It was great.”

CAPTAIN STACY
“I’m glad you enjoyed it. Now, what can I help you with?”

PETER
“What exactly happened here?”

CAPTAIN STACY looks behind him and at the coroner loading up an ambulance with a body.

CAPTAIN STACY
“Pete. I understand that you know Dr. Connors. We want to ask you a few things about his personal life.”



PETER
(Horrified)
“Dr. Connors? Tell me he didn’t…”

CAPTAIN STACY holds his hand up top calm PETER down.

CAPTAIN STACY
“I want you to relax now son.”

PETER
(Serious)
“What did he do?”

CAPTAIN STACY
(Sighs)
“From the looks of it, it seems that Dr. Connors came around here at 10:30 at night and broke into his old office. We believe that the monster that he turned into killed seventeen civilians and two police guards.

PETER
“He…killed…”

CAPTAIN STACY
“Those two guards were watching a high profile serial killer that was put here by Rykers a few days ago. It looks like your friend helped him escape. There was also a homicide a few blocks from here involving a young woman.”

PETER
“Twenty…twenty people!”

CAPTAIN STACY
“We believe that it was the serial killer that murdered the young lady. But from the looks of it, Dr. Connors is responsible for everything else.”

PETER
(Shocked)
“Dr. Connors could have never done something like this. Not even that monster could!”

CAPTAIN STACY
“I know how much Dr. Connors meant to you, but he’s our best lead at the moment.”



PETER
(Angry)
“No…he couldn’t have done this. I don’t believe it.”

CAPTAIN STACY
“He’s the only one who could have taken down a wall of shear concrete. He killed a person at the press conference yesterday Peter. I’m sorry, but…”

PETER looks extremely upset and feels that all of this is somehow his fault.
PETER
“No, I’m sorry for wasting your time Captain.”

PETER looks away from the destruction of the crime scene and walks through the sea of reporters.

CAPTAIN STACY
(Shouting)
“Peter! We’ll find him. Don’t do anything stupid!”



PETER has his back turned away from CAPTAIN STACY and disappears into the crowd. We see an angry PETER slowly walking away.

PETER
(To himself)
“Don’t worry. I’m done fooling around.”

INT. NEW YORK SEWERS-DAY
SPIDERMAN is swinging down a large sewage drain filled with brown murky water. SPIDERMAN seems to be very upset and is swinging faster and faster down the narrow corridors.

SPIDERMAN
(Annoyed)
“Where are you Curt?”

SPIDERMAN continues to swing through the maze of pipes and concrete that makes up the New York sewer system. SPIDERMAN jumps from a web line and onto a large pipe. SPIDERMAN crouches down and looks into the pitch-black tunnels ahead.

SPIDERMAN
(Exhausted)
“I’ll never find him down here.”


SPIDERMAN jumps down from the pipe and lands on the concrete floor below. We see what looks like THE LIZARD looming in the shadows. SPIDERMAN sees the object and slowly walks towards it.

SPIDERMAN
“Doc? I want you to just relax. I’m here to help.”






SPIDERMAN walks close to the object and we can see that it is stuck on a small pipe. SPIDERMAN looks at it closer and we see THE LIZARDS dead skin hanging in the darkness. The dead skin is white and scaly. The skin looks almost identical to the lizard except for its size and color. SPIDERMAN picks up the skin and looks at it.

SPIDERMAN
“You’ve got to be joking. What have you done Connors?”

The dead skin is covered in green slime and is dripping because of how saturated it is. SPIDERMAN drops the skin and hears something clamoring around behind him. SPIDERMAN turns around and sees a broken vent shaft covered in red mucus. SPIDERMAN walks over to the broken vent and examines the substance covering it. SPIDERMAN rubs some of the substance between his fingers and smells it. We then hear screaming coming from below in the darkness.

SPIDERMAN
(Sighs)
“Into the rabbit hole.”

SPIDERMAN jumps into the small dark hole and we can barley make him out. A light from the surface illuminates SPIDERMAN’S figure and we see something scurrying around in the darkness. SPIDERMAN is cautious and walks towards the figure. We then see a bald and armless DR. CONNORS hiding in a corner with a bunch of wet newspapers.

DR. CONNORS
(Voice crackling)
“Don’t….don’t come near me! Stay away!”

SPIDERMAN
“I’m only here to help. I swear I’ll find a way to help you.”

DR. CONNORS
(On the verge of tears)
“Help…me? You’re lying! Get away from me!”

SPIDERMAN walks towards DR. CONNORS with his hand out.

SPIDERMAN
“Just take my hand.”

DR. CONNORS starts to snarl and he starts to develop reptilian eyes.
SPIDERMAN
“I can help.”

SPIDERMAN reaches for DR. CONNORS with his hand out. DR. CONNORS hits SPIDERMANS hand away and screams. SPIDERMAN backs away slowly and then takes his mask off revealing his identity to DR. CONNORS.


PETER
“It’s alright Dr. Connors, but we need to get you back to your lab. We need to find a cure for this.”

DR. CONNORS starts to calm down and his eyes turn back to normal. DR. CONNORS looks up at PETER and seems overwhelmed by the situation.

DR. CONNORS
“Pete? Peter Parker is that you?”

PETER walks closer to DR. CONNORS and kneels down beside him.

PETER
“Curt. You…did something unspeakable…”

DR. CONNORS
(Serious)
“What did I do?”

PETER
“You killed Dr. Chang…and about twenty people at Empire State last night.”

DR. CONNORS
“Killed? Oh no. Dr. Chang!”

PETER
“You’re in trouble with the police Doc. They’re looking for you. You’re the number one suspect in the homicide of over twenty people.”

DR. CONNORS
(Shocked)
“I…I couldn’t have. I think I’m going to be sick.”

PETER
“You are sick Curt. That’s why I want to help.”

DR. CONNORS
“I didn’t hurt Martha or Billy did I?”

PETER
“Your wife and son? I don’t think so. Lets get you out of here Doc.”

DR. CONNORS lets out a slight smile when PETER helps him to his feet.

DR. CONNORS
“I always did know.”

PETER
“What?”

DR. CONNORS
“That you were Spiderman. Even before that blood test.”

PETER puts his SPIDERMAN mask back on and looks at DR. CONNORS.

SPIDERMAN
“Well that’s our little secret, ok?”

DR. CONNORS
(Coughing)
“My lips are sealed.”

SPIDERMAN grabs DR. CONNORS and they swing out of the dingy sewer and into the blinding daylight.

EXT. NEW YORK STREETS-DAY
SPIDERMAN is swinging through the streets of New York holding DR. CONNORS. We see a shot that is almost precisely the same as the cover of Amazing Fantasy #15 with SPIDERMAN holding the bald DR. CONNORS. SPIDERMAN lands on a rooftop and puts DR. CONNORS down.

SPIDERMAN
“Police officers will still be guarding your lab. Is there any place you can lay low at?”

DR. CONNORS
“My house. I need to see my wife.”

SPIDERMAN
“I understand.”

DR. CONNORS
“You know your helping a fugitive Peter.”

SPIDERMAN puts his hand on DR. CONNOR’S shoulder and pats him on the back.

SPIDERMAN
“No, I’m helping a friend.”
 
EXT. RESIDENTIAL NEIGHBORHOOD-DAY
SPIDERMAN swings into a series of town homes by Central Park with DR. CONNORS. We see MARTHA CONNORS staring out a window and see a reflection of SPIDERMAN swinging with her husband in his arms. MARTHA CONNORS puts her hand over her mouth and looks like she is about to cry. MARTHA CONNORS runs out of the townhouse and into her doorway. SPIDERMAN swings down to where MARTHA CONNORS is standing and puts DR. CONNORS down.

MARTHA CONNORS
(Running towards DR. CONNORS)
“Oh God! Curt!”

MARTHA CONNORS grabs the sickly DR. CONNORS and holds on to him.

MARTHA CONNORS
“What did you do to yourself? Those people! All of those people!”

SPIDERMAN
(To DR. CONNORS)
“I’m going to find a way to cure you. I promise.”

DR. CONNORS looks back at SPIDERMAN and is shaking his head no.

DR. CONNORS
“This is my burden Pe..Spiderman. I’m going to have to set up my new lab here. Bring me my supplies, you’ve already done enough.”

DR. CONNORS looks at his wife and kisses her.

DR. CONNORS
(To MARTHA)
“Don’t let Billy see me like this. Please.”

MARTHA
“All that matters is that your back now.”

SPIDERMAN
“I’ll be back Dr. Connors. We will find a cure.”

MARTHA
“I don’t know how to thank you Spiderman.”

SPIDERMAN
“You’ll never have to.”

SPIDERMAN swings out of frame with MARTHA CONNORS helping DR. CONNORS in to the house in the background.

INT. ABANDONED WAREHOUSE-DAY
We see a map of New York City hanging on a dirty wall in the warehouse. We see a series of red circles on the map of Manhattan. Pictures of homes and women are hung next to the map and we see CLETUS KASADY pulling his red hair back.

KASADY
“Now, where did I leave off all those years ago?”

KASADY is running over the map with his finger and is searching for his next victim.

KASADY
“Right about... right about…

KASADY continues to run his finger over the map and stops on a random street. KASADY smiles and the red symbiote crawls down his finger.

KASADY
“Here.”

KASADY turns around and paces back and forth around the dusty warehouse.

KASADY
“Seems like a reasonable place to start again.”

CLETUS KASADY looks at his hand and we see the red symbiote crawl up it. KASADY forms an axe with the symbiote and looks at it. He then forms a large stabbing weapon out of the alien creature.

KASADY
“Poppas got a brand new bag.”

CLETUS KASADY jumps up and attaches himself to the ceiling of the warehouse. KASADY forms into the blood-colored monster CARANGE and roars. CARNAGE crawls down a wall extremely fast and lands on the ground. CARNAGE shoots red webs at the screen and jumps at the audience.

INT. MAY PARKERS APARTMENT-LATE AFTERNOON
We see AUNT MAY looking at an issue of the daily bugle with the headlines “SPIDERMAN AND CRAZED DOCTOR LET SERIAL KILLER GO.” The front page of the paper has a picture of a smiling DR. CONNORS and another photo of SPIDERMAN swinging. AUNT MAY sets the newspaper down and lets out a sigh. She takes a sip of a cup of coffee and then starts to cough violently. AUNT MAY is then startled by a knock at the door. AUNT MAY continues to cough and opens the door to her humble apartment. We see that PETER PARKER is standing outside of the apartment with a teapot.

AUNT MAY
(Stops coughing and smiles)
“Peter! What a surprise! I was beginning to wonder if you’ve forgotten about your old Aunt.”

PETER
“I’m sorry I haven’t stopped by since the wedding Aunt May. I’ve been real busy.

PETER lifts up the teapot and smiles at AUNT MAY.

PETER
“MJ found your old teapot when she was unpacking.”

AUNT MAY
“Oh my goodness Peter, I’ve been looking all over for that. Oh come on dear, come inside. Where are my manners?”

PETER smiles and enters AUNT MAY’S humble apartment. He walks inside and sees old newspapers and laundry scattered all over the place. PETER then spots an entire slew of medication bottles on the kitchen table.

AUNT MAY
“You’ll have to excuse the mess Peter, I’ve been a little preoccupied with things.

AUNT MAY rushes over and clears a space for PETER to sit down. PETER looks around the apartment and seems worried with the way it looks.

PETER
“Its alright, you should see the way MJ keeps our apartment.”

AUNT MAY
“Come Peter. Sit down.”

AUNT MAY escorts PETER to a chair at a coffee table with news clippings of SPIDERMAN related articles.

AUNT MAY
“Would you like anything to drink dear? Coffee? Tea? Milk? Juice? I could get you some orange juice.”

PETER
“I’m fine. It’s all right. I just wanted to stop by and check on you.”

AUNT MAY
“On me? Oh you don’t need to worry yourself. I was going to call Mary Jane and see your new place.”

PETER
“You’re always invited.”

AUNT MAY looks at PETER and then starts to cough again violently. She stands up leaving a concerned PETER sitting at the table. AUNT MAY takes out a handkerchief and coughs into it.
AUNT MAY takes the handkerchief away from her mouth and we can see blood covering the piece of fabric. MAY wipes blood away from her mouth and looks at PETER.




AUNT MAY
(Clearing her throat)
“Are you sure you don’t want anything? I could make you a sandwich. I even have some leftover chicken I could heat up…”

PETER
“Is everything alright?”

AUNT MAY shakes her head yes and waves her hand at PETER.

AUNT MAY
“I’m fine dear. No need to worry about anything.”

PETER
(Extremely concerned)
“Aunt May…”

PETER stands up and hugs Aunt May where she is standing. AUNT MAY then begins to cough again and turns away.

PETER
“Don’t do this. What’s wrong?”

AUNT MAY turns around and looks at PETER and rubs his cheek.

AUNT MAY
“Your too much like your Uncle. He could see right through me.”

AUNT MAY lets out a sigh and PETER looks at some of her prescription medications.

PETER
“Your going to be alright, aren’t you?”

AUNT MAY
(Looking down)
“Its terminal Peter. Doctor Becker has given me six months.”

PETER
(Shocked)
“You’re…you’re dying?”

AUNT MAY
(Looks up at PETER)
“Peter…I. I’ve lived a long life…”


PETER
(On the verge of tears)
“Six months…No! I’m not going to lose you too!”

AUNT MAY looks at PETER and wipes away the tears from his eyes.

PETER
“When…when did you find out?”

AUNT MAY
“A couple weeks before your wedding. I didn’t want to spoil it with bad news.”

PETER
“Does anyone else know?”



AUNT MAY
“Besides you and my Doctor? No.”

PETER
“There has to be something I can do…some kind of medication.”

AUNT MAY
“The pills I’m taking now just weaken the side effects. They say there’s no cure Peter.”

PETER
“No! I don’t believe it. There has to be something!”

AUNT MAY comforts PETER and begins to cry. PETER holds onto AUNT MAY and can’t let go.

PETER
“Not you too! Oh God. I’m not going to lose you.”

AUNT MAY lifts PETER’S head up and looks at him wiping away his tears.

AUNT MAY
“No one can live forever Peter. We just have to accept life and honor our loved ones.”

PETER
“I can’t accept this.”


AUNT MAY
“Death is just another stage of life. I love you Peter and even when I die I’ll still be with you.”

PETER
“I…I can’t believe this is happening. Why now?”

PETER lets go of AUNT MAY and looks at her. PETER walks out of the Apartment angrily.

AUNT MAY
“Peter!”

PETER slams the door shut and storms out of sight. We see a concerned AUNT MAY looking at a picture of UNCLE BEN. AUNT MAY looks at a picture of PETER and then starts to cry again.



AUNT MAY
(To herself)
“We just have to let go sometimes…”

EXT. NEW YORK CITY-DUSK
We see PETER PARKER ripping off his clothes revealing the SPIDERMAN outfit underneath. The unmasked SPIDERMAN kicks open a door to a rooftop and put his mask on. SPIDERMAN webs onto another building and starts to angrily swing through the streets of New York. SPIDERMAN sees police cars chasing a sedan in traffic. SPIDERMAN starts to swing towards the chase.

INT. POLICE CAR-DUSK
We see two POLICE OFFICERS in a car chasing an out of control vehicle.

POLICE OFFICER
“Come in HQ, We have an automobile who just went through two red lights.”

HQ
“Copy that, what’s your location?”

POLICE OFFICER
“About two blocks away from…”

The POLICE OFFICER sees SPIDERMAN swinging towards the out of control car.

EXT. NEW YORK-DUSK
The sun is setting on the island of Manhattan and we see a silhouette of SPIDERMAN landing on the suspect’s vehicle. SPIDERMAN does a back flip off the rooftop of the car and lands on the hood. SPIDERMAN then punches through the windshield of the car and punches a man in the drivers seat.

SPIDERMAN
(Angry)
“Here in America, red means stop!”

SPIDERMAN punches the man in the face and the car crashes into a building and stops. SPIDERMAN pulls the man out of the car and starts to beat him.

DRIVER
“Stop…my…my. Breaks just went out…”

SPIDERMAN ignores what the man is saying and continues to beat him severely. SPIDERMAN beats the man until he is unconscious. The following police sedan screeches to a halt and the OFFICERS exit the vehicle.

POLICE OFFICER
“What are you doing? The guy just ran a couple of red lights!”

The other OFFICER draws his gun and points it at SPIDERMAN.

POLICE OFFICER 2
“Put the man down Spidey!”

SPIDERMAN realizes what he has done and drops the man on the concrete sidewalk.

SPIDERMAN
“I…I don’t know what came over me. I’m sorry.”

SPIDERMAN helps the man up to his feet and looks at him.

DRIVER
(Spitting up blood)
“My breaks, they just went out.”

The two OFFICERS look at SPIDERMAN in confusion and put their weapons down. One of the officers runs towards the man and examines him.


POLICE OFFICER
“You beat the living piss out of this guy!”

SPIDERMAN looks at his fists and then at the man. A crowd begins to surround the scene of the crash.

SPIDERMAN
“I’m sorry. I thought...”

MAN
(Coughing)
“Well you thought wrong!”

SPIDERMAN swings away from the scene and leaves a confused OFFICER scratching his head. The beaten man is hunched over and is looking at SPIDERMAN.




INT. MARTHA AND CURT CONNORS’ TOWN HOME- DUSK
We see a reflection of MARTHA CONNORS in a windowpane of a spacious kitchen. MARTHA CONNORS is washing dishes and looks concerned. MARTHA then spots something moving in her garden outside. She then sees a small snake slithering through her garden. MARTHA drops a dish and it shatters into thousands of pieces. We see a flash of DR. CONNORS as THE LIZARD and MARTHA puts her hand over her mouth in shock. MARTHA then looks up and sees her son, BILLY standing beside her.

MARTHA
“Oh God Billy, you scared me.”

BILLY
“I’m sorry momma.”

MARTHA kneels down to where her son is standing and kisses him on the forehead.

MARTHA
“It’s alright sweetie.”

BILLY
“Where’s daddy? Is he still working?”

MARTHA
“No…daddy’s not working. He’s upstairs. But he’s real sick. It would be better if we left him alone for awhile.”

BILLY
“Does his throat hurt?”

MARTHA
“Yeah…you wouldn’t want to catch it now would you?”

BILLY
“Yuck, no. I hate feeling icky.”

MARTHA cleans up the broken dish on the floor and puts the remains of it in the garbage.

MARTHA
“Do you want to help momma make some Spiderman cookies?”

BILLY
“Spiderman! Yeah.”

MARTHA kneels down to grab a cookie sheet and a brick breaks through the window of the kitchen. MARTHA lets out a scream and BILLY starts to cry. MARTHA rushes over to where BILLY is and holds him. Attached to the brick is a note with the words “Wife of a murderer” on it. MARTHA lets go of BILLY and throws the brick outside. MARTHA then looks out of the broken window for the perpetrator.

MARTHA
(Yelling)
“Leave us alone! We didn’t do anything!”

We can hear BILLY crying in the background with a concerned MARTHA CONNORS staring at the broken window.

INT. MARY JANE AND PETER’S APARTMENT-NIGHT
We see PETER PARKER enter the front door of his apartment to find MARY JANE on the telephone. MARY JANE sees PETER enter and covers the phone with her hand to talk to him.

MARY JANE
(To PETER)
“I’m amazed Peter. You actually used the front door this time.”

PETER walks into the small bathroom in the apartment and pours water on his face. PETER looks into the mirror in the bathroom and punches it. PETER cuts his hand on the glass and wraps his hand with a towel. MARY JANE gets up and is still talking on the phone.

MARY JANE
(On the phone)
“Ok Mr. Beck. That’s great. Ok. Quentin then. It’s been a pleasure. Thanks, bye.

MARY JANE turns the phone off and sees PETER sitting on a toilet with his hands covering his head.

MARY JANE
“Guess who’s going to be a movie star…
What’s going on in here? What happened to the mirror?”

PETER doesn’t respond and we see blood covering the sink in the bathroom. MARY JANE sets the phone down and walks towards PETER.



MARY JANE
“Is everything alright Peter? Aunt May said you came over and then stormed out of her apartment.”

PETER looks up and into MARY JANE’S eyes.

PETER
(Choking up)
“Did she tell you anything else?”

MARY JANE
“Only that you were acting strangely. What is it Peter?”

PETER
“MJ…my Aunts dying.”


MARY JANE
(Shocked)
“What? Dying? I had lunch with her a couple of days ago and she just had a bad cold.”

PETER
“That’s what she wants you to think. She only has six months to live.”

MARY JANE
“What’s wrong with her?”

PETER
“I don’t even think the doctors quite know.”

MARY JANE
“Then how do they know she’s dying?”

PETER
“It’s something no ones ever seen. It’s attacking her entire body.”

MARY JANE grabs PETER and starts to cry. PETER pushes her away.

PETER
“I have to go to Dr. Connors’ house and give him some lab equipment.”




MARY JANE
(Wiping away the tears)
“What? Where are you going! Let the police handle Connors. Your Aunt needs you now!”

PETER throws a bloody towel that was on his hand into a sink. He stops and looks at MARY JANE.

PETER
“Dr. Connors may be the only person who can help her.”

INT. MARTHA AND CURT CONNORS’ TOWN HOME-NIGHT
A bald and armless DR. CONNORS is sitting at an improvised lab in the upstairs of his town home. DR. CONNORS is mixing a solution together in a test beaker and holds it over a Bunsen burner. The solution starts to boil and DR. CONNORS writes a few notes down on a piece of paper. DR. CONNORS puts his hand over his face and lets out a sigh. He then picks up the beaker and throws it against a wall.

DR. CONNORS
“Damn it!”

DR. CONNORS hunches over his desk and looks extremely exhausted. We then see SPIDERMAN’S hand pat CURT on the shoulder.


SPIDERMAN
“Better watch the temper Doc.”

DR. CONNORS is startled at first and then turns around to see SPIDERMAN hanging upside down in his home lab.

DR. CONNORS
“Peter! You scared the bejesus out of me. How did you get in here?”

DR. CONNORS looks the window to the room and its open. He then looks back at SPIDERMAN. SPIDERMAN jumps to his feet and is now standing upright.

DR. CONNORS
“You know breaking and entering is a felony.”


SPIDERMAN
“Eh, I don’t think the chump who lives here would press charges.”

SPIDERMAN then walks towards the OPEN window and pulls up a backpack attached to a web line. SPIDERMAN opens the backpack and hands DR. CONNORS some equipment left from his destroyed lab.

DR. CONNORS
“Have any trouble getting my equipment?”

SPIDERMAN
“Piece of cake.”

SPIDERMAN then takes a vile of green serum from his backpack and looks at it. DR. CONNORS looks at the vile of green chemicals and then looks at his normal hand. Green hives are starting to cover it again and DR. CONNORS hides his hand with his lab coat.

DR. CONNORS
“Let me see the re-agent Pete.”

SPIDERMAN hesitantly hands the serum to DR. CONNORS and lifts his mask up to talk more clearly.

SPIDERMAN
“You haven’t noticed any side effects lately, have you?”


DR. CONNORS
“No. But I need to find some sort of antidote before I turn into that thing again.”

We hear a knock at the door and SPIDERMAN starts to head for the door.

DR. CONNORS
(To SPIDERMAN)
“Wait.”

The knock gets louder and we hear MARTHA CONNORS outside of the room.

MARTHA CONNORS
“Its me. Let me in. I have something for you to eat.”

DR. CONNORS
“Ok.”

SPIDERMAN picks up his backpack and is about to leave when MARTHA CONNORS opens the door to the lab.

MARTHA
“Spiderman? What a surprise!”

DR. CONNORS
“Martha, we’re very busy in here. What do you want?”

SPIDERMAN
“Hi, Mrs. Connors.”

MARTHA CONNORS is holding a platter of cookies in the shape of SPIDERMAN with a glass of milk.

MARTHA
“Billy and I made you these cookies. I wanted to check in on you. You’ve been up here all day.”

SPIDERMAN
“Those cookies smell delicious. Mind if I have one?”

DR. CONNORS
“I’m sorry Martha. Spiderman just dropped off some of my equipment from the university and I need to complete my work.”



MARTHA
(Looking at CURT and speaking to SPIDERMAN)
“Well of course you can have one. You’re the inspiration behind them.”

DR. CONNORS
“Martha...”

MARTHA
“Well at least someone appreciates my cooking.”

SPIDERMAN grabs one of the cookies from the platter and bites the head off. MARTHA sets the cookies down on the lab and walks away.



DR. CONNORS
“Are you sure you can eat those? It might be considered cannibalism.”

SPIDERMAN finishes the cookie and pulls up a stool next to DR. CONNORS.

SPIDERMAN
“Doc. About this serum of yours…you said it could help regenerate dying cells in the human body right?”

DR. CONNORS is looking into a microscope and is focusing in on an image of a cell.

DR. CONNORS
“That was the idea.”

SPIDERMAN
“Would it be possible to alter the serum to attack a pathogen in someone’s body and heal it at the same time?”

DR. CONNORS lifts his eyes off of the microscope and looks at SPIDERMAN.

DR. CONNORS
“Creating some sort of super antigenic vaccine? In theory you could develop it out of my serum.”

SPIDERMAN
“If you could coax the immune system to recognize and destroy the malignant cells without harming the other ones…”



DR. CONNORS
“It would create a cure for almost any ailment…if it doesn’t mutate.”

SPIDERMAN
“But if we use your serum against itself…we could cure you and Aunt…”

SPIDERMAN stops and looks at DR. CONNORS, he takes off his mask.

DR. CONNORS
“All we need to do is create a weakened version of the serum and extract the antibodies and I could be cured.”

DR. CONNORS looks back at PETER and slaps him on the back. PETER doesn’t seem to enthusiastic about the discovery.

DR. CONNORS
“What’s wrong?”

PETER PARKER
“Curt…could you do me a favor?”

DR. CONNORS
“Sure, anything. If it weren’t for you I’d still be in that stinking sewer.”

PETER PARKER
“Someone I know…a friend of mine. They’re dying of a mystery illness. The doctors don’t know what’s wrong with her.”

DR. CONNORS
“Is something wrong with Mary Jane?”

PETER PARKER
“No. It’s not MJ. Is it possible to find a cure for something no one has any clue about?”

DR. CONNORS
“If this antidote works properly Peter, it could cure anything.”

PETER PARKER
“We better get to work.”

DR. CONNORS
“Peter. I can handle it from here. Just get a blood sample from your Aunt and maybe we can help her.”

PETER PARKER
“You’re a good man Curt. Thanks.”

SPIDERMAN gets up and jumps out of the window of the room. DR. CONNORS looks at his hand again and the hives have now covered his entire hand. DR. CONNORS continues to work and ignores his ailment. DR. CONNORS then looks upset and bites the arm off of a SPIDERMAN cookie his wife left him.

DR. CONNORS
(To himself)
“Not half bad.”
 
EXT. NEW YORK CITY-NIGHT
We see SPIDERMAN swinging through the streets of New York and past the Daily Bugle. SPIDERMAN swings past a taxicab and the driver looks up at the iconic superhero. SPIDERMAN swings past an apartment complex and sees an ambulance in front. SPIDERMAN lands on a rooftop and looks down at the scene.

SPIDERMAN
“Please. No. It can’t be.”

We see a group of EMS workers hauling an elderly woman out of the complex on a stretcher. SPIDERMAN looks terrified and we see that the woman is an unconscious AUNT MAY. The EMS workers load her into the ambulance and we see a shadow of SPIDERMAN jump down to a nearby alley. An emergency worker is looking at some charts as they put AUNT MAY into the vehicle.


EMS WORKER
“Five minutes more and she wouldn’t have made it.”

EMS WORKER 2
“It’s a miracle someone found her.”

PETER PARKER is seen running towards the ambulance and the emergency crew. PETER stops and looks at AUNT MAY and she is attached to dozens of wires and medical equipment.

PETER
“What happened? Is she going to be alright?”

EMS WORKER
“Do you know this woman?”

PETER
“She’s my Aunt.”

EMS WORKER
“Name?”

PETER
“Peter Parker.”

EMS WORKER
(Looking back at the ambulance)
“Ok kid, jump in.”

PETER climbs into the ambulance and the workers close the doors. PETER looks at AUNT MAY and starts to cry. We hear a monitor with AUNT MAY’S heat beat beep erratically. PETER grabs onto his aunts frail old hand and looks up at someone preparing a hypodermic needle.

PETER
(To EMS worker and himself)
“Its all right. You see. She’s my Aunt May. And nothing bad is going to happen. Nothing bad is going to happen.”

PETER is shaking his head no and starts to cry into AUNT MAY’S shoulder. We hear the screaming siren of the ambulance as PETER cries next to his dying aunt. The EMS worker injects something into AUNT MAY’S I.V. and checks her pulse. The sound of the ambulance brings us to the next scene.

INT. LONG ISLAND MEDICAL CENTER-EARLY MORNING
We fade in on PETER PARKER sleeping in a chair next to AUNT MAY. AUNT MAY is also sleeping and is laying in a medical bed hooked up to an entire array of machines. We hear a familiar voice of a woman and we see MARY JANE, GWEN STACY and FLASH THOMPSON walk into the room. We see an orderly escort the three people into the room. GWEN STACY is holding a bouquet of flowers and puts her hand over her mouth when she sees AUNT MAY.

ORDERLY
“Let me know if you need anything, ok?”

MARY JANE
(Whispering)
“Thank you very much.”

MARY JANE, GWEN STACY and FLASH THOMPSON walk towards PETER and AUNT MAY. AUNT MAY has a breathing tube in her mouth and is resting next to PETER. MARY JANE puts her hand on PETER’S shoulder and then wraps her arms around him. PETER slowly wakes up and rubs his eyes.

MARY JANE
“I came as soon as I found out.”

PETER looks up at GWEN and FLASH and waves hello. GWEN sets the bouquet of flowers down on a nightstand and looks at AUNT MAY. GWEN puts her hand on AUNT MAY’S shoulder and rubs it.

GWEN
“How is she doing now?”
PETER
“A lot better. They say someone found her outside of her apartment. Unconscious.”

FLASH walks over to PETER and pats him on the back.

FLASH
“I’m real sorry Pete. If there’s anything Gwen and I could do?”

PETER
“You have nothing to be sorry about Flash. None of us could have done anything. Hell, the doctors can’t.”

MARY JANE
“We’ll find a way Peter. There has to be something.”

PETER stands up and runs his hand through his hair. He looks back at AUNT MAY and then at his friends.

PETER
“You guys really don’t need to be here. Its late.”

FLASH
“Well if you want to get technical its early.”

PETER looks at his watch and rubs his eyes in amazement at the time.

GWEN
“Its no problem Peter. That’s what friends are for.”

MARY JANE
“Thanks guys, but I think we need some time alone.”

GWEN
“I understand. Come on Flash.”

FLASH
“Peter, take it easy. Ok?”

PETER
“Thanks.”

GWEN looks at AUNT MAY again and kisses her forehead. MARY JANE hugs GWEN and then PETER shakes FLASHES hand. FLASH hugs PETER and they leave the room. They wave goodbye to each other and then PETER and MARY JANE look at one another. They then look at AUNT MAY.

MARY JANE
“What are we going do?”

PETER
“Doctor Connors can help.”

MARY JANE
“Connors? Peter. He’s a monster.”

PETER
“No. The serum that turned him into that thing, can save my Aunt now.”

MARY JANE
“You’re going place May’s life in the hands of a killer?”

PETER looks at the tube in AUNT MAY’S mouth and at the machines that are keeping her alive.

PETER
“That doesn’t matter now. If he can save her, it will be worth it.”

PETER opens a medical kit and takes a blood sample from AUNT MAY’S I.V. MARY JANE watches and remains silent. PETER touches AUNT MAY’S face.

PETER
“I won’t let you die. I promise you.”

PETER sticks the blood sample in his jacket pocket and opens a window to the room. MARY JANE looks at PETER and lets out a smile.

MARY JANE
“Peter…be care…”

PETER looks back at MARY JANE and jumps out of the window before she can finish her sentence.

MARY JANE
“…ful.”





The early morning wind blows MARY JANES hair and some papers in the room. We are left with a concerned MARY JANE standing alone with AUNT MAY in the cold dark room. The sun then begins to shine on MARY JANE’S face and illuminates the entire room.

INT. MARTHA AND CURT CONNORS’ TOWN HOME- DAWN
DR. CONNORS is working feverishly over some lab equipment and looks like he’s been awake all night. DR. CONNORS’ arm has now grown back and green scales cover his neck. We see SPIDERMAN knock on the window of the room and CONNORS slowly opens it.

SPIDERMAN
“Long time, no see.”

DR. CONNORS
“I’ve been working all night Peter. Your idea works. I finally have a cure for this.”

SPIDERMAN enters the apartment window and notices that DR. CONNORS’ arm has grown back. SPIDERMAN also notices the green hive-like scales on his neck.

SPIDERMAN
“Your arm. It’s back.”

DR. CONNORS
“And if we don’t act fast that monster will be back too.”

SPIDERMAN reaches into his suit and takes out a blood sample from AUNT MAY.

SPIDERMAN
(Holding the blood sample)
“Curt. I need to know if it will work.”

DR. CONNORS
“Of course.”

DR. CONNORS takes the blood sample from PETER and puts some of it in a Petri dish.

DR. CONNORS
“I tested some of the vaccine on my own blood and it works amazingly.”

SPIDERMAN
“Let’s hope it does the same here.”
DR. CONNORS opens a small refrigeration chamber with about a dozen hypodermic needles with the vaccine in them.

DR. CONNORS
“I’ve replicated twelve doses of the vaccine for now. The only problem is that it can only survive a few hours out of refrigeration. If this works it will make me even more famous than before…”

DR. CONNORS stops what he’s doing and looks back at SPIDERMAN and then at his new arm.

SPIDERMAN
“Something wrong?”

DR. CONNORS
“No. It’s just that when I cure myself. I’ll still be a wanted man. The Police have been pestering Martha for days now and it will never change.

SPIDERMAN
“Curt. You’re going to have to turn yourself in.”

DR. CONNORS
No. I can’t. My life as a scientist is over. I just turn into a five hundred and fifty pound reptile once in awhile.

SPIDERMAN
“You’re a nice person Doc. The police will understand what you had to go through.”

DR. CONNORS
(Getting angry)
“I’m sure Typhoid Marry was a nice person too Peter. I killed a man. And supposedly a dozen others.

SPIDERMAN
“We need to stay focused on the present Doc. Test the sample.”

DR. CONNORS
“Do you know what this is going to do to my reputation in the scientific field? My life is completely ruined! I don’t even remember going back to my lab!”

SPIDERMAN
“I think it would be a good idea to calm down.”


DR. CONNORS
“Calm down! What am I doing? I don’t need a cure. This is who I am.”

SPIDERMAN
“Just relax Curt.”

DR. CONNORS
“No! It’s not fair. All of my work for nothing! I’m not going to have the NYPD set me up.”

SPIDERMAN
“We don’t even know if you did kill those people. It could have been that serial killer!”

DR. CONNORS
“This time they’ve gone too far. I don’t deserve to be crucified for one stupid mistake.”

DR. CONNORS dumps AUNT MAY’S blood sample down a drain and some of the vaccines as well.

SPIDERMAN
“What do you think you’re doing?!”

DR. CONNORS
“You can worry about your Aunt yourself. I’m done helping humanity.”

SPIDERMAN grabs DR. CONNORS by the arm to stop him from getting rid of the antidote.

SPIDERMAN
“Stop this Connors!”

DR. CONNORS
“Connors is dead! All that remains now is a cold blooded killer.”

SPIDERMAN throws DR. CONNORS into a wall and grabs a sample of the vaccine. DR. CONNORS screams and is starting to mutate into THE LIZARD.

DR. CONNORS/THE LIZARD
“Stay away from there!”



The half transformed LIZARD lunges at SPIDERMAN and knocks him over breaking the vaccine. The crazed DR. CONNORS starts to break all of the hypodermic needles with the vaccine in it. CONNORS has the last dose in his hand and SPIDERMAN punches him in the face. The vaccine lands on the ground and almost breaks.


SPIDERMAN
“Stop this! We need those!”

DR. CONNORS/THE LIZARD
“No! You need! Not me. I’m happy with the way I am now!”

DR. CONNORS runs to the vaccine and grabs it; SPIDERMAN puts the half transformed LIZARD in a chokehold.

SPIDERMAN
“Put it down! Now!”

DR.CONNOTS/THE LIZARD
(Choking)
“What’s the matter? Afraid Aunties going to die?”

SPIDERMAN
“Yes!”

DR. CONNORS/THE LIZARD
“Well I guess you’re left with a choice. Cure me and save New York. Or cure your Aunt.”

SPIDERMAN
“Don’t do this.”

DR. CONNORS/THE LIZARD
“You just need to ask yourself how selfish are you?”

DR. CONNORS/THE LIZARD head buts SPIDERMAN from behind and turns into the fully formed LIZARD. SPIDERMAN is knocked back and web throws THE LIZARD through a window. SPIDERMAN grabs the last needle full of the vaccine and puts it in his costume. SPIDERMAN looks out of the window for THE LIZARD and can see him leaping from building to building.

SPIDERMAN
“God. Where are you going Curt?”



SPIDERMAN puts both of his hands on his head and looks at the LIZARD and realizes he must make one of the most difficult choices of his life. SPIDERMAN leaps from the building and we can see MARTHA CONNORS staring out of a window the main level of the apartment. MARTHA is wiping tears away from her face as SPIDERMAN swings by.
 
I never finished the rest of it. The remaining scenes would have been Spider-man curing The Lizard only after Captain Stacy is killed, Spider-man being blamed for the murder of Captain Stacy, and a climax where Gwen is taken hostage by Carnage in Times Square. Oh and if you couldn't guess Aunt May kicks the bucket and Gwen Stacy gets "snapped" in the Times Square scene.
 
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Wow, holy "all by my self" thread. Looks ok, you put a lot of effort in. Personally I don't like Venom so I like Carnage even more. I'm an old timer and I long for the days when no one except Gwen died in comics.
 
This really belongs in Fan Fiction. Moving...
 

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