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Peter Parker: Flint Marko. The man who killed Uncle Ben, he was killed last night.
Aunt May: Oh, my. What happened?
Peter Parker: Spider-Man killed him.
Aunt May: Spider-Man? I don't understand, Spider-Man doesn't kill people. What happened?
Peter Parker: I, uh... He... he was... I thought that - That you'd feel... He deserved it, didn't
he?
Aunt May: I don't think it's for us to say whether a person deserves to live or die.
Peter Parker: But, Aunt May, he killed Uncle Ben.
Aunt May: Uncle Ben meant the world to us. But he wouldn't want us living one second with
revenge in our hearts. It's like a poison. It can - It can take you over. Before you know it, turn
us into something ugly.
Flint Marko: [grabs Venom in mid-swing, thinking he's Spider-Man] End of the line, Spider-
Man.
Venom: [roars in his face]
Flint Marko: [seeing it's not Spider-Man, tosses him aside]
Venom: I want him dead too, Flint. That's why I've been looking for you. Oh, yeah, I know
all about you. Like the fact that Spider-Man won't let you help your poor daughter. It's just -
That doesn't seem right to me. Look, I want to kill the spider, you wanna kill the spider.
Together, he doesn't stand a chance. Interested?
Flint Marko: Yeah.
Miss Brant: [beeps on speaker phone, shaking desk] Your blood pressure, Mr. Jameson.
Your wife told me to tell you to watch the anger.
J. Jonah Jameson: YOU TELL MY WIFE...
[calms down]
J. Jonah Jameson: [speaks into phone] Thank you.
[turns to Hoffman]
J. Jonah Jameson: Continue.
Miss Brant: [buzzes phone and shakes desk again] Time to take your pill.
Miss Brant: [buzz] Not that one.
Miss Brant: [buzz] Not that one.
J. Jonah Jameson: [points to jar of pills]
Miss Brant: [nods and buzzes phone] Drink plenty of water.
J. Jonah Jameson: [sigh] Thank you.
Flint Marko: [looks down at the crowd below] I didn't want this. But I had no choice...
Peter Parker: We always have a choice. You had a choice when you killed my uncle.
Flint Marko: My daughter was dying, I needed money.
[flashback: Flint knocks on the car window with a gun]
Flint Marko: I was scared. I told your uncle all I wanted was the car. He said to me "Why
don't you just put down the gun and go home?" I realise now he was just trying to help me.
[Uncle Ben tells Flint to put down the gun and go home, just when Flint's partner exits a
nearby building with the money]
Flint Marko: Then I saw my partner running over with the cash... and the gun was in my
hand...
[he shakes Flint's arm - causing him to shoot Uncle Ben. Flint realizes this]
Flint Marko: I did a terrible thing to you, I spent a lot of nights wishing I could take it back.
[Flint's partner drives off with the car, but Flint stays by Uncle Ben's side]
Flint Marko: [to Peter] I'm not asking you to forgive me. I just want you to understand.
Peter Parker: I've done terrible things too.
Flint Marko: I didn't choose to be this. The only thing left of me now... is my daughter.
Peter Parker: [after a pause] I forgive you.
New Goblin: If you wanna see Peter alive again, you're gonna do something for me.
Mary Jane Watson: [Peter jumps up to save Mary Jane] Peter. They're gonna kill us both.
Spider-Man: I'm gonna get you out of this.
[first lines]
Peter Parker: [Narrating] It's me! Peter Parker! Your friendly neighborhood... You know.
I've come a long way from becoming the boy who was bitten by a spider. Back then, nothing
seemed to go right for me, and now...
Kid in Times Square: [pointing at a giant screen in Times Square] Hey look, it's Spider-
Man!
Peter Parker: [Narrating] People really like me.
Peter Parker: Harry! I need your help. I can't take them both, not by myself.
Harry Osborn: [turns to reveal scars] You don't deserve my help.
Peter Parker: Harry... she needs us.
Harry Osborn: Get out.
Peter Parker: [coming down to Harry's side along with Mary Jane] Hey, pal. How you
doing?
Harry Osborn: [sarcastically] Been better.
Peter Parker: We'll get you through this.
Harry Osborn: [shakes his head slowly] No.
Peter Parker: I never should have hurt you... said those things.
Harry Osborn: None of that matters, Peter. You're my friend.
Peter Parker: Best friend.
J. Jonah Jameson: [referring to Eddie and Peter] You want a staff job, and you want a staff
job, anybody care about what I want?
Hoffman: [opens Jameson's office door and quickly answers] I do.
J. Jonah Jameson: [calmly] Shut up. Get out.
New Goblin: If you want Peter to live, you're going to do something for me.
J. Jonah Jameson: [Catching Betty Brant and Peter Parker about to kiss] Parker! Miss
Brant! That's not the position I hired you for!
Peter Parker: [to Eddie Brock] You want forgiveness? Get Religion.
Aunt May: A man needs to put his wife before himself. Can you do that, Peter?
Eddie Brock: It's Brock sir, Edward Brock Jr. I'm here humbled and humiliated to ask you
for one thing... I want you to kill Peter Parker
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[repeated line]
Eddie Brock: It's Brock, sir. Edward Brock, Jr.
Spider-Man: [both at top speed on the New Goblin's Sky Stick] This thing got any more?
New Goblin: Hang on!
Spider-Man: To what?
Spider-Man: Shazam!
Harry Osborn: [after topping his drink with an olive, Harry realizes that Peter is standing
behind him] Would you like a drink? I'm sorry. What was I thinking? Bad for the public
image, right, Mr. Key-to-the-City?
Peter Parker: [referring to Mary Jane] What did you do to her?
Harry Osborn: [Harry takes a sip of his drink] II did what you failed to do. I was there for
her. Mary Jane and I, we understand each other.
Peter Parker: She doesn't know what you are.
Peter Parker: Peter, she knows me very well. And when she kissed me, it was just like she
used to kiss me. That taste... Strawberries.
Man in Times Square: You know, I guess one person really can make a difference...
[pats Peter Parker on shoulder]
Man in Times Square: 'Nuff said!
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Peter Parker: [eating a cookie while on the phone] Mmm, these are good. You got any with
nuts?
Ursula: No, but I have some nuts, I could... make some...
Peter Parker: Go make me some.
Peter Parker: [takes off his mask, has sand all over his face after just fighting the Sandman]
Where do these guys COME from?
[takes off a boot, tips it upside down, sand continously pours out]
Mary Jane Watson: Let me ask you something. When you kissed her, who was kissing her?
Spider-man, or Peter?
Aunt May: You must be ready to put her before yourself. Are you ready to do that Peter?
Houseman: [to Harry, upon his refusal to aid Peter] If I may, Sir, I've seen things in this
house I've never spoke of... The night your father died, I... I cleaned his wound... the blade
that pierced his body came from HIS Glider. I... I know you're trying to defend your fathers'
honor, but there is no question that he died by his own hand. I loved your father, as I've loved
you, Harry... as your friends love you...
Peter Parker: It's me, Peter Parker. Your friendly neighborhood - you know. I've come a
long way since I was the boy bit by a spider. Back then nothing seemed to go right for me.
Now people really like me. The city is safe and sound. Guess I had a little something to do
with that. My uncle Ben would be proud. I still go to school. Top of my class. And I'm in
love. With the girl of my dreams.
Peter Parker: [planning how he's going to propose] So, you want some champagne? How'd
that get in there? Oh, don't cry.
Peter Parker: I never should have hurt you. And said those things.
Harry Osborn: None of that matters, Peter. You're my friend.
Peter Parker: Best friend.
Harry Osborn: It's a funny feeling, not knowing who you are. I get a bump on the head and
I'm free as a bird.
Mary Jane Watson: Can you bump me on the head?
Harry Osborn: [taps MJ on the head] Bop!
Mary Jane Watson: [reacts to tap by throwing head back and laughing]
Spider-Man: [back-to-back with the New Goblin facing Sandman] I could use some help
over here!
New Goblin: [facing the giant Sandman] I'm a little busy right now!
Peter Parker: This suit, where'd this come from? The power, feels good... But you lose
yourself to it...
Mary Jane Watson: We've all done terrible things to each other, but we have to forgive each
other. Or everything we ever were will mean nothing.
Peter Parker: This man killed my uncle, and he's still out there!
[from trailer]
Peter Parker: This suit, where'd this come from? The power, feels good... But you lose
yourself to it...
[Harry, chasing Peter, throws one of his many devices at him. As it explodes and becomes a
razor bat... ]
Peter Parker: Hate those things!
[from trailer]
Eddie Brock: [Spider-Man pulls himself up on to the car] Hey, Parker.
Eddie Brock: [as Black Suited Spider-Man gets ready to plunge into the sewer and pursue
Sandman] Whoa. Buddy, love the new outfit. This is exactly what I need to scoop Parker.
Gimme - Give me some of that web action.
Spider-Man: [slings a string of web, grabs Eddie's camera and slams it against the wall
breaking it] See ya, chump.
Eddie Brock: [shouts at Spider- man who is already jumped down the sewer] What the hell?
Ursula: [after Peter yelled and insulted Mr. Ditkovitch and slams the door] That wasn't cool.
Mr. Ditkovitch: [still shocked by Peter's attitude] He's a good boy. He must be in some kind
of trouble.
Emma Marko: [to Flint Marko] You can't hide here, Flint.
Eddie Brock: What about that amazing... amazing night that we had?
Gwen Stacy: We had a coffee, Eddie.
Jazz Club Bouncer: [to the manager] Everything okay here Paul?
Peter Parker: [to the manager] Yeah, everything okay here Paul?
Jazz Club Manager: Take him out of here.
Jazz Club Bouncer: [grabbing Peter's arm] Let's go, sir.
Peter Parker: Take your hands off me.
Mary Jane Watson: Tell me again. Was I really good? I was so nervous. My knees were
shaking.
Peter Parker: Your knees were fine.
Mary Jane Watson: The applause wasn't very loud.
Peter Parker: Yes, it was. Well, it's the acoustics. It's all about diffusion. It keeps the sound
waves from grouping. You see when the sound waves, they propogate, then it's like an...
Mary Jane Watson: You are such a nerd.
Harry Osborn: [watching Spider-Man getting a kiss from Gwen Stacy] Hope Pete's getting a
shot of this.
Jennifer Dugan: There seems to be some kind of activity in the web. They seem to be
creating some kind of gigantic lettering.
[made in web by Venom: "Spider-Man Stop Us If You Can"]
Jennifer Dugan: Apparently, Spider-Man's being challenged to some sort of confrontation.
And that raises serious questions about what kind of chance he'd stand against such
overwhelming...
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[after he pulls Eddie out of symbiote, Peter grabs a pumpkin bomb and tosses it into the cage
to destroy it]
Eddie Brock: Peter! What are you doing? No!
Peter Parker: Eddie!
[Eddie runs back into the cage with symbiote and both are are vaporized by the explosion]