["Spider-Man Theme Song" by Joe Perry playing]
♪ Spider-Man ♪
♪ Radioactive Spider-Man ♪
♪ Spider-Man ♪
♪ Radioactive Spider-Man ♪
♪ Spider-Man ♪
♪ Radioactive Spider-Man ♪
[guitar break]
♪ Spider blood ♪
♪ Radioactive spider blood ♪
♪ Spider blood ♪
♪ Radioactive spider blood ♪
[guitar break]
♪ Spider-Man ♪
[ominous music]
[camera whirring]
-[beeping] -[keyboard tapping]
[intensifying ominous music]
[alarm sounding]
[security guard] It's the Egyptian room.
Call the cops.
[orchestra music building]
Spider-Man?
Oh!
Yeah, hurry!
[clinking]
Spider-Man, he's robbing us blind!
Couldn't be!
See for yourself!
[suspenseful music]
[birds chirping]
[ringing]
-Uh... -[Mary Jane] Hi, it's me, MJ.
I'm not calling too early, am I?
Mary Jane?
No, no, no, I've been up for hours.
[Mary Jane] Then maybe you can tell me
why non-planetary masses don't exert gravitational forces?
Uh, actually they do exert gravitational force,
but it's so minute--
I knew you'd be the one to call.
Bet you can answer this one, too.
Why do theater majors have to take physics?
[Peter] Uh, sorry.
You'd need Einstein for that.
Maybe I should see if he's busy Friday night.
Actually, uh, Friday?
[Mary Jane] I've got a physics text next Monday,
and I've been so busy rehearsing
for the Classics Festival, that-- Peter.
This is where you're suppose to jump in and say,
[deeper voice] "MJ I'd love to help."
Maybe we could see a movie, too?
A movie?
Uh, hold on a sec while I check my schedule.
Yes!
[whoosh and thump]
Uh, tight schedule, MJ, but I think I can make it.
Great! See you then.
Oh, and, Peter, try to wear matching socks this time.
-[cracking and crash] -[Peter] Oof!
[Peter thinking] She doesn't need tutoring,
no, not really.
I must have made a better impression than I thought
on our blind date.
[Peter] Good morning, Aunt May.
Peter, look.
This is terrible!
Spider-Man robbed the Metropolitan Museum last night!
Took dozens of valuable artifacts--
Man handled the guards!
That's impossible.
Anyone can put on a Spider-Man costume
and--and break into the museum.
But who else could do that?
[Peter] Well, uh--
[Aunt May] Or that!
Ugh, and the sheer lack of respect.
[Peter thinking] Now that I'll cop to, but I'm not a thief.
Off to work, Aunt May.
Yes, dear, yes, have a nice day, Peter.
Never could understand why so many people
thought Spider-Man was a hero.
[door creaking]
[orchestra playing theme song]
[cameraman] You're on in 15 seconds, Mr. Jameson.
Neh, Parker! Get over here, now!
[Peter] Uh, be right there, Mr. Jameson.
Kind of surprised to see you handling this one yourself.
I cover Spider-Man, whenever, where ever.
Unlike you.
Why weren't there any pictures on my desk this morning?
Uh, I'm sorry but--
I can't sell "sorry".
You call yourself a news man--
[cameraman] You're on, JJ.
Hi there, J. Jonah Jameson.
Here live with a special broadcast of Spider-Man,
the Final Humiliation.
[Peter thinking] Love to stick around
for the rest of your babble, but--
Incredible!
Looks like somebody left a souvenir.
[heels clicking]
-[Lieutenant Lee] Hey, hold it! -[Parker thinking] Oops.
Lieutenant Lee, NYPD, what do you think you're doing here?
I'm a photographer for the Bugle, Peter Parker.
Parker?
Spider-Man's private paparazzi?
Uh. Yeah, but, uh, guess I'm a little late this time.
Hey, wait a minute!
-What's that? -Um.
Just something I found.
That's Spider-Man's webbing.
You know I could bust you for removing evidence?
Are you sure it's his webbing?
Talk to me.
Well, Spider-Man's webbing always dissolves
after an hour.
This junk's been here since last night--
Well, boy wonder, maybe he's just
using different chemicals now.
Come on, we better continue this downtown.
[loud rumbling]
[Mysterio] Don't be afraid.
I'm here to help.
I am Mysterio.
And I am holding Spider-Man on notice.
There's no place you'll be able to hide
and nowhere you can run.
Far as I'm concerned,
you're just another creep in a costume.
What can you do?
I was hoping you'd ask. [laughs]
[crowd gasping]
[man] How'd he do that?
[Peter thinking] Cheap parlor trick.
[Mysterio] I guarantee you I'll catch Spider-Man.
But, I want all you big shot media people there,
to record it.
And now that I've started things rolling,
don't drop the ball.
-Got it? -[gasps]
[crowd screaming]
[rumbling]
Everybody out of here!
-Now! -[crowd yelling]
[Mysterio laughing]
[Lieutenant Lee] How'd he do that?
[Peter thinking] Good question.
I should have known it was a fake.
My spider sense didn't go off.
[Peter thinking] He wrote a G.O.A.T. over night,
and I'm not even a politician.
And this Mysterio guy,
where did he come from?
And--and how does he--
[man, on radio] We're getting reports of another incident,
involving Spider-Man.
This one at the Brooklyn Bridge Mall.
According to police--
[rock music playing]
[brakes hiss]
[Peter thinking] It's time to go meet my evil twin.
[people yelling]
[man 1, angrily] Stop him!
[man 2] Don't let him get away!
[man 3] Go get him!
[Spider-Man] I'll never understand why everybody thinks
they can be a superhero.
Just a cheap imitation,
but can't compare to my own winsome charm.
-[man] Aah. -[Mysterio laughs]
[Spider-Man] I recognize that laugh, Mysterio.
That fake Spider-Man vanishes and you appear.
I should have guessed.
He's just another one of your illusions, isn't he?
[Mysterio] You're the fake.
[crowd indistinct chatter]
Don't be afraid.
I won't let him hurt you.
You're the only one
that has to worry about getting hurt, pal.
I'm more than ready to take you on.
But not here.
It's got to be the same place,
where you ruined me.
[Spider-Man] You've got a little to much gravel in that fishbowl.
I don't know what you're talking about.
Oh, it'll all be explained.
Just follow the yellow brick road.
[Spider-Man] Oh, my, I'm beginning to feel like a certain coyote.
[sirens blaring]
[crowd cheering]
[crowd yelling angrily]
[Spider-Man] What next?
Peasants with torches?
Well, you turned them against me. Now what?
This.
[grunting]
[crowd cheering]
I always did like a good cliff hanger.
[Spider-Man] Ah, the old museum trick,
not falling for--
-[spider sense screech] -Uh oh.
[groans]
[suspenseful orchestra music]
[helicopter blades whirring]
[pilot]No sign of him, over.
No one could hold his breath this long.
Let's call it a night, over.
[gasps, coughs]
[Spider-Man] That's it,
next paycheck I'm definitely swinging for a snorkel.
So Spider-Man's fish food now.
And the city has a new hero, Mysterio!
A real hero.
-Gas bag. -A man who--
[phone rings]
-What? -[Mary Jane] Peter?
Just wanted to make sure you're still alive.
Mary Jane. Oh, no, our date! I forgot!
You sure know how to make a girl feel important.
Uh, look, if it isn't to late--
Sorry, in my league,
it's one strike and you're out.
-[line disconnected] -But--
Oh, that does it.
My life's been a mess since the day I put you on.
Why'd I ever do it anyway?
I can't even keep a date because of you.
Time to turn my life around.
Hello, world!
Goodbye, Spider-Man.
-[doorbell rings] -Don't bother, Aunt May,
I got it.
Just because I take a picture of Spider-Man
every now and then,
it doesn't mean I know how to find him.
Anyway, I hear he's fish chow now.
No corpus delicti,Parker.
I'm betting he's still spinning web somewhere.
Well, so find him, be my guest.
Parker I think he's been framed.
Now this could be your chance to help an innocent man.
Sorry, not my table.
Look, I don't talk this around down at the station, but--
But what?
I've spent a lot of time trying to figure out
who he is, or what side he's on.
I don't know all the answers,
but I do know one thing.
He never turned his back when he could help.
Which is just what you're doing now.
All those times you were taking pictures of him, Parker? Hah.
Too bad none of his character rubbed off.
[Parker thinking] She's right.
Spidey never did turn his back when he was needed.
Except once.
[Parker thinking] Right after I got my powers,
I figured I could earn some quick bucks wrestling.
I made the costume so no one would recognize me.
[audience cheering]
[man] Hey! Help!
Grab him! Don't let him get away!
Hey, sorry, pal, I'm a wrestler, not a cop.
Why should I get involved?
[indistinct dispatch radio chatter]
[Peter thinking] The police were at Aunt May's.
Someone had broken in.
Bad news for you, son.
[Peter thinking] My Uncle Ben tried to stop him.
But the guy was armed.
The cop told me the one who had did it
had been chased to a warehouse.
And whoever it was, I wanted him first.
And I got him, too.
It was the crook from the arena.
The one I should have stopped, but I didn't.
I had the power and I didn't use it.
I lost my uncle because I ignored my responsibilities.
He always use to tell me,
"With great power, comes great responsibility."
If I stop being Spider-Man,
-who else will suffer? -[thud]
Going my way?
Well, this is driving me crazy.
You'd think I'd remember a guy with a fishbowl for a head.
Probably wasn't born with it.
Just guessing though.
Wait a minute.
He said the bridge was the place I ruined him.
Brooklyn Bridge.
Incidents involving Spider-Man.
Car accidents, helicopter crash, robberies,
must be one of your hangouts.
A helicopter crash.
I remember.
A film crew were shooting a car chase movie on the bridge.
Let me call it up.
[Spider-Man] They were filming a scene with a sequential explosions.
But one of them was too powerful and it damaged a rotary.
There's more. Right before the crash,
I thought I saw something near the tower.
It was a mortar.
The special effects man had hidden it up there,
without getting a permit.
He wanted an even bigger explosion.
It was his fault the copter went down,
And he'd have gotten a way with it...
if I hadn't caught him.
[groaning]
They'll arrest me for this.
And it's all because of you!
I will get you, I swear.
[Lieutenant Lee] This is something
you have trouble remembering?
Hey, I hear that kind of thing,
two, three times a week.
His name was Quentin Beck.
He got a year in jail for his crime.
That Beck's address?
Wonder Studios?
-Yeah, but-- -That clinches it.
And New York welcomes Mysterio as its newest,
-and greatest-- -[driver] Fax coming in for you, sir.
"Dear Chuckles,
want the real story on Mysterio and Spider-Man.
Go to Wonder Studios, now.
Your friendly neighborhood Spider-Man."
[tires squeal]
[Spider-Man] Whoa, Beck's a one man Spidey fan club.
Suction cups, seems kind of low tech.
But hey, it works!
Beck's got all the plans right here.
The museum, the Mall, the bridge.
It must have taken him months to set up those stunts.
[crashing]
The museum roof caving in.
So that's how he did it.
Beck's created a whole new holographic technology.
Small, portable, and frighteningly realistic.
There are a lot of brains in that sick fishbowl.
[clanks]
And looks like he was planning a major crime spree.
[sirens wailing]
OK, Beck--
[growling]
[metal clunking]
Getting real tired of these fakes, Beck.
[Mysterio] It's not all fake.
Some of it is real.
You decided which is which, if you can.
[laughs] I'll give you a little help.
When you disappear,
it won't be an illusion!
[hydraulics starting up]
[Spider-Man] Hey! What is this, Beck? Carnival time?
[clanking]
[high pitch whizzing]
At least I didn't have to wait in line.
[door knob clicking]
[grunting]
[John] Spider-Man's in there, isn't he?
This is none of your business.
You can't talk to me that way.
I have influence, I'll have you pounding a beat.
Look, you want in?
Then give me a hand with this door.
[mechanical whizzing slows]
-Uh, next time I'll stick to the pony ride. -[spider sense screech]
[Spider-Man] Why's my spider sense going crazy?
[growling]
Great, now I've stepped into a Ray Harryhausen movie.
Maybe it's more like Roger Witt Morgan.
[animal shrieking]
Let's see how real you are.
Well, that's Hollywood for you.
Gruff exterior,
but underneath it all, a heart of aluminum.
[hydraulics pumping]
[mechanical huffing]
There's a certain irony here.
Time for the cavalry to arrive, isn't it?
-Well, they're here. -Help!
[Spider-Man] Mysterio, they don't have anything to do with this.
Let them go.
Well, Jameson you can keep, but--
Enough!
It's payback time.
Payback? For what?
You did it all to yourself.
Yes, that's what my psychiatrist said.
But you know what?
His sessions never made me feel this good.
[screaming]
-[alarm blaring] -[John] Help! Help!
Hurry!
[Spider-Man] Loop it around.
OK, Spidey, pull,
like you've never pulled before!
[grunts]
Time for the grand finale.
Which of us is the real one?
By the time you figure it out, it'll be too late.
One chance, I got to trust my spider sense.
Just close my eyes--
[thumps]
What do you think of your big hero now?
Just get me out of this thing.
Did I hear a "please"?
Guess that's a wrap.
[chipper music]
[Mary Jane] A riddle Mr. Parker.
What do I have in common with Spider-Man?
Uh, you both look good in skin tight outfits?
[giggles] No.
We both haven't been ourselves lately.
-Care to walk me to class? -Sure.
[sirens wail in distance]
Look, I'm sorry for hanging up on you last night.
And I'm sorry I forgot our date.
Still want help with your physics?
Nay, good sir.
To paraphrase an ancient playwright,
"She who learns, must study."
So I did, and I passed my test.
Congratulations.
[Mary Jane] Thanks.
My class is in here, gotta run.
But you know, physics is a lot like theater.
I get it now.
It's all about making sense out of life.
Once I realized that, it was easy.
[Peter thinking] Yeah, I get it now, too.
Thanks for helping me make sense out of my life,
Uncle Ben.
Spider-Man's life, too.
["Spider-Man Theme Song" playing]
♪ Spider-Man ♪
♪ Radioactive Spider-Man ♪
[guitar solo]
♪ Spider blood ♪
♪ Radioactive spider blood ♪
♪ Spider blood ♪
♪ Spider-Man ♪