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Spider-Man 3
by Mo K.

Rated: PG-13   Genre: Action/Adventure   User Review: ***
A story inspired by the graphic novel KRAVEN'S LAST HUNT as well as the events that have taken place in the first two Spiderman films. The script is currently unfinished.


This screenplay is copyrighted to its author. All rights reserved. This screenplay may not be used or reproduced without the express written permission of the author.



FADE IN:

INT. APARTMENT - DAY
                                                            
It's daybreak in NY. Peter Parker is up, crouching in his
window frame, looking out at the city as it wakes.
                                                            
He looks over his shoulder at the sleeping form lying in his
bed. He goes back to sleep.
                                                            
LATER ON
                                                            
Spidey walks towards the open window sill.
                                                            
                       MARY JANE
Ahem.
                                                            
He turns and looks back.
                                                            
MJ is propped up on an elbow, watching.
                                                            
                       MARY JANE
And just where do you think you're
going?
                                                            
                       SPIDER-MAN
Oh, I forgot.
                                                            
He unmasks half way and gives her a quick peck on the lips.
                                                            
                       SPIDER-MAN
Sorry.
                                                            
                       MARY JANE
That's not what I meant. You
promised you'd spend the day with
me.
                                                            
The mask comes all the way off now and he sits down beside
her.
                                                            
                       PETER
The Bugle called. There's an
important announcement today.
Gotta be there.
                                                            
She grimaces and pouts.
                                                            
                       MARY JANE
You have to be here, you promised.
                                                            
She tugs his arm.
                                                            

2.

                       PETER
I know, I'm sorry. I'll make it up
to you.
                                                            
She sits up in bed now.
                                                            
                       MARY JANE
I've been having bad dreams about
you lately. I wish you'd give up
the heroics for a bit. Till I feel
better.
                                                            
Peter shrugs half heartedly.
                                                            
                       PETER
I can't stop being Spider-Man,
Mary Jane. It's who I am, it's
what I am. This city needs me.
                                                            
He gets up and smiles bitterly. The Spidey mask comes down
again and he flits out the window like blue and red
lightning.
                                                            
                       MARY JANE
Do you have any idea how much I
need you?
                                                            
 
EXT. CITY - DAY
                                                            
The rain is falls down hard this morning.
                                                            
Spider-Man swoops through the deluge.
                                                            
 
EXT. INTERSECTION - DAY
                                                            
A group of NYPD squad cars squeal to a stop in front of a
trash strewn alley.
                                                            
A harried young woman flags down the nearest cop, pointing
back at the alley.
                                                            
                       WOMAN
There! There! Whatever it is, its
in there! Kill it for God's sake.
It licked my face!
                                                            
                       COP #1
Just step back. We'll get him this
time.
                                                            
A group of cops close in on the mouth of the alleyway.
                                                            
 

3.

EXT. ALLEY - DAY
                                                            
Something inside the alley peeks out at the approaching
police men.
                                                            
 
EXT. SKYLINE - DAY
                                                            
Spidey sees the group of cops at the alley way and swoops
down for a closer look.
                                                            
 
EXT. ALLEY - DAY
                                                            
Cops fan out in the alley. Above them, Spidey slowly crawls
down from the rooftop.
                                                            
A rookie hits pay dirt and comes upon somebody huddled
behind a dumpster, naked to the waist, eating rapidly.
                                                            
                       ROOKIE COP
Oh, God. Hold it!
                                                            
The hunched figure rises to a crouching position and sneers
at the cop.

The rookies pistol shakes violently.

The figure is VERMIN, a rat-man hybrid with a taste for
human flesh. That is what he is eating.
                                                            
                       SPIDER-MAN
Get out of here! Now!
                                                            
Vermin launches himself at the rookie and chomps down on his
arm. Cops start screaming and yelling. Some fire point blank
at the creature.

Spidey leaps into the melee.
                                                            
Vermin is struck by several bullets but remains unfazed as
he tosses New Yorks finest around like rag dolls.
                                                            
Web shooters flick out and blast the monster with white
gooeyness.
                                                            
                       SPIDER-MAN
Come on Vermy, you know the best
trash is two blocks up.
                                                            

4.

Nothing stops Vermin. He rips through webbing like a hot
knife through butter. Vermin roars and hurls overflowing
garbage cans in a bid to clear a path to freedom. Spidey
grabs him from behind.
                                                            
                       SPIDER-MAN
Hug?
                                                            
Vermin snarls and tosses Spidey over his shoulder into a
crowd of cops, knocking them down like ten pins.

Spidey rubs his aching head and asks one of the sprawled
officers.
                                                            
                       SPIDER-MAN
Was that a strike or a split?
                                                            
Vermin bounds into the street. Shrieks of terror erupt as
bystanders scatter like pigeons.

Spidey leaps to his feet. Web shooters fire. The web line
snaps him into the air and allows him to pogo over the pile
of police.
                                                            
 
EXT. STREET - DAY
                                                            
Vermin overturns a squad car and pushes it in front of an
oncoming bus. Spidey webs the car but cannot pull it away
fast enough and the the two collide in huge crash.

Moans from the wreckage mingle with the patter of rain. A
sudden spark from a ruputured gas line turns the bus into an
inferno.

Spidey stands in the face of this carnage, unsure what to
do, before regaining his composure and begins the task of
rescuing survivors. Vermin disappears down a manhole.

Victorious howls waft up from beneath the street.
                                                            
 
EXT. ROOFTOP - DAY
                                                            
Spidey sails out of the pouring sky and walks over to the
ledge. He unmasks himself and stares down at the street. He
sees Uncle Ben in the crowd and hears the screams from the
burning bus. He wipes his eyes and looks again. Gone.
                                                            
 

5.

INT. DAILY BUGLE - DAY
                                                            
There's commotion inside the office of J.Jonah Jameson.
Peter walks in, late as usual.
                                                            
                       JJ
Parker, you must not want to get
paid, setup next to Brock.
                                                            
Peter gets into position. Several others from the newsroom
cram into the office as JJ begins to speak.
                                                            
                       JJ
Today is an exciting day for us
here. My son John will be joining
the Bugle as the new airborne news
and traffic chief.
                                                            
Jameson motions for John to step forward and unveils a
portrait of a news helicopter emblazoned with the new Daily
Bugle logo as well as Jonah's toothy grin.
                                                            
                       JJ
She's all yours kid.
                                                            
                       JOHN
Thanks dad.
                                                            
John turns to the crowd.
                                                            
                       JOHN
Thanks everybody. I promise to
make this department fly and take
you all along for a ride you'll
never forget.
                                                            
Peter starts snapping photographs and is elbowed viciously
by EDDIE BROCK, a rising photographer in the ranks.
                                                            
                       EDDIE
Twenty minutes late and you want
the money shot? You must be
insane.
                                                            
Peter is about to protest before he is pulled away by John.
                                                            
                       JOHN
Listen up Parker, my dad's placed
you under me now. Don't be late
again or you'll be out of a job.
Capisce?
                                                            
Peter sees Eddie grinning malevolently behind his camera.
                                                            

6.

                       PETER
Sorry Mr Jameson.
                                                            
                       JOHN
Sorry? After what you've pulled on
me with Mary Jane? You've got to
be kidding. Just watch it flyboy.
                                                            
Peter nods in obeyance. He turns to leave the party.
                                                            
                       JJ
Parker! Hand me one of those fruit
cups would ya? Hoffman's on
vacation.
                                                            
 
EXT. KRAVENOFF MANOR - DAY
                                                            
There are movers scattered across the lawn of the manor,
moving many items into large eighteen wheel trucks.

One man with a clipboard moves with purpose up the front
steps and into the building, Caleb Gates. He is shadowed by
a nervous butler.
                                                            
                       JEEVES
Sir please. The master is due any
moment now, should he find you
here...
                                                            
                       CALEB
This entire estate is mine now
Jeeves and I plan on doing some
redecorating.
                                                            
One of the movers passing by glances at some of the nearby
shrubbery, apparently distracted for a moment.
                                                            
                       JEEVES
No doubt you're lawfully entitled
to the manor sir, but you agreed
to come by next week.
                                                            
                       CALEB
Sooner is always better than later
especially when it concerns my
money.
                                                            
Jeeves blocks Calebs way inside the manor.
                                                            
                       CALEB
Out of my way or I'll have you
stuffed like one of his trophies.
                                                            

7.

Jeeves makes a fearful face and stumbles out of his way.
                                                            
                       CALEB
Speaking of which, take me to the
trophy room. Now.
                                                            
 
EXT. MANOR GROUNDS - DAY
                                                            
One mover carries an expensive looking ornament to a moving
truck, loads it and then walks back towards the manor.

Up ahead Caleb and Jeeves disappear back inside. He flags
his buddy.
                                                            
                       MOVER #1
Going for a smoke. You wanna?
                                                            
                       MOVER #2
Why not?
                                                            
The pair jog off together to the rear of the building.

Something in the bushes back there watches them approach,
breathing quietly.
                                                            
                       MOVER #1
Which room you at?
                                                            
He taps out a cigarrette, lets call him Chuck. He offers it
to his pal, lets call him Sully.
                                                            
                       SULLY
Kitchen. For some guy who lived
alone he sure has a lot of
cutlery.
                                                            
Sully lights up and takes a deep drag.
                                                            
                       SULLY
Scary looking stuff some of it,
can't tell if you're supposed to
eat with it or take down a
buffalo. You?
                                                            
Chuck looks at Sully, puffing away mightily.
                                                            
                       CHUCK
Just finishing off one of the
foyers. Hey, what was that?
                                                            
                       SULLY
What?
                                                            

8.

                       CHUCK
Thought I heard something in those
bushes back there, like somebody
crawling around.
                                                            
Sully takes a last drag on his smoke and then grounds it
under his heel before trotting away.
                                                            
                       SULLY
Yeah right, i'm off.
                                                            
Chuck raises his arm in a salute.
                                                            
                       CHUCK
Yeah okay.
                                                            
The words barely come out before he's grabbed from behind
and yanked back into the foliage with no more than a stifled
yell. A dark figure pummels the mover.

The attacker races across the lawn with amazing swiftness.
Powerful hands grip the walls of the manor as he scales it
like a lizard up a tree and enters through an open window.
                                                            
 
INT. MANOR - DAY
                                                            
Jeeves leads Caleb upstairs.
                                                            
                       CALEB
It'll take months to sell off all
this stuff.
                                                            
                       JEEVES
Will you be keeping me on sir?
                                                            
                       CALEB
Not if you quit stalling. Now how
much farther?
                                                            
The pair get to the top of the stairs and walk down a dark
hallway.
                                                            
                       JEEVES
This is it sir.
                                                            
                       CALEB
Open it.
                                                            
Jeeves does commanded. He closes his eyes and mutters a
silent prayer under his breath.


9.

The room is in shadows even though a breeze flits through an
open window and makes white curtains flow like ocean waves.
                                                            
                       CALEB
What're you so scared of you foo..
                                                            
But he is cut off by the sight that greets him. Sergei
Kravenoff, sitting just feet away, glowering with animosity.
                                                            
                       CALEB
Sergei.
                                                            
                       KRAVEN
You dare return.
                                                            
                       CALEB
I, I just came to start my
inventory early.
                                                            
                       KRAVEN
The only list you'll leave with
are the names of your bufoons I've
finished off.
                                                            
He gets up from a throne and nudges the lifeless body at his
feet, Chuck.
                                                            
                       CALEB
You, killed him?
                                                            
                       KRAVEN
No, but that is the path you are
stumbling down Gates.
                                                            
Kraven balls his fists and gnashes his teeth.
                                                            
                       KRAVEN
This is the country seat of
generations of regal hunters. Men
with honor, whereas you have none.
                                                            
Both Caleb and Jeeves back away in terror.
                                                            
                       CALEB
You let slip your finances, your
accounts are in disarray. I'm the
legitimate owner here now.
                                                            
Kraven bristles at this, ballooning in size, face reddening.
He slams Gates up against a stuffed gorilla.
                                                            

10.

                       KRAVEN
You upright swine. What maks you
think you could ever do this
estate justice?
                                                            
                       BODYGUARD
Hold it.
                                                            
Kraven looks over his shoulder to see a well dressed man
levelling a large revolver at him. He is backed up by many
other men.
                                                            
                       BODYGUARD
Let Mr. Gates go.
                                                            
Kraven roars and hurls Gates at his entourage. The security
team surges forward but Kraven dispatches them easily,
manhandling many men as big as he is, some even bigger, with
ease.

Shots fire and Kraven is wounded. He looks over his shoulder
at a horrified Gates.
                                                            
                       KRAVEN
The house may be yours Gates, but
the hunt is still mine.
                                                            
He crashes out the window.
                                                            
 
EXT. MANOR - DAY
                                                            
Scores of armed guards surround the manor now. They patrol
the front grounds. Snipers on the rooftop scan the trees for
any sign of Kraven.

Gates and an assistant walk toward a nearby helipad.
                                                            
                       CALEB
I'll be back from New York as soon
as possible. Mean time make sure
security remains tight, as long as
Kravenoff is on the loose.
                                                            
                       ASSISTANT
And if we catch him?
                                                            
Gates is helped into the helicopter and sits down.
                                                            
                       CALEB
Have him stuffed and mounted.
                                                            

11.

The helicopter rises with a whir and streaks off across the
sky to New York.
                                                            
 
EXT. CLEARING - DAY
                                                            
In a clearing several miles away, Kraven looks at his former
home.
                                                            
                       KRAVEN
Has it come to this? No home, no
honor? No place in this world?
                                                            
He begins runnng through the dense foliage, back to his
manor.

                                                            
                       KRAVEN
No!
                                                            
FLASHBACK SEQUENCE
                                                            
He stands before the portraits of his forefathers.
                                                            
BACK TO PRESENT DAY
                                                            
The hunter splashes his way across a running river.
                                                            
FLASHBACK SEQUENCE
                                                            
Images from a newspaper declare the Kravenoff lineage mad
and bloodthirsty. Scores of enraged villagers with torches
held high drive his forefathers from Russia in disgrace and
humiliation.
                                                            
BACK TO PRESENT DAY
                                                            
Kraven leaps into the trees and springs from branch to
branch bypassing the swamp below.
                                                            
FLASHBACK SEQUENCE
                                                            
He remembers his father introducing him to unique jungle
elixirs.
                                                            
                       KRAVEN SR
Drink.
                                                            

12.

BACK TO PRESENT DAY
                                                            
Kraven leaps upon the ground, just outside the manor
perimeter. He begins to swallow the contents of a vial on
his person.
                                                            
FLASHBACK SEQUENCE
                                                            
                       KRAVEN SR
And rediscover your heritage. It
will remind you of who you are,
what you are, Kraven.
                                                            
BACK TO PRESENT DAY
                                                            
He watches Gates' helicopter streak across the sky, eyes
welling with tears of rage, becoming bloodshot.
                                                            
                       KRAVEN
The hunter.
                                                            
 
INT. HELICOPTER - DAY
                                                            
Gates takes a last look at the sprawling estate he has come
into as it grows smaller with each second.
                                                            
                       CALEB
      (softly)
You'll understand. Soon enough.
                                                            
 
INT. OSBORN MANOR - DAY
                                                            
                       HARRY (vo)
Yeah don't worry I'm fine. No, I
don't need anything.
                                                            
IN HARRY'S OFFICE
                                                            
Harry Osborn, dapper as ever, paces behind his desk, cell
phone cradled to his ear.

A servant wheels in a fancy breakfast cart and begins to
prepare his meal.
                                                            
                       HARRY (cont)
Listen, I just wanted to apologize
for not believing you sooner. You
know, and all the arguments, I
won't ever doubt you again.
                                                            
Harry butters some toast and takes a bite.
                                                            

13.

                       HARRY (cont)
Preparations? They're coming along
just fine, any day now and it'll
all be over.
                                                            
The servant finishes setting up breakfast and wheels the
cart away. Behind him, Harry stands in front of the window
looking out at the city as it is drenched by the reain.
                                                            
                       HARRY
No, no more nightmares anymore.
Thanks for all your help. Talk to
you later. Love you dad.
                                                            
The servant looks up in alarm.

Harry hangs up and slips the phone into his jacket. He
smiles as he watches the downpour outside.
                                                            
 
EXT. CENTRAL PARK - NIGHT
                                                            
High above Central Park. It looks like a jungle, a virtual
forest in the middle of the city.

A battalion of cops are ushering visitors out.
                                                            
                       JOGGER
Yo man, this is bull squat homey!
                                                            
                       COP #1
Sorry, can't have you running out
here now that Vermin has
reappeared since this morning.
                                                            
                       WOMAN
It's wonderful what you're all
doing to protect us.
                                                            
The cop tips his hat appreciatively.
                                                            
                       COP #1
Ma'am.
                                                            
DISOLVE TO
                                                            
Another part of the park, where MJ and Harry Osborn walk
together.
                                                            
                       MARY JANE
Thanks for coming on such quick
notice Harry, I just needed
someone to talk to.
                                                            

14.

                       HARRY
Hey, its okay. Despite everything
between us I'll always be there
for you.
                                                            
                       MARY JANE
Thanks I needed to hear that. I
ought to be hearing this from
Peter instead, but wo knows where
he is, you know?
                                                            
                       HARRY
That's Pete I guess.
                                                            
                       MARY JANE
Yeah. My Pete. No place to be
found when you really need him.
                                                            
                       HARRY
Hey, dumb qestion, but whatever
happened to us?
                                                            
The two stop and face each other. MJ steps back and shakes
her head.
                                                            
                       MARY JANE
I don't know, I was just looking
for something else in my life.
                                                            
                       HARRY
But you can't be serious about
Peter can you? He's never around
and he still works for the Bugle.
Five years? No progress?
                                                            
                       MARY JANE
He can't help the card he was
dealt.
                                                            
                       HARRY
But you can MJ, come back to me,
I've got it all. You wouldn't have
to worry about stuff.
                                                            
He holds her hang and their arms sway, MJ seems to float in
her heels.
                                                            
                       MARY JANE
I don't know.
                                                            
Harry inches closer.
                                                            

15.

                       HARRY
I'd be there for you.
                                                            
MJ tries to pull her hand away, yields to Harry's resistance
a moment and then rips it away from his grasp. Her tears
shine on her face.

Harry moves in for a kiss.
                                                            
                       COP #2
Sorry guys, break it up and clear
out. You're not supposed to be
here anymore, so follow me.
                                                            
The two look at the cop a moment before walking away
together.
                                                            
 
EXT. CENTRAL PARK - NIGHT
                                                            
Deep in the wooded park, Caleb Gates walks his poodle,
LIZZIE. She stops to pee.

Gates looks around to see if they're being watched.
                                                            
                       CALEB
Come on now, we don't want to be
out here all night.
                                                            
From afar, red, burning eyes watch.

Lizzie pricks her ears and stares at some nearby brush.
Gates yanks her back onto the path and strides away.

In the bushes, Vermin slinks along and follows.

Gates begins to hum. Suddenly, his cell phone rings.
                                                            
                       CALEB
Hello? Yeah. Evacuating? Really?
Yeah, okay, I guess I'll leave
right now then. Yes, I'm sure I'll
run into them on my way out. Okay.
Thanks. Yeah, bye.
                                                            
Gates pulls Lizzie back the way they came.
                                                            
                       CALEB
Let's go. We'll come back some
other time.
                                                            
The dog barks sharply. Gates looks down at her as he turns
to go back the way he came. He smiles at her and looks back

16.

up. The path ahead is blocked by Vermin, swathed in shadows.

Lizzie whines.
                                                            
                       CALEB
What's the matter with you?
                                                            
Vermin growls.

Lizzie stops in her tracks.

Caleb waxes unsure.

Suddenly, Vermin lopes forward on all fours.

Gates turns tail and flees. He runs blindly, forever.
Branches, thorns and bushes scratch at him. He trips and
falls.

Lizzie is missing.

A dog barks, but the sound is cut off. Gates gets off his
knees and lumbers off, trying to lose Vermin.
                                                            
                       CALEB
Help! Help!
                                                            
Gates wheezes as he bursts into a clearing. He falls to the
ground, exhausted.

Vermin creeps forward. A toothy smile plasters his furry
face. Gates puts his arms over his head. He cries out as he
is struck. Nothing happens.

He opens his eyes and looks around but Vermin is nowhere to
be seen. His sigh of relief is cut short when he sees
Lizzies lifeless corpse at his feet.

He gasps and flings the little body away.
                                                            
                       CALEB
Oh God. Lizzie.
                                                            
Someone moves in front of him.

Gates looks up in surprise.

Kraven.
                                                            
                       CALEB
Sergei. Where is that thing?
                                                            

17.

                       KRAVEN
It fled. Coward.
                                                            
                       CALEB
But you, here.
                                                            
                       KRAVEN
Fear is an easy scent to track
Caleb. You reek of it.
                                                            
                       CALEB
But Vermin's a killer. Why would
he run?
                                                            
Gates moves to rise.
                                                            
                       KRAVEN
All creatures great and small know
when they've met their superior.
                                                            
                       CALEB
Ah-hah. I see.
                                                            
Gates looks around, for somebody, anybody but Kraven.
                                                            
                       KRAVEN
I interrupted his hunt.
                                                            
                       CALEB
His hunt?
                                                            
                       KRAVEN
Yes. With one of my own.
                                                            
Kraven motions to the dark trees all around.
                                                            
                       KRAVEN
He's still here though, watching.
                                                            
                       CALEB
Really?
                                                            
                       KRAVEN
He's very hungry. I can tell.
                                                            
                       CALEB
We should go. The police are
looking for him.
                                                            
Kraven steps forward suddenly blocking his way.
                                                            
                       KRAVEN
Yes, but not so quickly.
                                                            
 

18.

INT. NEWS CHOPPER - NIGHT
                                                            
John Jameson adjusts his headgear and listens to the
newsfeed about the police convergance over Central Park.

He voices his concern to the pilot and the chopper makes a
beeline for Central Park.

Close in on an inconspicuously placed metal spider nestled
under the pilots seat.
                                                            
 
EXT. ROOFTOP - NIGHT
                                                            
Spidey listens to the tracer he planted in the news chopper
and uncoils himself from the niche he was huddled in.

He runs to the edge of the rooftop and leaps off, arms
stretched wide. The city street hurtles up to meet him. He
fires a web lasso at the last possible moment and flies back
upwards into the night.
                                                            
 
EXT. CENTRAL PARK - NIGHT
                                                            
High above the park a figure is seen standing over another
on the ground.

Spidey sails down to them on a webline.
                                                            
                       SPIDER-MAN
Alright now, what's going on here?
                                                            
Kraven's back is turned to Spidey. When he turns around he
motions to the figure on the ground.
                                                            
                       KRAVEN
He met the great white hunter.
                                                            
Caleb Gates' neck is broken.
                                                            
                       SPIDER-MAN
Wait here while I get the cops.
                                                            
Kraven walks away, dismissively. Spidey leaps in front of
him, stopping him.
                                                            
                       SPIDER-MAN
I said wait.
                                                            
Kraven makes a lightning fast grab at Spidey but the wall
crawler is able to jump away fast enough. Kraven raises an
eyebrow in interest.
                                                            

19.

                       KRAVEN
Hmmm...Alright I'll stop. But
you'll be the one who does so.
                                                            
Kraven runs forward. Spidey tries webbing him up but he
can't hit the fast moving target. He slaps his head at his
bad aim.
                                                            
                       SPIDER-MAN
Ok.
                                                            
Kraven's arms fan out suddenly.

Spidey sense kicks into overdrive and he somersaults into
the air out of the way of poison darts that slam into a
tree.

The Daily Bugle News chopper suddenly lights up the clearing
with a spotlight. From a far off corner a police squad
bursts out of the dark bush.
                                                            
                       SPIDER-MAN
What a party we got here, huh?
                                                            
Spidey fires a webline at the hovering chopper. It splatters
against the smiling face of JJ plastered on its side.

The chopper surges forward in an effort to knock Spidey off.
It closes the gap between Spidey and Kraven as he flees.

Spidey looks up at the chopper and then does a double take
at the gap toothed grin of Jameson looking down upon him.
                                                            
                       SPIDER-MAN
      (to JJ)
What a team we make, huh, Jonah?
                                                            
 
INT. HELICOPTER - NIGHT
                                                            
                       JOHN
      (to pilot)
Lose him.
                                                            
 
INT. CENTRAL PARK - NIGHT
                                                            
The chopper rises higher into the air and tries to buffet
the wall crawler off. As soon as he gets within range,
Spidey lets go of the webbing and dives straight down.

He times it just right and crashes into Kraven. The two roll
for a moment upon the ground.

20.


A whirring sound cuts the air. Spidey yells and jumps back.
His hands come away, bloodied from a slash across his chest.


Kraven brandishes the blade.
                                                            
                       KRAVEN
And here I thought my trip to NY
was over. You are the trophy I
have always sought. Never have I
come upon one so agile and swift.
                                                            
Kraven blows a fine mist off his palm, one that chokes
Spidey. Disoriented, his Spidey sense is not enough to help
steer clear of a massive punch Kraven connects with, one
that rocks the wall crawler off his feet.
                                                            
                       KRAVEN
I am Kraven the hunter. Try not to
forget it despite the ringing in
your ears.
                                                            
Spidey shakes his head and looks up with a wobbly head.

Kraven turns to leave, pauses, and looks into a far off tree
line.

He smiles and then cocks an imaginary pistol and fires a
shot.
                                                            
 
EXT. BUSHES - NIGHT
                                                            
Vermin reacts to Kravens awareness with a growl. He backs
away into the darkness and disappears.
                                                            
 
EXT. STREET - NIGHT
                                                            
The seedier side of town.

A lone woman walks down the sidewalk. A wind blows trash
across the street. A neon sign above a darkened tavern
buzzes drunkily.

The woman tries to enter the tavern but it appears locked.
She looks back over her shoulder at the way she came and
sighs. She pulls her collar tight and begins to walk away
nervously.

A sound from an alley distracts her.


21.

She picks up her step.

A light in a slummy highrise goes out. The street lights
look down mercilessly and without pity.

Up ahead she sees someone leaning against a wall. She pauses
in front of him. Unsure. The man wears a fedora, his face
shadows as he rests his chin on his chest.
                                                            
                       VICTIM
Uh, excuse me sir. Is there a
someplace I could call a cab from
around here? Or a bus station?
                                                            
The man remains motionless.

The woman cranes her head low so that she can try to look up
at the man's hidden face.
                                                            
                       VICTIM
Sir?
                                                            
She looks down at his feet. They're bare. But they're not
feet either. What she took as loafers was in fact two clawed
feet covered in dirty, woolly hair.

The man's chest begins heaves with a moan.

The woman backs away.

The trenchoat he wears suddenly opens up and Vermin's
snarling face is pushes its way out into the dim light. His
arms encircle the woman and her screams are quickly muffled.

Vermin feeds.
                                                            
 
EXT. ROOFTOOP - NIGHT
                                                            
A figure, under the cloak of darkness, observes the
slaughter below. He steps out from the shadows and crouches
upon the ledge.

A sudden downpour begins to blast the street.

An insane grin plasters Kraven's face as he watches Vermin
scamper away. Raindrops fly off the hunter in scores as he
begins to pursue the monster.
                                                            
 

22.

INT. SEWER - NIGHT
                                                            
Dark green slime glistens on the walls. Vermin lopes through
this dark maze. He hops over all sorts of refuse. He climbs
down a service ladder and continues his trek into the bowels
of the city.

He stops suddenly and sniffs the air.

Looks over his shoulder. Nothing.

Something under the noxious waves of sewage looks up at
Vermin as all sorts of trash floats by above.

A blowout on the streets above distracts the monster. The
squeal of tires momentarily muffles his cry of surprise as
the water at his feet explodes in a green fury.

Kraven leaps out, filthy and sopping wet, snarling with
rage.

He tackles Vermin and a vicious brawl commences. The two
wrestle for a moment upon a slippery byway before slipping
back into the scum that runs alongside them.

Beneath the waves the two continue to pummel each other. The
water bubbles and froths mightily and then calms just as
quickly.

Slowly a dark shape rises from the water. Kraven holds
Vermins lifeless body in his arms.
                                                            
                       KRAVEN
The bane of Spider-Man's
existence? You? You're a worthy
challenge, but no creature is my
master.
                                                            
Kraven raises Vermin closer to his ears and detects shallow
breathing.
                                                            
                       KRAVEN
Still alive are we? Stronger than
I thought. You'll wish you were
dead though. Soon enough.
                                                            
He throws Vermin over his shoulder and climbs out of the
steaming sewage.
                                                            

23.

                       KRAVEN
      (flicking away
       trash)
Your name fits monster. Come, we
have a date with Spider-Man.
                                                            
 
INT. APARTMENT CORRIDOR - NIGHT
                                                            
Elevator doors open and Peter runs smack into Harry.
                                                            
                       PETER
What're you doing here?
                                                            
                       HARRY
Setting things straight. Making it
the way it used to be before you
ruined my life.
                                                            
                       PETER
You know that's not true.
                                                            
                       HARRY
Oh isn't it? I lost my father, my
girl, my company. All because of
you. My best friend has been my
greatest enemy all along. I just
couldn't see it. Until now.
                                                            
                       PETER
Your father was sick and you know
it.
                                                            
Harry grabs Peter by the collar and slams him back into the
elevator. Peter grab a Harry's wrist and is shocked to find
that he cannot budge it.
                                                            
                       HARRY
You've got a lot to learn Peter.
I'm taking Mary Jane back and I'm
going to make you ancient history.
Like you did with my father.
                                                            
Harry hurls Peter back out into the corridor.
                                                            
                       HARRY
Just try and salvage the mess
you've made with Mary Jane.
                                                            
                       PETER
She'll never be yours.
                                                            

24.

                       HARRY
      (popping a pill)
Like candy from a baby.
                                                            
The elevator doors shut and Harry disappears.

Peter enters his apartment.
                                                            
                       PETER
Mary Jane what was Harry doing
here?
                                                            
                       MARY JANE
Visiting. We were just talking, is
that alright with you?
                                                            
                       PETER
No that's not alright. What am I
here for?
                                                            
                       MARY JANE
Good question. I don't know what
it could be now that I spent the
last hour enjoying his company.
                                                            
                       PETER
Harry's different now, he's not
the same!
                                                            
                       MARY JANE
You're right, he's more attentive
and caring than you are lately.
                                                            
                       PETER
It's not that, he seems off
balance. I think he's dangerous.
Stay away from him.
                                                            
                       MARY JANE
We're just friends!
                                                            
                       PETER
Just listen to me will you? Stay
away from him, I don't want you
calling him over anymore or
whatever it is.
                                                            
                       MARY JANE
He listens Pete, you don't. You're
never around to.
                                                            

25.

                       PETER
      (shouting)
I am listening. What is it you
have to say?
                                                            
Mary Jane puts on her coat and walks to the door.
                                                            
                       MARY JANE
A sympathetic ear!
                                                            
She slams the door shut behind her.
                                                            
 
INT. BALLROOM - NIGHT
                                                            
The crowd applauds and resumes its revelry as the band
strikes it up again.

You can't even hear the lightning outside as it fractures
the night.

A group of young men run around drunkenly, wearing their
dinner jackets inside out chased by their mothers.

Mary Jane circles the dance floor. A glass of champagne
dangles from her fingertips. She takes a sip. Harry comes up
from behind her and surprises her. They both smile at each
other cozily and start a conversation.

Peter sees this and grimaces. He walks briskily towards
them. As he crosses the busy dance floor the band suddenly
shifts gears and starts to play the Macarena.

Bodies start to leap and hands flutter. Peter looks around
confusedly for a way out of the maze of hands, hips and
faces that shake in front of him.

Peter freezes as the lights go dim due to a power surge. He
lifts his eyes up to one of the large windows high above the
crowd.

He catches his breath.

As the lights go down again,a bolt of lightning illuminates
the window. Kraven is plastered against it. He grins
feverishly.

The murmurs of the crowd turn to screams as glass shatters
and rains down upon them.

The lights blaze to life again.

Vermins unconscious body lands upon a buffet table and sends

26.

platters of food into the air. Napkins, cuttlery and bottles
of champagne go airborne and crash on the floor with a
clatter.

Kraven leaps down from the window frame, soaking wet.
                                                            
                       JJ
      (on cell phone)
John, your big story's here at the
party. Its freaks versus creeps
over here. Get over here now!
                                                            
                       KRAVEN
Spider-Man! I know you are here!
                                                            
Kraven marches forward and shoves people out of his way. He
stops and sniffs the air.
                                                            
                       KRAVEN
Stop hiding you coward, it will do
you know good. I can track you
wherever you go.
                                                            
The band members scurry off the stage as the hunter grabs a
microphone and screams into it.
                                                            
                       KRAVEN
Very well, then. Look and see. I
have defeated Vermin, something
you could never do. And now these
innocent people will be his next
victims thanks to your inaction.
                                                            
Kraven pulls out a hidden tranquilizer gun and fires a
stimulant that wakes Vermin in seconds.

Vermin rises to his feet and shakes his head. Screams rise
in pitch as people stampede to get out of the ball room but
the doors are jammed with people who struggle to get out and
have created a bottleneck instead.

The lights go down again.

In the blackness, Vermin's snarl can be heard. But so can
the sound of rapid webbing.

The lights go up again and reveals Vermin as he lies roped
up in a tight web.

Kraven yells in a furious rage.

Spider-Man's feet connect with his chin. As a result Kraven
spins off the stage.

27.


The wall crawler wears only his mask, his spider outfit
revealed by a torn open dinner shirt and jacket.

Spider-Man rights himself from a crouching position, stands
up, and bops his head on a microphone. Mic feedback
screeches. He cocks his head a moment and then grasps the
mic stand and dips it as he swings his arm up passionately.
                                                            
                       SPIDER-MAN
      (singing)
And I did it, my way!
                                                            
Kraven yells and hurls a crystal goblet at Spider-Man.
                                                            
                       KRAVEN
Fool. You'll be singing a
different tune once I'm done with
you.
                                                            
Harry pulls Mary Jane to his side.
                                                            
                       HARRY
Come on Mary Jane, lets get out of
here.
                                                            
                       MARY JANE
But what about Spi...I mean Peter?
Where is he?
                                                            
                       HARRY
I don't know but its dangerous
here, I'm sure we'll run into him.
Come on.
                                                            
He grabs her by the arm and leads her out of the hall. He
pushes her into a crowd that surges out of the exit and
turns to look back at the fight.
                                                            
                       SPIDER-MAN
      (beseechingly)
Mary Jane!
                                                            
Harry grins knowingly at Spider-Man and then follows Mary
Jane.

Kraven rushes over and cuts Vermin loose and kicks at him
viciously.
                                                            
                       KRAVEN
Get up, the party's dying.
                                                            

28.

Vermin fearfully tries to dodge the blows, stands up and
runs into the crowd.
                                                            
 
EXT. STREET - NIGHT
                                                            
Guests at the banquet run out of the hotel lobby screaming.
Outside, Harry looks around a bit and then gets into his
car, Mary Jane in the passenger seat.
                                                            
                       HARRY
We're getting out of here.
                                                            
                       MARY JANE
Not without Peter.
                                                            
                       HARRY
Don't worry, I'll come back for
him, at least let me get you to
safety.
                                                            
Harry's black Merecedes screeches into the street and speeds
off. Above, in the sky, the Daily Bugle helicopter arrives
on the scene, throwing a spotlight into the window of the
banquet hall.
                                                            
 
INT. HELICOPTER - NIGHT
                                                            
                       JOHN
      (over the headset)
We got our people in there? Parker
and Curtis? Great, dad'll love
this. Move in closer will you?
                                                            
 
EXT. HELICOPTER - NIGHT
                                                            
The helicopter noses forward in order to get a better
glimpse of the battle going on inside. Glimpses of the brawl
can be seen.
                                                            
 
INT. BALLROOM - NIGHT
                                                            
Jameson runs around the ballroom, Vermin close on his heels.
Jonah shouts for help.
                                                            
                       JJ
Help! Help!
                                                            
Spidey, swings in close and crashes against the creature.
The two roll amongst each other, tangled up.

29.


Vermin leaps to his feet and bares his fangs, arms open
wide.

Spidey clocks him one time really good and sends him to his
knees before he webs the monsters head and pulls it with
enough force to dash his head against a wall.

The creature slumps to the floor, out cold.
                                                            
                       SPIDER-MAN
That's one down.
                                                            
Kraven grabs the wall crawler in a bear hug from behind.
                                                            
                       KRAVEN
And nowhere left to go.
                                                            
Spidey starts to gasp as his ribs are crushed with enormous
force.

He spies the chopper outside as John Jameson talks into his
headset as he gives a play by play to a captive radio
audience.

Spidey takes his chance and webs the cockpit.

The chopper rears like a whipped horse and backs away,
pulling the two men out with it, 30 stories high.
                                                            
 
EXT. HELICOPTER - NIGHT
                                                            
The news chopper streaks across the sky in an attempt to
dislodge the unwelcome hitchikers.
                                                            
                       SPIDER-MAN
      (to Kraven)
Thought I could do with some fresh
air, it was getting stuffy inside.
                                                            
                       KRAVEN
I've never had a kill in mid-air.
You just keep making this hunt
more interesting each time we
meet.
                                                            
Spidey suddenly reverse head butts Kraven and stuns the
hunter long enough for him to lose his grip and fall.
                                                            
                       SPIDER-MAN
Hey, i'm gonna get you too, and
another one bites the dust.
                                                            

30.

Spidey webs the far end of the choppers tail and pumps his
arms to create a swinging momentum.

He rips free of the chopper and begins his free fall. The
nearest skyscraper is tagged and he begins his descent down
into the streets.
                                                            
 
INT. HARRYS CAR - NIGHT
                                                            
The sound of police sirens fills the air.
                                                            
                       MARY JANE
Why are those police coming so
close?
                                                            
                       HARRY
Don't know.
                                                            
Harry adjusts his rearview mirrors upward as far as they
will go and grimaces as he sees Spider-Man in the
background, steadily making his way towards where they are.

He floors the gas.
                                                            
 
EXT. ROOFTOP - NIGHT
                                                            
Kraven's motionless body lies the rooftop it fell to. A pool
of blood seeps out from beneath him.

The news chopper eases down and lands nearby, John exits
quickly, mic in hand.
                                                            
                       JOHN
Folks this is amazing, I think we
can finally pin murder on
Spider-Man as the wild man he was
battling at the governors ball
seems to have been killed by the
fall.
                                                            
John and his cameraman lean in for a gory closeup.

Suddenly Kraven's powerful, bloody hand has Johns throat in
its grasp.
                                                            
                       KRAVEN
Playing dead, yet another
defensive technique to surprise
your victim.
                                                            
John gurgles incoherently as his throat is crushed.
                                                            

31.

                       KRAVEN
Time to resume my bug hunt. Feel
like flying do we?
                                                            
 
EXT. NY SKYLINE - NIGHT
                                                            
Spidey quickly spots Harry's racing car as it blazes through
traffic.
                                                            
 
INT. HELICOPTER - NIGHT
                                                            
Kraven motions the pilot.
                                                            
                       KRAVEN
There. There he is.
                                                            
Spidey is glimpsed from within the cockpit, quickly webbing
his way forward.

Kraven pulls out a semi-automatic and aims.
                                                            
                       KRAVEN
There's always more than one way
to skin a cat.
                                                            
Kraven fires.
                                                            
 
EXT. CITY SKYLINE - NIGHT
                                                            
The shot screams and just misses Spidey. He turns to look
over his shoulder at the helicopter racing to catch him and
spots Kraven.

He shakes his fist in mock fury at his jungle tormentor.
                                                            
                       SPIDER-MAN
Blast you Ahab! The last time I
checked my name wasn't Moby Dick,
now lay off will you?
                                                            
 
EXT. OSBORN MANOR - NIGHT
                                                            
Harry's car speeds onto his private grounds, his automatic
gates closing behind him.
                                                            
 

32.

EXT. SKYLINE - NIGHT
                                                            
The chopper races and catches up with Spidey as he
somersaults in mid air trying to dodge the bullets being
fired.
                                                            
                       SPIDER-MAN
Jump! I'm going to down the
chopper. I'll catch you.
                                                            
John jumps for dear life. Spidey creates webbing that pads
his fall and then calls to the pilot to do the same. The
pilot is similarly caught and saved.

The helicopter begins an immediate descent as Kraven
wrestles with the instruments to gain control of the craft
as it rapidly descends.

The wall crawler leaps onto the front of the cockpit and
crawls up far enough and begins to spray the whirring blades
with a spray of webbing that clogs up the motor. The
choppers nose dive becomes a free fall.

Spidey does a backflip off the chopper and lands on the
trailer of a semi.

The chopper hurtles to the ground, inside Kraven screeches
and snarls at Spider-Man.
                                                            
 
INT. HELICOPTER - NIGHT
                                                            
                       KRAVEN
I will kill you Spider-Man, if its
the last thing I ever do!
                                                            
 
EXT. SEMI TOP - NIGHT
                                                            
Spidey waves his finger in a no-no motion.

The helicopter crashes alongside the highway behind the
semi.

A ball of fire mushrooms into the air with Kraven nowhere to
be seen.

He looks over his shoulder and in the not too far distance
Osborn manor nearing approach.
                                                            
                       SPIDER-MAN
Here's my exit.
                                                            

33.

Spidey runs the length of the semi and leaps off with the
aid of a webline.
                                                            
                       SPIDER-MAN
I'm coming MJ.
                                                            
 
INT. OSBORN MANOR - NIGHT
                                                            
Harry pushes MJ forward into his study. She rushes to get
away from him.
                                                            
                       MARY JANE
I can take care of myself, you
don't have to drag me around.
                                                            
Harry's face screws up in anger horribly.
                                                            
                       HARRY
Why don't you understand?
                                                            
MJ looks up at him.
                                                            
                       HARRY
I love you.
                                                            
MJ steps back, her hand over her mouth. The balcony of the
study casts a shadow across her face.

MJ looks up to see a grinning, bloody, face leering down at
her through the slats in the balcony railing.

She screams.

Harry acknowledges the horror above as his father.
                                                            
                       HARRY
Can't you see? Peter Parker can't
look beyond his next paycheckk.
                                                            
He steps forward and beseeches her.
                                                            
                       HARRY
I tried to stay away, apart from
whatever it is you think you had
with Peter, but just look at it.
It's falling apart. I'm the whole
person you want, the one waiting
to throw his whole life into
making you happy. Giving you what
you need.
                                                            

34.

                       MARY JANE
I have all I need with Peter.
You're nothing like him, he's
irreplacable.
                                                            
                       HARRY
You're right, I'm not like him,
I'm much more than he could ever
be. One time I thought there was
no way around it but then I found
the answer inside me, in my head,
it spoke to me and now, finally, I
am in control. Can't you see it?
                                                            
MJ shakes her head in fear.

Harry grabs her by the neck, hissing and spitting.
                                                            
                       HARRY
You need me!
                                                            
MJ gives him a slap to the face and slips out of his grip.
                                                            
                       MARY JANE
No I don't!
                                                            
                       HARRY
      (voice crackling)
Dad...
                                                            
                       MARY JANE
Your dad.
                                                            
                       HARRY
      (cont)
...she's not listening.
                                                            
                       MARY JANE
Is dead.
                                                            
                       HARRY
No! He's right here with me!
                                                            
The window smashes open and Spidey lands on the carpet on
all fours near the two.

He unmasks himself.
                                                            
                       SPIDER-MAN
MJ, get behind me.
                                                            
She does so.
                                                            

35.

                       HARRY
Wow, two of the closest lovers
ever just happen to be my greatest
enemies.
                                                            
                       PETER
No Harry, the two of us have been
like brothers, but you've changed
for the worse. MJ has always been
your fried too.
                                                            
                       HARRY
Liar. you killed my own father and
kept it from me to hide your
shame. You didn't have one of your
own and figured I didn't deserve
one either. The same goes for the
girl of my dreams.
                                                            
                       PETER
Norman Osborn was a sick man. He
had a split personality. His dark
half, The Green Goblin, won out in
the end and got your father killed
as a result.
                                                            
Peter walks towards Harry.
                                                            
                       PETER
His dying words were too keep that
very fact a secret from you. The
Goblins last trick on you.
                                                            
                       HARRY
Shut up. You'd do anything to see
me ruined, my company, my girl,
it's not enough for you is it. Now
you want my sanity and family name
blackened as well?
                                                            
                       PETER
Your fathers been dead a long time
Harry. That voice you're hearing
in your head isn't him. Its the
voice of the creature that
consumed him.
                                                            
Spider sense tingles.
                                                            
A large wooden desk shatters onto the floor, thrown from
above and causes the trio to leap away to avoid collision.

The bloody figure from the balcony leaps down.

36.


Kraven and this time he brandishes a pistol.

He sees Peter without his mask on and motions to him to put
it back on.
                                                            
                       KRAVEN
Now you are truly doomed. Your
face has been seared into my
memory and no place you ever run
can save you from me now.
                                                            
Kraven glances at MJ as she cowers behind Peter.
                                                            
                       KRAVEN
Foolish little Spider, exposing
all that is dear to you.
                                                            
Kraven stoops and picks up Peter's mask and throws it to
him.
                                                            
                       KRAVEN
Put it on. I intend to slaughter
Spider-Man, not some boy.
                                                            
Peter remains motionless.
                                                            
                       KRAVEN
Some creatures are too frightened
to move when death stares them in
the face, others are too stupid to
know any better. You most
certainly are the latter.
                                                            
Kraven cocks the pistol and brandishes it at Peter.
                                                            
                       KRAVEN
Boyyyy!
                                                            
                       HARRY
No!
                                                            
Harry knocks Kraven's arm up, towards the ceiling.

Kraven grimaces and bares his fangs. He twirls the gun in
his palm and grabs it by the barrel.

The handgrip is brought down squarely in the middle of
Harry's forehead.

Harry crumples to the floor.

Peter takes this chance and belts Kraven and sends him

37.

flying across the room.

Kraven shakes his head and glances up from his fallen heap
and begins to fire at Peter.

MJ takes cover behind some heavy furniture.

Peter springs from floor to ceiling, trying to dodge the
bullets fired within the cramped room.
                                                            
                       KRAVEN
Put it on! Put the mask on!
                                                            
Peter senses the hunters distress at this.
                                                            
                       SPIDER-MAN
No!
                                                            
                       KRAVEN
I said put it on!
                                                            
Kraven foams at the mouth as his screams reach fever pitch.
                                                            
Kraven leaps forward and hurls a large table out of his way
and finds MJ.

He points the pistol right at her and smiles viciously.
                                                            
                       KRAVEN
Care to reconsider?
                                                            
Images of Uncle Ben being shot by Flint Marko flash across
the screen.

Peter sees himself standing by helplessly as yet another
loved one is gunned down due to his inability to act.
                                                            
                       SPIDER-MAN
No! No! No!
                                                            
His web flicks out instantaneously but miss.

He swings from his perch on the opposite wall hoping to
tackle Kraven.

Peter is caught unawares by a blow to the stomach from
Kraven.

The two begin to rage all through the room. Peter clings to
the wall, swings in wide arcs from one end to the other.

The room is a shambles in no time.


38.

Kraven is not even winded.

                                                            
                       KRAVEN
Your acrobatics betray you. I can
hear your heart beating with fear.
                                                            
                       SPIDER-MAN
Can you blame me? This whole
Spidey's head on a stick gets
getting used to. Wouldn't you
settle for an autograph.
                                                            
MJ watches the two circle each other.

She tries to find a way to help out, eyes searching and goes
for it.

Kraven denies her with a vicious defense.

MJ lies unconscious on the floor.
                                                            
                       SPIDER-MAN
No!
                                                            
A furious barrage of blows fly between the two.

Kraven begins to laugh as he blocks each kick, punch and
blow with one of his own.

                                                            
                       KRAVEN
This is more like it.
                                                            
                       SPIDER-MAN
If you've harmed her.
                                                            
                       KRAVEN
Her life spirit was already weak.
She crumpled like a flower in my
fist. You are truly alone now.
                                                            
Spidey whimpers and battles on.

Kravens eyes flash and his vigor renews as Spidey's seems to
ebb.
                                                            
                       KRAVEN
Quite the love triangle you've got
here Spider-Man.
                                                            

39.

                       SPIDER-MAN
Shut up!
                                                            
                       KRAVEN
The law of the jungle lets no man
walk off with another's mate. Why
couldn't you stop this from
happening to you?
                                                            
                       SPIDER-MAN
Shut up Kraven, she loves me.
                                                            
                       KRAVEN
She lured you here to prove a
point. She desires another.
                                                            
Peter begins to swing wildly but is caught in a headlock.
                                                            
                       KRAVEN
And so it goes.
                                                            
Kraven snaps Peters neck.

Peter slumps to the floor lifelessly.

He sinks next to MJ's body.

Kraven looks around. Harry has disappeared.

The room is destroyed.
                                                            
 
EXT. OSBORN MANOR - NIGHT
                                                            
Rain pours down in sheets thick as lead.

Kraven has dug a hole in the ground outside has wrapped
Spider-Man and MJ together in a heavy curtain.

He lifts the couple and drops them into the hole and begins
to cover it back up.
                                                            
                       KRAVEN
Here lies the spider. Slain by the
hunter.
                                                            
Kraven raises his arms to the sky as lightning crashes.

He howls in triumph.

Kraven looks back at the grave and contemplates.
                                                            

40.

                       KRAVEN
Perhaps now you can find whatever
it is you two were looking for
together Spider-Man. Love,
understanding, forgiveness, who
knows. Maybe you will find some
way to cheat death but I have
accomplished my goal. I have
beaten you and no one can ever
take that away from me. I am the
greatest hunter on the face of
this planet. Thank you for this
last test of my skills. It was a
fitting end for a man who has no
place in a world made of machinery
greased with the oil of money and
the pursuit of all things fake and
unnatural. My life lacks the
harmony it once had. Your death
has given me peace. Finally.
                                                            
 
INT. HOSPITAL ROOM - DAY
                                                            
Peter lies unconscious in bed. A televison plays faintly.
                                                            
                       NEWSCASTER
It's been three days since the
bizarre attack at the colonial
gala ball and there is still no
clear lead to why Sergei
Kravenoff, famed hunter and exotic
animal collector attacked the
guests there and then buried two
of them alive. His subsequent
death is also puzzling authorities
at this time. It is certain that
Vermin has nothing to do with it
as the creature remains under
heavy police custody. Harry
Osborn, missing since the attack
that took place remains a person
of interest to authorities.
                                                            
Peter slowly motions in bed.

Eyes open on the fading image of Harry on the television.
                                                            
                       PETER
Harry.
                                                            
Eyes widen slowly.
                                                            

41.

A nurse enters the room.
                                                            
                       NURSE
Oh you're awake, that's terrific.
You two love birds have been
asleep for quite a while.
                                                            
Peter turns his head and sees MJ in a bed next to his, just
coming to. She sees him and smiles.
                                                            
                       NURSE
She won't be able to talk for a
bit. The effects of the drugs
Kraven gave you haven't completely
worn off. Besides you'll need all
the peace and quiet you can get.
                                                            
MJ stretches her hand towards Peter.

Peter does the same and the two grasp each other.
                                                            
                       NURSE
That was a very brave thing you
did for her, trying to keep her
safe from that madman.
                                                            
                       PETER
I don't remember stopping him.
                                                            
                       NURSE
Really? Well, somebody did. I
don't know the whole story but I'm
sure glad this one has a happy
ending. You two look like you'll
be great parents.
                                                            
Peter gasps and looks at MJ.

Her eyes shimmer and she nods at him with approval.

Peter's surprise elicits a smile from her and tears begin to
course down her face.

Their hands fasten together even tighter.
                                                            
 
EXT. NY SKYLINE - DAY
                                                            
The windows of Peter's apartment whiz by as Spider-Man
whoops it up and takes MJ on a web slinging spin as new
parents to be.

They soar above the city crowds and traffic.

42.


Office workers marvel as they zip past their windows
hundreds of feet above the street.

The two lovers hurtle past a dilapidated tenement building,
run down and decrepid. They don't notice the movement in the
shadows beneath a rusting water tower there.
                                                            
 
EXT. WATER TOWER - DAY
                                                            
                       HARRY
      (voice over)
Pete, you were my friend once and
Mary Jane was my girl. Now I've
lost you both.
                                                            
FLASHBACK SEQUENCE

Kraven celebrates the death of Spider-Man and MJ in the
rain.
                                                            
                       HARRY
      (voice over)
But still you didn't deserve to
die at the hands of Kraven. He was
babbling and incoherent. Insane.
About wanting to become the spider
now that you were gone.
                                                            
Kraven, on his hands and knees is seen eating all manner of
vile scum and insects that are crawling above the freshly
completed gravesite.

With his back to us he shoves his hands into a nest of daddy
long legs and swallows as many as he can.
                                                            
                       HARRY
      (voice over)
His passion, to become you, was
consuming him.
                                                            
Something behind Kraven begins to loom over him, very large,
very high.
                                                            
                       HARRY
      (voice over)
But like Kraven said, all
creatures know when they're going
to die.
                                                            

43.

Kraven becomes aware of the prescence behind him and rises.

                                                            
                       HARRY
      (voice over)
It's a law of nature.
                                                            
Then turns to face it.

His eyes wide in shock and surprise.
                                                            
                       HARRY
      (voice over)
You can see it, in the whites of
their eyes. The law of the jungle.
Kill or be killed.
                                                            
Kraven's face is splattered with his own blood as he is
impaled.

The lightning rips and his body is glimpsed, impaled on an
impossibly long metal skewer.

The hunter slumps to the ground, motionless.

The coffin is rapidly unearthed and the two bodies trapped
inside exposed to the downpour. The shadow that is above
them leans in for a closer look.
                                                            
                       HARRY
      (voice over)
You two turned your backs on me
and still I rescued you.
                                                            
The prescence rises, higher and higher until only a starry
rain filled sky can be seen.

Peter and MJ are seen being dumped at the hospital.
                                                            
                       HARRY
      (voice over)
I could have left you two there,
buried. To rot and die with all
the scum of the earth crawling all
over you. Until I was reminded of
compassion.
                                                            
 

44.

INT. OSBORN MANOR - DAY
                                                            
A green, armor plated hand is seen resting on Harry's
shoulder. He looks up to see the Green Goblin smiling down
at him.
                                                            
                       HARRY
      (voice over)
Of the need to put things in
order. Properly.
                                                            
FLASHBACK SEQUENCE

Norman Obsorn being fired by the board, of being killed,
discovering Spider-Man's identy, of his company collapsing
under his leadership.

BACK TO PRESENT DAY
                                                            
                       HARRY
      (voice over)
And of above all, family honor.
                                                            
The goblin masked is seen, being spray painted a puke
yellow, the eyes, blood red.
                                                            
                       HARRY
      (voice over)
You must have struggled with your
duality Pete, it almost cost your
lives together.
                                                            
The goblin glider also receives a makeover, most notably a
new cobalt blue paint job.
                                                            
                       HARRY
      (voice over)
You never had a real father Pete,
one who could guide you, even in
the face of his death. But I do.
                                                            
 
EXT. NY SKYLINE - DAY
                                                            
Spider-Man and MJ come swinging around the bend of some
nearby buildings. As they rush by, his spider sense tingles
and he looks over his shoulder but spots nothing out of the
ordinary. He shrugs it off and continues his celebration.

A birds eye view reveals a figure who steps from out of the
shadows beneath a dislapidated water town. Orange cape
billowing, walking straight towards the edge of the
building.
                                                            

45.

                       HARRY
      (voice over)
I was never my fathers son while
he was alive Peter. You were. But
now with his help, we have rebuilt
what you destroyed. We have picked
up where we left off.
                                                            
The edge of the building rushes to meet the figures feet as
he steps off and onto the glider hovering just out of sight
and that buffets lightly as its master mounts it.

Harry's voice suddenly changes, much like his father when he
became the Green Goblin.
                                                            
                       HARRY
      (voice over)
I have found my purpose, my
meaning, the direction I seek. The
compass points due north once more
Spider-Man, and I mean to share
all that I have learned with you
and those you hold dear.
                                                            
The sound of engines throbbing to life gives way to a
screeching roar as rockets spew a fiery launch.

The figure on the glider drops from few and re-appears once
again in the far off distance as he jets off in the
direction Spider-Man was heading.

The sound of laughter, high pitched and cackling is the last
thing we hear.

FADE TO BLACK
                                                            


FADE OUT.


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From Robet Kelly Date 7/11/2006 ***1/2
Dang! You've got a handle for the story! Yes, there are a few things that could be sharpened, but, otherwise, I liked it! I just feared the story was too small. But I guess it's in the works, right? ^^ Lookin' good!

From Michael Kelly Date 3/17/2005 **1/2
Good feel for Spidey, but I really didn't like the part in The Bugle. Eddie, John and Peter's interplay seemed WAY too cliched. Other than that, not bad.

From crazy Bob Date 3/5/2005 **1/2
It was good, but kinda cliched. Work on it and it could be a great script! Also I didn't get the part where Harry is talking to someone on the phone and he called him "Dad".

From Steve Maisch Date 3/1/2005 ***
Wow, not bad. Few problems with the script composition, but the story is good. YOu really captured the feel of the other movies. I could see the fight between Spidey and Vermin in my minds eye quite clearly. YOu told the story without directing too much. You do have some tense issues, and the part where you suddenly start calling the Movers by different names will confuse people. Unless they say each others names in dialogue, I would just keep them as Mover #1 and #2. Overall a really good beginning that could use some refinement.


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