EXT. NEW YORK CITY- AFTERNOON
The Song Be Yourself by Audioslave begins as the camera rotates around the city, for the first time we can see it
 its depth
 its glory
 its light
 its dark
 its gray. The Statue of Liberty stands tall, standing for truth, justice and the American way.  The Twin Towers monument stood high, representing a new life. This was New York City, the city that shouted you can break us down, but we will stand back up again and fight. The city of crime, the city of justice. Here no one sleeps.
EXT. NEW YORK CITY STREETS
Peter walks along the sidewalk, glancing all around. He no longer wore glasses. He didnt need them. He stops at the corner, sees a walking sign and begins to walk across. A car didnt notice
 it screeches as Peter JUMPS OVER IT AND LANDS. Peter glances around, everyones eyes were on him. Everyone noticed him
 the car was safe, he was safe
 he liked this feeling, not the safety- the love.  He lusted in it. 
EXT. NEW YORK CITY DARK ALLEYWAY
Peter stood examining his hands, he looks up towards the wall
 back towards his hand
 here goes nothing
 he puts his hands onto the wall and begins to crawl up. He crawls up fast, very, very fast
 he was now in his element, the most comfortable he had ever felt in a while. His speed, his strength, his agility was amazing
 he was practically running up the wall.  Far beyond human capabilities. He double flips off of the wall and lands on his two feet. He looks up towards the sky above. The sun reflecting in his eyes. He begins to climb up the tallest building
 reaching the top in mere seconds. He jumps up the rest of the way, grabbing onto the edge of the roof he swings himself onto it as though it was a gymnastic bar. He looks down towards the passing cars and breaths out.
PETER
Sooner or later I will have to face it
 
(steps closer towards the edge)
Conquer it
(steps once more closer)
Kill it
 
Peter steps towards the very edge and looks down, he closes his eyes and a web line zips out of his hands
 
PETER
There is no longer any reason to be afraid, not now, not ever again. Im above it, everything unattainable is now beneath the sky
 beneath me
 
Peter swings out and over the cars towards the building opposite him
 and he climbs up the rooftop looking down over his last feat.
PETER
A
 new life.
Peter at first motions to not accept it, but could not hide his passion
 its my time, its my time to be popular.  He grins and begins to run off, hurtling over the rooftops so fast that anyone barely noticed
 he was no longer a man, he was a spider. In its purest form, also
 the most dangerous. He had no fear, no worries.
INT. MID TOWN HIGH SCHOOL- HALLWAYS
Peter walks through the hallways at a rapid pace, trying to conceal his excitement when all of a sudden his arm starts to jolt, once again
 Peter stops walking forwards
 
PETER
Flash, you know that time I challenged you to a fight.
Peter looks towards Flash with anger burning in his eyes.
PETER
Today- after school, senior parking lot.
FLASH
Is this a joke Parker?
PETER
No joke at all, Ill even let you
 
JUMP SHOT:
EXT. MID TOWN HIGH SCHOOL- SENIOR LOT 
Flash sends his fist forward towards Pete, Peter dunks under the arm as though it was nothing! 
PETER (V.O.)
Have the first punch.
Peter catches Flashs fist in his hand, and Flash begins to feel pain beyond his beliefs and then all of a sudden he is knocked back. His body goes flying against the windshield of a car. Peter looks towards Flash, in almost sadistic, eyes darting back and forth between the witnesses. 
PETER 
Hope you can deal with the pain Flash, I have for more than four years.
Peter begins to walk away. 
INT. MIDTOWN HIGH SCHOOL- CAFETERIA
Peter wears more expensive clothes, he had traded his old ones out for the new look
 the new Peter. Spiky hair, black muscle shirt with a silver chain wrapped around his neck, sneakers and jeans. Gossiping was obviously floating around, as everyone looked towards him, girls giggled, guys frowned
 girls began to clutter around him. I think I will like this. He no longer paid any attention to Gwen, girls were now just an object
 they were all below him. Everyone was below him. Jason walks up to him and Peter just grins, shrugging as though it was nothing.
PETER
He deserved it
 
JASON
Hes in the hospital.
PETER
Guess who put him there?
Peter grins, but Jason just looks towards Peter through squinted eyes shaking his head no as he walks away. Peter just shrugs surrounded by his new groups of friends.
PETER
One loss, many gain.
INT. PARKER FAMILY HOME- ENTRANCE
May walks in carrying grocery bags.
MAY
Peter, I need help with groceries.
INT. PARKER FAMILY HOME- PETERS BEDROOM
Peter was in his room listening to blasting music as he practices shooting webs. He hears Aunt May, but he just shrugs
 everyone is beneath me.
INT. MADISON SQUARE GARDEN- WRESTLING TOURNAMENT 
The EXECUTIONER is in the ring, yelling threats towards the audience
 sitting up in front row was Peter and Harry. 
PETER 
These seats are amazing. 
EXECUTIONER 
Who ever can beat me, will receive the lucky cash prize of 5 thousand dollars. 
PETER
You know
 thats awful good pocket change.
HARRY
Are you suggesting?
Peter just shrugs
PETER
Just a thought, thats all.
HARRY
Your Aunt wanted me to talk to you about something.
Peter rolls his eyes.
PETER
You too huh?  Jeez
 theyre definitely busting my balls over no big freakin deal!
HARRY
They say that over the past couple of days youve changed
 emotionally. They want to know if
PETER
If Im a danger to myself? 
Peter takes out a cigarette and lights it
HARRY
Youre not
 
Peter blows out of it
 everyone is beneath me. Harry looks back towards him.
PETER
Dont worry
 something is changing
 something for the better, Im a different man now. 
HARRY
Different?
Peter lights the cigarette again and smokes
 sitting back in the chair. He looks towards Harry, shrugs and nods his head yes
PETER
Improved.
INT. PARKER FAMILY HOUSE- PETERS BEDROOM
Peter sits at his desk, drawing a picture of a black Spider-Man costume
 the symbiote costume.
INT. MID TOWN HIGH SCHOOL- BASKETBALL COURT 
Gym class. Peter dribbles the ball at super-speed. In the corner of the room COACH BERRAN is talking to Flash.
COACH 
...So you can't win a fight, you sue someone? Is that the sportsman thing to do?
FLASH
Look, coach, you don't understand.
COACH
I understand alright. You took the hippie way out. I got no place for hippies on my team. Im putting you on temporary suspension.
FLASH
You can't! I'm the best player you got.
COACH
Sorry, Flash. I wouldn't want someone in your delicate mental condition to get hurt. 
With a malicious glee in his eye, the Coach turns to look at Peter.
COACH
Parker! You're up!
Peter looks up and begins to run towards the coach.
FLASH 
No! Anyone but him!
PETER
What is Flash too sore from the other day?  Need a replacement, with actual skill this time, that it coach?
COACH
Well, he certainly can talk the talk.
The Coach throws Peter a basketball.
COACH
Lets see if he can walk the walk.
Peter walks to almost below the basket.
COACH 
Further than that Parker! 
Peter nods his head and begins to walk backwards, farther and farther
 
COACH 
Thats good. 
Peter, regardless, continues until he was under the opposing basket. 
COACH 
Come closer
 no one can- 
Before the Coach can finish his sentence, Peter takes the shot. The Coach drops his mouth in awe. 
COACH 
Do that again. 
CUT TO LATER. Supplied a steady stream of basketballs by another player, Peter sinks a series of dunks. The Coach turns to Flash.
COACH
Meet your new replacement. 
EXT. MIDTOWN HIGH SCHOOL
Peter leans against the corner of the main entrance. Glass swinging doors to the left side of him. He watches Gwen walking away as he lights a cigarette. He walks after her, she stops and looks towards him
 Peter nods his head hey.
PETER
Hey.
GWEN
Youve changed.
Peter shrugs
PETER
Everyone does, Im free Gwen
 for my whole life- I am finally free
 I gotta tell you, it feels good, it feels great! But, no matter what I do
 no matter what I say, I just
 
Peter walks closer to her now, so that they were very close to each other
 almost to the point of rubbing against each other.  Peter looks down towards her.
PETER
I cant forget you.
GWEN
I never knew that
 
PETER
Thats because I was always too shy to tell you, not anymore. Im not afraid of anything now
 I laugh in the face of danger.
Gwen shakes her head
GWEN
No, youre just wearing a mask.
Gwen steps into the car and begins to drive off, Peter watches her go
 and he kicks the curb.
PETER
You know what, I dont care!!!!!
Peter begins to walk away, but he looks back. Showing no emotion, but just a hard glare
 unreadable
 emotionless