INT. STILLWELL'S LAB - NIGHT
THE ARRANGER
Your experiment is
a failure professor, and
our suit is now in the
hands of the police.
DR STILLWELL
No, it was the Russian and his
bumbling, incompetent execution.
The suit is lost to us yes, but
one fortuitous side-effect of the
performance enhancers, that thus
far you are unaware of... is
memory loss.
(smug smile)
The buffoon will not remember who
he is much less be able to trace
them back to us.
THE ARRANGER
I sincerely doubt
Kingpin will find this
any consolation.
DR STILLWELL
I am not afraid of your... "boss".
Need I remind you it was Osborn
that funded my research
before your organization
approached me during his illness.
I understand his situation has
... improved.
(pause)
Besides, I have
something much better
in mind...
EXT. THE CONNORS' RESIDENCE - NIGHT
Spider-Man, still favoring his left arm, swings and lands on the terrace, finding the double doors open. He cautiously enters.
INT. MARTHA'S ROOM
Inside, he finds no sign of a struggle, but fears the worst as the apartment appears empty.
He makes his way down the upstairs hall and then hears a muffled SOUND, coming from the child's bedroom.
INT. BILLY'S ROOM
He finds this room empty as well ... and an open window.
SPIDER-MAN
(despondent)
I'm too late.
Another sound and Spidey whirls around. It is coming from the closet. He carefully opens the door.
A SCREAM.
Spider-Man jumps back, surprised at what he sees.
SPIDER-MAN
Billy?
BILLY
Spider-Man!
(hugs him
tight)
It got her. The
monster got my mama!
SPIDER-MAN
(pulling back
and patting
him on
the head)
Take it easy kid. She's going to
be just fine. I'm going to find
her, but how...?
(wondering how
and why the
creature didn't
get him)
BILLY
At first I hid under my bed, but
then I went in the closet and
buried myself under some clothes.
It tried to find me, but I was real
quiet.
SPIDER-MAN
Good boy. Now, we gotta find you
somewhere safe..
BILLY
Where?
SPIDER-MAN
The Daily Bugle. I got this
friend...
CUT TO:
INT. WEST VILLAGE - MARY JANE'S APARTMENT - NIGHT
A KNOCK at the door and Mary Jane goes to answer. She opens the door and finds Peter Parker...
MARY JANE
Well, if it isn't Houdini himself.
Last time I saw you were
disappearing...
(gasp)
Y-you're face...
PETER
Long story...
(pause)
MJ, I
need a favor.
He steps aside to reveal Billy Connors...
EXT. WEST SIDE BACK ALLEY - NIGHT
Two HOMELESS are sitting up, side by side against an old building. The first guy takes a drink, while the second appears to be asleep.
HOMELESS 1
(taking a swig,
looks around)
Hey.
(nudges his
partner)
The second guy slowly wakes, and rubs his eyes.
HOMELESS 2
Hey! Why'd you do that.I was
dreaming I was hanging out with
dat Hal Hefner at the Playboy
mansion.
HOMELESS 1
Yeah, you wish.
He laughs and takes another swig, but the bottle in the bag is empty and he looks at it for a second before tossing it away.
HOMELESS 1 (cont.)
Its gettin late. You comin'?
HOMELESS 2
(yawns)
I... uh...think I'm gonna crash
here tonight.
(slouches back
down)
HOMELESS 1
I don't know man... looks like its gonna
rain again. Geez, more rain this summer
than I can ever remember.Why aint
you comin'?
HOMELESS 2
I dunno, quit hassling me ok?
I mean...
(pause)
There's something weird going on
down there anyways.
HOMELESS 1
(chuckles)
Weird? Tell me something I don't
know. I been comin around here for
20 years now. I've seen down
there that
would curl your hair.
HOMELESS 2
Yeah, I know, but... Well
I haven't seen "Bird" in almost a
week, and several others have
turned up "missing". Some of 'em are
saying there's some kinda monster
(gulp)
come up from, you know... below?
(points)
HOMELESS 1
(laughs)
Gimme a stinkin' break. A demon?
The boogeyman? Giant crocodile god?
Come on. Those guys probably found
a nice warm bed, or something
better, and they just moved on.
I've seen it over and over again.
HOMELESS 2
Yeah, well "Bird" was a regular and
you know it. Too many of us was
friends of his. He wouldn't of
just split without tellin' us
goodbye.
HOMELESS 1
Bah! You have totally fried your
brain. I aint lettin' some stupid
ghost story keep me out here in
the stinkin street to get rained
on all night. So you...
He is interrupted by a stange NOISE.
HOMELESS 2
(jumpy)
What was that?
D'ya hear that?
HOMELESS 1
Yeah, probably just a rat.
(nervous chuckle)
You can stay here if ya want . I
aint lettin' ya spook me.
(gets up)
NOISE repeats.
HOMELESS 2
(looking scared)
Must be a pretty damn big one.
Another NOISE, but from the opposite side.
HOMELESS 2
(play by play)
And now there's two
of 'em.
Third NOISE coming from the dumpster.
HOMELESS 1
Alright.
He walks over to the dumpster looks in, and around.
HOMELESS 1 (cont.)
I don't see nuthin. Listen I'm
gettin' outta here. Do what ya
want.
A fourth NOISE from a pile of cardboard boxes next to a dumpster. HOMELESS 2 points, but it is too late.There is a scream, and the first guy disappears into the pile of boxes...
HOMELESS 2
(frightened)
Tubs?
Scurrying sound and another NOISE from his other side.
He looks over and back around. But suddenly something has him. He screams and we see his upper half being dragged away, arms flailing. Then, his arms are the last things seen as they disappear down a sewer drain.
SILENCE
INT. MARY JANE'S APARTMENT - NIGHT
Mary Jane is asleep on her couch. It is raining outside with distant thunder and lightning. She is suddenly awakened by a NOISE from her bedroom where Billy is sleeping.
MARY JANE
Billy?
She runs into the bedroom to find Billy gone! The bed is empty and the window is open as wind and rain pour in. Mary Jane closes the window, when suddenly ... lightning flashes and The Lizard appears; upside down, clinging to the wall.
Mary Jane screams as The Lizard slams its fist through the window, shattering it to pieces...
DISSOLVE TO:
EXT. NY CITY - DAY
Pan across the city as the red and blue figure of Spider-Man swoops out of the sky and lands on the side of a building. His left arm is in a makeshift web-sling.
In the background the sun begins to rise over The East River and Queens, bringing hope that the rains have subsided.
SPIDER-MAN
(to himself)
I've searched all night for
Connors. No luck. Only one
thing left to do..
He swings down to street level, lifts a manhole cover and lowers himself down into the sewer tunnel.
INT. SEWER TUNNELS - DAY
SPIDER-MAN
Aw, man, and I just washed my
costume...
He lands with a slight splash on the edge of a stream.
SPIDER-MAN
Times like these I yearn for the
more sophisticated baddies and
their lush penthouse lairs...
Pee-yew.
Spider-Man reaches to his waist, and pulls from an inside pocket, what looks like ann ultra-small camera, with a big round lense in the center. He attaches it to his belt.
SPIDER-MAN
Always wanted to use this little
gadget.
(looks around)
Hmmm, which way. These tunnels go
on forever.
(pause)
wait.
SFX: SPIDER-SENSE
SPIDER-MAN (cont)
Spidey-Sense...
tingling.
He jumps to the ceiling and pushes a button on the device clipped to his belt. An infrared spot-light appears, illuminating a path through the dark tunnel. He adjusts it so the light shines below and in front of him, and crawls off down one of the dark tunnels.
INT. THE DAILY BUGLE- DAY
JAMESON
I still say this has gotta be some
sort of hoax.
ROBBIE
But... Jonah. You were the one who
said--
JAMESON
I know what I said Robbie. But now
I'm convinced its all the work of
that glory seeking publicity-hound
Spider-Man. Why, he's probably staged
the whole thing somehow, just to
swoop in and "save the day"; try to
make it look like he's some sort
of hero.
ROBBIE
How did I know you were going to
arrive at that conclusion.
JAMESON
C'mon, are you telling me that you
actually believe there's a seven
foot lizard prowling the sewers of
NY?
ROBBIE
Of course not. But you saw Peter's
photos. They aren't faked, I can
attest to that. And Urich says
people are coming up from
abandoned subway tunnels in
droves; people that haven't seen
the light of day in years. Something
has put the fear in them.
JAMESON
I suppose. Marla did mention
something to me about this regular
at the shelter who ran sort of an
underground soup kitchen for
the homeless..
been missing nearly a week.
(pause)
Bah! Where's that blasted Parker
when I need him?
INT. THE SEWERS - DAY
Spider-Man, crawling along the roof of a waterway, stops and pauses. He shuts off his light and drops down to a small ledge beside the stream that leads to a walkway tunnel. In the distance is a dim light.
EERIE, RASPY MOANING
He looks around and hears the creepy sound again as well as the shuffling of feet.
SFX: SPIDER-SENSE
SPIDER-MAN
Not good.
Suddenly... a figure jumps from the shadows, growling fiercely. Spider-Man ducks, turning around, as the darkness consumes it.
SPIDER-MAN
Connors?
From the silent darkness comes labored breathing. The creature attacks again, snarling, and drooling. Spider-Man avoids the assault and back-hands the creature sending it flying back into the shadows.
SPIDER-MAN
I... don't wanna hut ya Doc.
Please, just let me help you.
SOUND of more hissing/growling and rickety clattering of clawed feet behind him.
Spide-Man whirls around and switches on his light... to find 7-10 deformed beast-like humanoids (like the one who has attacked him) ... waiting for him in the shadows, with more making their way down the tunnel.
(They are remnant homeless/subterranean people who have been exposed to Connors' serum, and/or infected by bites.)
SPIDER-MAN
Oh boy.
The creatures advance, attacking the hero in unison; clawing and ripping his costume, trying to bite into warm flesh. Trapped in the hideous mob, he quickly webs to the ceiling, then swoops down in attack, using his speed and
agility to strike back. He jumps around, unleashing blows left and right but their numbers are overwhelming.
One of the creatures leaps up and tries to bite into his shoulder. Spidey yells, and flips the thing over him, slamming it into a wall. He webs up a couple more but they continue to seemingly multiply; relentlessly attacking, fueled by the scent of his warm blood.
Spider-Man does a roundhouse kick and sends several of the creatures flying backward, giving him just enough momentum to free himself and move forward. But his spotlight is damaged in the melee.
Following his spider-sense, he continues down the tunnel towards the lighted intersection, and turns down another walkway only to discover more lizard-creatures advancing towards him.
SPIDER-MAN
Sheesh.
(In the relative light, we see, these creatures are horribly disfigured people, wearing tattered clothes. We see one of the homeless men from the alleyway. He has a large, open wound on his face that looks like a bite. Each one of them looks different, but they all appear exremely pale, with a scaly rash breaking out on parts of their faces; their hair falling out. A greenish bile seeps from their mouths. They move awkwardly, yet are deceptively quick.)
The creatures attack and Spider-Man dodges, webbing two together while grabbing another pair, knocking them into each other, and into the stream below. He fires a webline and crosses a waterway into yet another tunnel.
The hord of creatures pursue him as he reaches a platform that drops below to another level and more tunnels. He leaps down landing in a shallow pool that branches off into one main tunnel and five smaller tunnels. Two more creatures attack.
SPIDER-MAN
(advancing)
Great.
GROWLING and HISSING from behind as the lizard creatures pursue.
Spider-Man looks back and moves ahead. Three more creatures drop down from the ceiling in front of him. They quickly grab the hero and try to bite him. He elbows one and knocks the other two together by the head with incredible speed and leaps on to the wall, webbing them all up in a large cocoon.
Another figure, approaching, suddenly sloshes away from him, attempting to flee into the darkness ahead. He leaps after it, and just as he closes in, from out of the shadows comes a familiar voice...
BILLY (O/S)
Spider-Man! Help.
Help please!
SPIDER-MAN
(surprised)
B-illy?
The boy collapses in his arms. He is pale, exhausted, and out of breath.
Spider-man spots a platform high above, and leaps up with the boy. It us a hidden room with a metal-grate door. "No way in, no way out", he thinks.
SPIDER-MAN
Are... are you alright? ...Where's
your mom?
BILLY
I got free, and I just ran. She...
she...
(pauses)
He's got her. And Miss Watson too.
SPIDER-MAN
(looks around)
Listen kid.. you gotta stay
hidden... place is crawling with
these things. I'm gonna find your
mom, and the Watson girl. You just
stay here...and you'll be alright
'til I get back.
BILLY
No! You don't know where they are.
I have to show you.
SPIDER-MAN
Not gonna win this argument buddy.
Its too dangerous. Now.. wait here
'til I Get back. Ok?
(pause)
OK?
BILLY
(reluctantly)
OK.
(lowers head)
SPIDER-MAN
Good. Now stay put. I'll be back
before you know it.
He prepares to head down the tunnel Billy just came from, a large hollow concrete pipe with a shallow stream.
BILLY
Spider-Man...?
SPIDER-MAN
(turning around)
Yeah kid...
BILLY
Please don't hurt my dad.
Spider-Man, pauses, nods, and leaps off... A frightened but courageous young Billy looks on. Then ... he discovers a ladder...
INT. PETER AND HARRY'S APARTMENT - DAY
It is around noon and Harry Osborn wakes in pain. He slowly climbs out of bed, grunting as he tries to stand up. His back is clearly bothering him. (From being slammed into the railing at the zoo)
HARRY
(leaning his head
out his door)
Hey Pete...
(pause)
Peter?
There is no answer and he looks in his roomate's room to find it empty.
INT. BATHROOM
Harry shuffles to the bathroom, looks in the mirror and rinses his face, still wincing in pain. He opens the medicine cabinet, grabbing a bottle of pain medicine. Taking a couple pills, he chews them up and swallows without water.
INT. LIVING ROOM
Dressed in a dark green robe, Harry, picks up the phone and makes a call.
HARRY
(waiting)
C'mon...
(pause)
Where are you MJ...?
Harry hangs up and looks perplexed...
INT. THE SEWERS - DAY
With several of the creatures on his tail, Spider-man leaps up at the last minute via web-line to a large round opening above. He turns to look as they reach up angrily; growling and jumping. The hero works his way down this latest tunnel, and reaches an opening and a set of stairs that lead to a surprisingly spacious compartment. It is some kind of maintenance room, with various equipment and several doors., but it doesn't appear to have been used in years.
We hear the sound of SUBWAY TRAINS trains from above.
He checks all the doors. One door seems to lead back to the tunnels; another to a ladder, presumably to one of the upper levels. And the final door to a small control room where he finds...
SPIDER-MAN
Mary Jane!
Lying on her side, Mary Jane is unconsious, and crudely bound. He quickly kneels down and takes her head in his hands. He removes a crude blindfold and she stirs slowly. She is groggy and very weak, but reacts with a jerky reflex, not knowing exactly who or what she is facing.
MARY JANE
S-s-p-ider-Man...?
SPIDER-MAN
Are you alright.
Are you hurt?
MARY JANE
(groggy)
My ankle hurts and...
I could use a cheesburger. Other
that I'm simply marvelous.
(flashes that
movie star smile)
SPIDER-MAN
I gotta get you outta here.
MARY JANE
T-that thing. It got Billy, and
poor Mrs Connors.
SPIDER-MAN
(untying her)
I know.
MARY JANE
Are you going to
tell me what's going on?
SPIDER-MAN
(exhales)
That "thing" is Professor Connors.
MARY JANE
(shocked)
What?
SPIDER-MAN
No time to explain, and not sure
you'd believe me if there was...
Connors was working on a serum
that somehow caused him to mutate,
and now the condition has spread
among the people that live down
here in these tunnels.
MARY JANE
A virus ...
SPIDER-MAN
It acts like a virus, spreading
through bacteria in the saliva
...but my guess is the
effects are either temporary or at
worst...
MARY JANE
Fatal?
SPIDER-MAN
(grim)
Yeah...
(pause)
But Connors' transformation is
accelerated and there's no
telling how much more dangerous
he'll become before he succumbs to
the effects. I've developed an
antidote, based on his lab notes,
that just might work if I can get
close enough. But I've got to find
him soon.
(pauses to notice
her looking at
him)
What?
MARY JANE
(surprised and
impressed)
Nothing. Its just with the science
talk, I had no idea ... For a
second there, you kinda reminded
me of a guy I know.
SPIDER-MAN
(smiling under
his mask)
Is he handsome, dashing,
charming... with a
wit that won't quit?
MARY JANE
Something ... like that.
SPIDER-MAN
Listen. I need you to stay put.
You'll be safe here.
MARY JANE
Stay here ... Are you crazy? What
if that thing comes back, or one
of those other creeps. Not a
chance, I'm coming with you.
SPIDER-MAN
(pause)
No way. Its too dangerous.
MARY JANE
In case you haven't noticed
handsome, I'm no shrinkng violet.
SPIDER-MAN
Yeah... I've noticed...
(reluctant)
Alright but...
Sound of MOANING/GROWLING/HISSING in the distance.
SPIDER-MAN (cont.)
(reluctant)
C'mon., we gotta move.
Do you know
the way?
MARY JANE
I-I think so.
SPIDER-MAN
You think so?
MARY JANE
Well yeah, um. Its this way.
(points)
down that tunnel, not far.
SPIDER-MAN
Lets go. Stay behind me.
MARY JANE
(devilish look)
Of course.
INT. UNDERGROUND TREATMENT STATION - DAY
Spider-Man and Mary Jane emerge from a tunnel, reaching a platform ledge high above that overlooks a huge wastewater treatment station. Waterfalls from several tunnels pour into a large pool that funnels off into one large main tunnel. There are four different circular levels with various tunnels and stations, complete with blinking computerized equipment, surrounding the main "core". At the base, near the large pool is the hub, as well as two smaller drainage pools.
SFX: SPIDER-SENSE
He winces at the intense buzzing in his head. She notices.
MARY JANE
What is it? Your arm?
SPIDER-MAN
No. Its nothing, just a feeling I get
sometimes.
(pause)
This is it.
MARY JANE
I don't know. Everything looks
the same down here.
(making a face)
Smells the same too.
Spider-Man looks around, surveying the station and spots a hallway on the base level leading to a room set off from the main chamber.
SPIDER-MAN
(under his breath)
There...
(pause)
Stay here Red.
MARY JANE
But--
SPIDER-MAN
MJ, please. Trust me.
She is taken aback at the request. It seems so ... personal. For once she is silent, and peacefully yields.
Spider-Man steathily crawls down from the ledge, heading for the hidden room.
INT. BASE LEVEL
He enters the shadowy hallway to find a dazed Martha inside a control room, locked in behind a metal grated door.
She is frightened at first as Spider-Man rips the door off, before realizing help has arrived at last.
MARTHA
(hysterical)
Spider-Man! Thank God.
SPIDER-MAN
Shhh. Its alright.
Gonna get you out of here
Mrs Connors.
MARTHA
(sobbing)
Billy. He's got Billy!
SPIDER-MAN
No, Billy is safe. He's fine.
You're going to
be too. And we'll
get your husband
some help.
MARTHA
My baby's OK?
Thank you Spider-Man. Thank you.
He gently escorts her out of the room and down the hall to the main chamber.
SPIDER-MAN
Throw me a parade later. OK?
Before he can react to his suddenly screaming Spider-Sense...
SFX: Loud, hissing ROAR!
Almost simultaneously, Spider-Man is knocked for a loop by a large reptilian tail!
Martha SCREAMS.
We see the Lizard. Now, in an even further advanced form, it towers over the fallen hero, nearly nine feet tall; a dark brownish gray color. The Lizard hunches over slightly and sniffs the air. There is no trace of Connors left except for a few ragged remains of pants on its upper legs.. The creature is more primitive ... beastial; a giant lizard! Its head is flattened with a pronounced snout. Standing on powerful legs, its arms are slightly smaller in length and not as dominant, but are still thick and formidable. Alternating between the flickering tounge, its jaws open to reveal razor sharp teeth.
Spider-Man stirs, trying to get up, and again the massive tail whips through the air bluntly knocking him for another backward loop.
MARTHA
(screaming and
crying)
NOOOOO!... Curt.
The Lizard turns and looks at her, pausing, as if trying to comprehend... not understanding her sadness. The creature freezes, momentarily gazing upon her, almost longingly.
INT. ABOVE
Meanwhile Spider-Man has recovered and quietly crawled up near the ceiling, exchanging a glance with Mary Jane. And then ... from behind her, we see figures in the darkness of the tunnel slowly creeping toward her!
INT. BELOW
Realizing Spider-Man has gotten away, the creature is interrupted from its gaze and instantly expresses its displeasure with a loud ROAR, that echoes in the huge room and down through the tunnels.
INT. ABOVE
With a massive leap, the Lizard is on the wall, crawling towards the hero, its claws digging into the concrete. Spider-Man fires a web gag designed to bind the monster's jaws together, but it is futile. It quickly breaks the bond.
SPIDER-MAN
Hey! How's about a little
cooperation here, hunh?
The Lizard angrily hisses back.
SPIDER-MAN (cont.)
No? Didn't think so.
Mary Jane continues to watch as unbeknownst to her, lizard-men close in further on her from behind, advancing agonizingly slow.
The Lizard jumps again, but Spider-Man dodges by springing up higher along the wall.
Suddenly Mary Jane SCREAMS as she discovers the "tunnel-people" have caught up to her.
SPIDER-MAN
Mary Jane!
Before he can act, The Lizard leaps up the wall and catches him in its grasp, moving in with its menacing jaws...
INT. TOP LEVEL
The Lizard has both arms on Spider-Man and pushes him backward over the railing of the ledge and begins to squeeze the life out of him, moving closer with its jaws. The railing loosens slightly, sending small crumbs of concrete below.
P.O.V. SPIDER-MAN - UPSIDE DOWN:
We see the sewer creatures nearly upon Mary Jane. She SCREAMS as they slowly reach out to touch her.
Spider-Man GROANS and pushes back with all his might. The jaws are close enough that the creatures saliva drips onto his mask. He manages to free his left arm just enough to elbow the creature underneath the chin. Then the railing breaks away and they both fall. Spider-Man quickly shoots a web to the base of the ledge and swings around and back up to it.
He watches as The Lizard tries to catch itself by wrapping its tail around part of the broken railing, but it too loosens, dropping more debris below. There is an almost pitiful look in its eyes as the rail gives way and the creature plummmets the 100 plus feet below where it slams hard into the concrete edge of the pool with a THUD, before flopping over and sliding limply into the water.
Spider-Man wastes no time and quickly swings down to the next level and engages three tunnel-dwellers, putting himself in front of Mary Jane. We see that they are moving MUCH slower than the ones from earlier. One simply drops right over from minimal resistance by Spidey. But while attemting to subdue the other two, Mary Jane is knocked off the open platform ledge.
Spider-Man immediately springs downward and catches her, swinging down to the base level.
INT. BASE LEVEL
MARY JANE
Whoo. Nice work.
(notices Martha
staring silently at
the pool)
Is it over?
A tired and saddened hero walks over to the edge of the pool, looking at the still water.
SPIDER-MAN
Looks like it.
MARTHA
(looking at the
pool)
Curt...
(cries)
Spider-Man turns to her and tries to console her.
SPIDER-MAN
I'm so sorry Mrs Connors...
SUDDENLY from out of the water comes a reptilian hand that grabs Spidey around the ankle and drags him under!
UNDERWATER
In the dark, dingy water, The Lizard grasps Spider-Man with both arms, wrapping its tail around him as well, and thrashes him mightily. Clearly weak, and favoring his injured shoulder, the hero is virtually helpless.
ABOVE
Mary Jane and Martha watch helplessly as the water boils from the mighty struggle beneath.
UNDERWATER
The Lizard wraps Spider-Man tight and rolls over several times like a crocodile. The hero is nearly finished.
ABOVE:
Mary Jane and Martha collectively gasp as the water suddenly calms and becomes still.
And then ... a red and blue figure is catapulted violently from the water. Spider-man flies backward through the air, before slamming into a wall.
MARY JANE
(running over)
Spider-Man!
Are you OK?
SPIDER-MAN
(groggy)
He, he just...
let me go.
The attention of the three focuses on the pool as The Lizard slowly pulls itself up out of the water and just stands there, staring at them ... with a low purring growl from deep in its throat; its head shifting to the side with a tick. Puffs of "smoke" emit from its nostrils. It is almost as if something way down inside the creature recognizes them and doesn't mean them any harm.
Spider-Man grabs MJ and pushes her back. Martha is frozen still, looking back
at the creature.
SPIDER-MAN
Mrs Connors
He grabs her and attempts to push her back away.
This angers the creature and it raises its head with a bloodcurdling roar.
SPIDER-MAN
Uh oh...
No, you got it all wrong.
I'm only trying to help.
Listen to me.
This is not your fault.
You're not yourself.
You are Dr
Curt Connors,
not this, this ...
monster.
The Lizard pauses with more HISSING and low GROWLING.
SPIDER-MAN
Doc, please. Let me help you. I've
read your notes. We can reverse
your condition.
(to Mary Jane)
Get her out of here.
Martha backs away, angering the creature further. It leaps toward her, trying to make sure she isn't taken away. Spider-Man jumps in to intercept and and is knocked backward. He lands hard on his back, with the writhing, relentless reptile on top of him, and he ries out in pain from the injured shoulder. Again, The Lizard moves in with the jaws, as if to devour him whole. Refusing to lose consciousness, Spider-Man manages a kick to the creature's underbelly.
Enraged, The Lizard recovers and demonstrating incredible strength, uproots a huge metal beam, swinging it like a mighty club. Spider-Man has to leap and dodge with all of his quickness to avoid being crushed. But the creature's speed and power are too much, especially when combined with the constantly thrashing tail, which connects, knocking him on his back. Holding the steel beam over its head the creature slams it to the ground with a SMASH as Spider-Man barely rolls out of the way. It repeats and the hero dodges again, but he is clearly weak and dizzy from the pain in his shoulder.
The human leviathan closes in slowly on the fallen hero, its tounge flickering. Spider-Man struggles to reach for his right wrist with his gimpy left arm, but just barely dodges another blow and scurries backward, failing to make his intended adjustment. Another strike from the tail renders him senseless.
The Lizard stands over a reeling Spider-Man wielding the pole into an impaling position, poised to deliver one final, mortal blow...
Suddenly a familiar voice cries out...
BILLY (O/S)
Daddy ... Noooo!
The creature whirls around to see the young boy, who has managed to find his way back to the station he had escaped from before meeting Spider-Man.
MARTHA
(surprised and
relieved)
Billy...
BILLY
Don't hurt
Spider-Man!
The Lizard drops the beam and stands frozen in its tracks; the only movement being the swaying of its tail.
Gathering himself, a weak Spider-Man scurries for cover, again attempting to adjust his wrist-band. The Lizard goes back into its trance-like state from before, staring at the little boy, its tounge flickering, picking up the scent. Somewhere in its repressed psyche... it recognizes... its son.
SPIDER-MAN
(seeing a chance)
Didn't want to have
to do this Doc, but
its for your own good.
Having successfully adjusted his wrist, Spider-Man taps four fingers to the palm of his right hand, sending a partial webbing-net over the creature. Only, this is not ordinary webbing, it is enhanced with C-02; and it drapes the cold-blooded creature within a deep-freeze net.
Caught off guard and weakened by the cold blast, The Lizard is temporarily slowed and weakened. Spider-man fires more webbing, but his mechanical spinneret sputters and clogs.
SPIDER-MAN
Aw, not now.
(continues to try
and fire webbing)
The weakened creature slowly begins to tear its way free of the refrigerated trap.
SPIDER-MAN
(pulling a small
flask from his
waist)
Its now or never...
Spider-Man suddenly springs directly at and on top of the surprised creature. With his lame arm wedged against the creatures's neck, forcing the jaws to open wide, he empties the flask, sending a liquid substance down its throat. The Lizard rebelliously sputters and chokes, as the hero carefully backs away. He then webs the jaws shut for extra measure. The serum is successfully ingested.
The Lizard moans, and staggers before collapsing to the hard concrete floor with a thud. They all look on in horror as the creature begins an eerie, unbelievable transformation. The jaws begin to shorten in length; its body shrinks as well as its hands and feet. Whimpering, it tries to pick itself up, but is not even able to crawl and tries to slide along on its belly, pulling itself just behind some equipment and out of sight, except for the tail, which also soon ... disappears.
Martha holds Billy with tears in her eyes...
INT. BEHIND EQUIPMENT
Spider-Man carefull approaches and discovers a shocking site. The Lizard has reverted back to a more human form; (man-like face, but still discolored, scaly and bald). He still has his right arm, but his body is covered with scales and the lizard-like hide.
SPIDER-MAN
Dr Connors. Can you
understand me?
Connors opens his eyes, and the pupils are still slightly discolored, sort of a gold color, rather than the normal blue. He sits up, rubs his head and tries to speak.
DR CONNORS
S-s-s-s-s-pider-Man...
SPIDER-MAN
Yes, I'm going to
get you help.
Billy suddenly breaks from his mother's grasp and runs up.
BILLY
(through tears)
Dad!
DR CONNORS
(weak)
Bi-l-l-y.
(pause)
No! Sssssstay away.
Don't look at me...
BILLY
Spider-Man, is... is
he going to be ok?
SPIDER-MAN
(doubting)
Yeah, he's going to be fine.
CONNORS
Something, still... not
right...trying to remember.
SPIDER-MAN
Doc, what are you talking about?
You just need to it easy.
CONNORS
I, I don't know. Something's
wrong... danger.
SPIDER-MAN
What, what danger?
CUT TO:
INT. CONNORS' OFFICE - FLASHBACK
DR CONNORS (V/O)
When I still had part of my mind...
We see Connors in his late stage of degeneration, back to when he was imagining the reptiles "talking" to him. He is feverishly working on a small device.
DR CONNORS (V/O cont.)
I tried ... I wanted to cure
myself... I concluded it would
take a carefully targeted
electro-magnetic charge...
We see Connors angrily tearing a band from his right arm that is connected to the device. He pauses to look at the large Iguana he imagines to be "directing" him.
CONNORS (V/O)
When that
didn't work fast enough, the
primitive side from the reptilian
DNA must have taken over...
Connors slowly looks up with a cold, evil look on his face...
CUT TO:
INT. WASTEWATER TREATMENT STATION - PRESENT
CONNORS
(pause)
it ... it ... was going to mate. It
was going to make her like ... me.
(remembering)
Oh God...
SPIDER-MAN
What? What is it? What did you do?
You have to remember.
DR CONNORS
(coughing weak)
The substation! ...
CUT TO:
INT. POWER SUBSTATION - FLASHBACK
We see Connors in an earlier "Lizard" stage, (before kidnapping Martha) setting up his generator device, wiring it into a transformer, and tapping into the water lines. Lizards (including one that looks like "Office Iguana") and other reptiles scurry and slither about.
DR CONNORS (V/O)
Its rigged to generate a gigantic
power surge, that ...
(pauses trying to
remember)
CUT TO:
INT. WASTEWATER TREATMENT STATION - PRESENT
SPIDER-MAN
What ... what!
DR CONNORS
(swallows and
takes a breath)
When the water pressure reaches a
certain degree and ph balance, a
sensor will trip an automatic
timer, beginning the countdown ...
SPIDER-MAN
Countdown?
DR CONNORS
The generator pump will ignite a
massive power surge, pumping a
highly concentrated form of the
reptile serum into the water
system!
SPIDER-MAN
(looking up)
Unless I'm wrong, we're somewhere
beneath Penn Station. Any
significant surge from that power
station could affect the subway
traffic...
(alarmed.)
maybe cause a massive train
collision.
(pause)
That must have been its plan ...
to seal this area off
indefinately... It was making a
breeding den!
DR CONNORS
Spider-Man... Once the process
begins, I'm afraid ... there's no
turning back...
(coughs)
Its the next tunnel down. You must
hurry...
...
Before, Connors can finish the sentence, Spider-Man is off in a leap, racing toward the tunnel.
Martha, followed by Mary Jane, walk up. She looks down at him with tears in her eyes.
MARTHA
Curtis...
CONNORS
I'm sorry...
forgive me...
Connors slowly lays his head down. His teary eyes flutter ... and close...
INT. SEWER TUNNEL BENEATH PENN STATION - NIGHT
Following Connors' directions and using his spider sense, Spider-man races down the tunnel toward a bright opening ahead. (We see there are reptiles in here; snakes, and lizards, perhaps from the zoo, that The Lizard has brought down). His progress is suddenly brought to a halt when two more sewer creatures appear. But they seem slower, weaker than before. Spider-Man easily fights them off. He tosses one aside and with a pulled punch, knocks the other out, before quickly webbing them up.
SPIDER-MAN
(at the relative
ease)
The effects must be
wearing off.
INT. POWER SUBSTATION - NIGHT
He reaches the opening, and spots a chain link fence, surrounding a large batch of electrical equipment ... transformers, generators etc... Part of the fence is ripped, evidence of The Lizard's tampering. There is a strange hum in addition to the more "normal" sounds of a substation.
SPIDER-MAN
OK ... now where
is that pump...?
CUT TO:
P.O.V. :SPIDER-SENSE (and audience)
Twisting and turning through the heart of the facility, we see a medium-sized, primitive-looking device connected to a big vat of liquid and wired into a transformer. There are pipes running from the vat in all different directions.On top of the machine is a crude electronic timer with a red LED display that reads less than one minute ... and counting!
SFX: SPIDER-SENSE
CUT TO:
INT. ABOVE- SUBWAY TUNNEL
A speeding train races into frame.
CUT TO:
Another train heads in the opposite direction.
CUT TO:
We see a switch pannel box where the tracks are set to switch, adjusting for traffic. A red light is blinking.
CUT TO:
INT. BELOW - SUBSTATION
The LED counter is down to 30 seconds.
CUT TO:
Spider-Man is still searching for the pump...
SFX: SPIDER-SENSE
SPIDER-MAN
(noticing the intensity
of his sense)
Not much time...
Before he can proceed, the hero is suddenly attacked by yet another dark figure.
Pull back to reveal another sewer creature, only this one is different. It is more beast-like, more hideous. Standing just under 6 feet tall, its eyes are a demonic burning red, and there is no trace of clothing. The creature's mouth is dripping slightly with greenish bile, and a low, purring growl emits from its mouth. The arms and legs are more lizard-like and less human. It looks very much like a small velociraptor.
Completely taken by surprise, Spider-Man is helpless as the creature leaps upon him, ripping his increasingly tattered costume. It rares its snake-like head back and moves in for a devastating bite when suddenly...
... another figure moves in and knocks it out of the way. It is Connors! And he motions the creature back.
DR CONNORS
(snarling)
Stay back!
It pauses and, in defiance, attacks Spider-Man anyway. Connors, still in his strangely altered state, thrashes the creature and slams it hard into a wall. He then quickly leaps on to the pump-housing, and looks for the cables attached to the transformer.
SPIDER-MAN
(weak)
Doc ... no, you could...
take a full charge...
DR CONNORS
(matter of factly)
I have to do this
Peter.
A groggy Spider-Man pauses in surprise as he realizes the Lizard had indeed recognized him, but there is no time to worry about exposed identities now.
CONNORS (cont.)
I must undo what
I've done...
(looking sadly)
CUT TO:
ABOVE:
The two trains head straight for the same spot.
CUT TO:
The Timer is under 10 seconds and counting.
Connors places his hands securely on the cables and just then, he is attacked by the lizard-creature from the shadows, knocking the vat of serum, over, spilling liquid all over. He manages to break free and tear the cables, just at the last moment. There is a blast and both he and the lizard-thing receive a massive shock, basically absorbing the surge. An exhausted Spider-Man tries to intervene, but is knocked back by the blast.
CUT TO:
The trains continue to head for each other.
CUT TO:
The switch pannel clicks and the light blinks green as the tracks are adjusted. The northbound train switches tracks and the two pass each other safely.
CUT TO:
BELOW:
SPIDER-MAN
(groggy)
G-gwen...
(coughs)
He gets up and sees there is no longer the strange hum coming for the substation, and he hears the sound of trains above him. A smokey haze fills the room, from the shorted out device, and drifts down the adjoining tunnels.
SPIDER-MAN
He did it. He
shut it down
There is no trace of Connors. Spider-Man looks all around, but in the smoke, he sees only a large dead lizard, lying next to the machine...
Over the shoulder P.O.V. Spider-Man
He looks at the dead lizard ... a large Iguana, very similar to the one from Connors' office...
C/U: Dead Lizard
DISSOLVE TO:
EXT. NY CITY STREET - NIGHT
Amidst flashing lights and the squawking of police radios, a tearful Martha Connors and her young son Billy are wrapped in a blanket and gently escorted into an unmarked police car.
The doors shut and the car drives off.
Pull back to see Mary Jane, standing near an alley watching sadly.
SPIDER-MAN (O/S)
How'd it go?
Mary Jane is slightly startled as she turns around to see Spider-Man crouched on the wall just above her, having crawled out ot the darkness of the alley.
MARY JANE
(slight gasp)
I thought you were gone...
(pause)
Poor Mrs Connors was too upset to
do much talking. I told the police
that we were abducted by this
strange man who was deranged, and
that Spi ... well ... you rescued
us.
SPIDER-MAN
Thanks for the plug.
She forces a smile, but he notices she is still shaken.
SPIDER-MAN
Listen, whatever happened down
there... and I'm not entirely sure
myself, Dr Connors is a hero.
None of us would have likely made
it out of there if it wasn't for
him.
(pause)
I just wish ... I could have
helped him...
MARY JANE
No, you did all you could. You
saved Mrs Connors' life, Billy
... and me...
SPIDER-MAN
Well, you were pretty brave
yourself ... showed some real
guts.
MARY JANE
(smiling)
We do make a great team.
You looking for a partner?
SPIDER-MAN
(mock disgust)
Oh no...
(throws hand up)
no, no, no. I can barely keep up
with myself, much less a sidekick.
Mary Jane giggles, and then pauses, looking deeply at Spider-Man.
MARY JANE
You're so mysterious. And yet.. I
feel like I know you.
SPIDER-MAN
(nervous)
Know me?
MARY JANE
You seem familiar... thats all.
I always feel safe.
(lowers head)
SPIDER-MAN
(hopping down from
the wall)
Familiar... good?
Mary Jane gently touches the side of his mask.
MARY JANE
(smiling)
"Familiar... good".
In a surprisingly aggressive move, she draws closer and with both hands lifts his mask up over the nose.
SPIDER-MAN
(not exactly
resisting)
Wait ... what are you--?
She moves in and plants a slow, tender kiss on him.
MARY JANE
(pulling back with
a smile)
I've always wanted to do that.
SPIDER-MAN
(thinking to
himself, "what
kept you")
I... er ... gotta go...
SIRENS in the distance
MARY JANE
(breathy)
I know...
Spider-Man, surprised at his receptive feelings, (what about Gwen?) pulls back awkwardly, before doing a standing backflip up on to the wall, landing in a three point stance.
SPIDER-MAN
Take care red...
She blows a mock kiss. Spider-Man, looks up, fires a web-line, and is quickly gone.
Mary Jane looks after him wistfully...
INT. LONDON ENGLAND - DAY
Gwen Stacy is sitting in the guestroom of her aunt and uncle's flat, looking rather confused and a bit sad. Next, we see the back of a man's shoulder and head as he enters her room. She looks up and smiles.
GWEN
Hi Uncle Arthur.
UNCLE ARTHUR
What you know
little girl?
GWEN
(heavy sigh)
Not much.
UNCLE ARTHUR
No, don't you remember,
when you were little? I'd
ask you what you know...
GWEN
And I'd answer...
"Just got back
from Kokomo".
Gwen smiles again and makes a light gesture with her hand, patting the bed next to her.
GWEN (cont.)
I never did
understand what
that meant.
UNCLE ARTHUR
(chuckles)
Yeah, me niether.
(remininscing)
Ya know back in
my wild days when
I was a young rogue
cop, your dad was always ridin'
my back...used to give me hell.
Nothing I ever did was right,
or good enough in his eyes.
GWEN
I remember you riding up on that
motorcycle, hair all hanging out
of your helmet. Daddy hated that
thing.
Arthur flashes a grin reminiscent of his older brother George.
UNCLE ARTHUR
He viewed it as a sign of my
"lack of responsibility".
(pause)
I used to love to come visit though, just to
see that sweet little girl.
You'd come running up yelling Uncle
Art! Uncle Art! What d'ya bring me?
GWEN
Then you wouldn't
give it to me until I said
that dumb Kokomo line.
Arthur smiles and puts his arm around her.
UNCLE ARTHUR
You father was a great man, almost perfect.
Its what made it so damn hard for the rest
of us living in his shadow.
(pause)
He pulled me outta more jams than I
care to remember though, and if it wasn't
for him, well, I probably would've
never straightened out.
Gwen hugs him and wipes a small tear from her eye.
GWEN
(slight sniffle)
If he was here, he'd say you
still needed straightening out.
ARTHUR
(laughs)
Yep ... my brother.
(shakes head)
Arthur pauses and then changes the subject.
ARTHUR (cont.)
(serious)
You're welcome to stay as long as
you'd like sweetheart. Your Aunt
and I are thrilled to have you
with us.
GWEN
I know. You and Aunt Nancy have
been wonderful.
(sigh)
I wish I knew what to do. Summer
semester wraps up soon. I could still
make the Fall Semester, but I don't...
I...
ARTHUR
(blunt)
You love him don't you...?
GWEN
(nods head)
Yeah ... yeah I do.
(pause)
If only things weren't so
... complicated.
UNCLE ARTHUR
Things are never too complicated
when it comes to true love Gwen.
There's people who'd give anything
for what Nancy and I have, what
your mom and dad had, no matter
how short. George once told me if
he could bring her back, he'd
never leave her side. He meant
it. And I feel the same about him.
(pause)
None of us knows how much time
we have on this earth hon; best to
spend every moment you have with
the ones you love.
Gwen looks up, wipes a tangle of hair from her face and takes a deep breath. She leans back into her Uncle, who hugs her back...
DISSOLVE TO:
INT. MARY JANE'S APARTMENT- NIGHT
Mary Jane enters and goes to check her answering machine, when suddenly she discovers she is not alone.
HARRY
Hello babe.
MARY JANE
(gasp)
H-Harry...
Harry does not look good. He's disheveled; dressed sloppily and is unshaven. It looks like he hasn't slept.
HARRY
So ... where've
ya been?
MARY JANE
Nowhere...
Are ... are you checking up on me?
HARRY
Sorry, didn't mean to startle you.
I was just worried.
(tension turns
to a smile)
Harry hugs her.
HARRY (cont.)
I love you MJ. I ... don't know
what I'd do without you.
We see a very concerned look on Mary Jane's face...
INT. JFK INTERNATIONAL AIRPORT- GATE 45 - DAY
Peter joins Martha and Billy as they await a flight back to Florida. In spite of her grief Martha looks as radiant and elegant as ever.
MARTHA
Thank you for coming
Peter. You really didn't have to.
PETER
Don't mention it.
(looking around)
Nice place...thought they handled
mostly international flights, though.
MARTHA
They do.
(shrugs)
Cheapest flight I could find.
(pause)
Ever flown?
PETER
Once when I was real small,
don't really remember it...
(Pause)
Aunt May and I picked up Uncle Ben
at Laguardia one time, after a
Shriner's convention though.
MARTHA
I want to thank you Peter.
Thanks for everything.
She reaches over and kisses his cheek.
PETER
I-I wish I could have done
more.
Martha seems to look right through him; enough to make him, for just a second, uneasy ... as if she knows something.
MARTHA
Peter...
(pause)
Some free advice...
Call her, write to her, show up on
her doorstep... anything to tell
her how you feel. Don't waste a
moment. Life is too short.
( looks down)
PETER
Thanks ... Martha.
She smiles.
BILLY
Peter! Tell Spider-Man I said
bye and I'm going to miss him.
PETE:
Sure buddy, I will.
LOUDSPEAKER announces the "final boarding of passengers for Flight 121 to Fort Lauderdale".
MARTHA
Thats us little man,
lets go.
Martha mouths "bye" and offers a dainty half-wave, before turning to head down the tunnel.
BILLY
(loud and
boisterous)
BYE PETER!
Peter nods and waves as he watches Martha lead her son down the tunnel to their plane. It is a sad moment. Peter slowly turns to walk away.
EXT. JFK AIRPORT - DAY
Peter, sullen and downtrodden, walks amidst all of the regular people getting in and out of cars with their luggagge, as he searches for a place to change into his mode of transportaton. Suddenly he hears a soft, familiar voice...
GWEN (O/S)
Peter...
Peter pauses, turns around in surprise, and sees...
PETER
Gwen?
We see Gwen was just about to get into a cab.
GWEN
(setting her
luggage down)
I couldn't stay away Peter.
PETER
Gwendy...
GWEN
(walking closer)
It was wrong to run off like that,
without..
PETER
(just
staring in
amazement)
Doesn't matter. You're here
now.
(pause)
I ... can't believe
you're here. Oh God, please
tell me I'm not
dreaming.
She smiles through her tears and then she just runs to him. They merge in an embrace.
Peter, winces slightly from the pain of his injured arm, but what little pain there is soon withers away, and is replaced only by joy.
GWEN
What are you
doing here?
How did you...?
(buries her head
in his chest)
PETER
I didn't... I was just
dropping Mrs Connors
and her son off.
GWEN
All this time, with everything
that has happened ... trying to
work everything out in my mind;
one thing has remained...
(pause)
I can't make it without you in my
life...
Peter Parker... I love you.
PETER
(so happy
he could cry)
I... gosh...
(pause)
I've missed you. I've missed you
so much.
He runs his hand through her hair and gently touches her head.
PETER (cont.)
And now that you're back,
I'm not ever letting you go.
GWEN
Promise?
PETER
(sure)
I Promise... never.
They kiss passionately.
DISSOLVE TO:
EXT. NY CITY - DAY
Spider-Man is swinging high above, dodging , and occasionally bouncing off buildings.
SPIDER-MAN
Woooo - Hoooo!
He lets loose of a web-line, somersaults in the air before firing another line, swinging off, as the sun sets... its last light reflecting off the steel and concrete towers of the city...
FADE OUT
THE END
Coming 2005: IV: 'Web of Spider-Man'