1.01
Script created with Final Draft by Final Draft, Inc.

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                                       ACT TWO

                                                               FADE IN:

               INT. MIDTOWN HIGH - CLASSROOM

               As before, Miss Saunders stands at the front of the room, a
               small stack of papers in her hand.

                                   MISS SAUNDERS
                         So, please don't forget your
                         permission slips. It's more than
                         school policy - OsCorp management
                         requires them - so don't forget, or
                         you won't be going.

               She begins passing out the papers to the first table in each
               row. The students pass them back.

                                   MISS SAUNDERS
                         I'm attaching them to this - your
                         first assignment. Today, you'll be
                         interviewing your lab partner -
                         that's whoever's sitting beside
                         you. I suggest you get to know them
                         well, because you'll be working
                         together for the rest of the
                         semester. These are some suggested
                         questions you can ask.
                             (beat, she looks around)
                         Any questions?
                             (no response)
                         Great. Get started.

               The students begin talking, quietly at first, but eventually
               the noise level in the room begins to rise.

               But not at Peter's table. He and Gwen sit, staring straight
               ahead in silence. Gwen glances over at him, but he doesn't
               notice. Finally, she turns her chair toward him...

                                   GWEN
                         So, I guess we better get started.

                                   PETER
                         Guess so.

               Gwen picks up the paper and reads over it.

                                   GWEN
                         Okay... how old are you?

               Peter gives her an odd look.

                                   PETER
                         Sixteen...

                                   GWEN
                         Yeah, I could have... God, these
                         are terrible. Favorite movie?

                                   PETER
                         I'm not really into...

                                   GWEN
                         These are really bad. Favorite
                         food?

                                   PETER
                         Um... I don't really have...

                                   GWEN
                         Okay, this is pointless. I feel
                         like an internet survey.

               She puts the paper down. Peter notices the logo on her shirt,
               Gwen notices where he's looking.

                                   GWEN
                         Dude... they're not that big.

               Peter's head snaps up.

                                   PETER
                         What? No! I wasn't... I mean...
                         your shirt. The Spill Canvas - I've
                         never heard of them.

               Gwen eyes him briefly.

                                   GWEN
                         Smooth. You know, I actually
                         believe you.

                                   PETER
                         I'm serious! I wasn't...

                                   GWEN
                         I know.

               An awkward moment of silence.

                                   GWEN
                         I saw them live once.

                                   PETER
                         Huh?

                                   GWEN
                         The Spill Canvas. I saw them live
                         at Warped Tour last summer.

                                   PETER
                         Oh. That's cool.

                                   GWEN
                         Yeah. I have them on repeat on my
                         iPod.

                                   PETER
                         I really need to get one of those.

                                   GWEN
                         An iPod? You mean you don't have
                         one? Ugh! I'd go nuts!

                                   PETER
                         I'm not really big on music.

                                   GWEN
                         So you're not into movies, don't
                         eat, and don't like music. What
                         gives? You must be one of those
                         super-genius straight A types.

                                   PETER
                         Tell that to my uncle. He freaked
                         when he saw my last report card.

                                   GWEN
                         Not a nerd either, eh? You're a
                         tough one to figure out... what did
                         you say your name was again?

                                   PETER
                         Peter.

                                   GWEN
                         Gwen, but I guess you heard before.

                                   PETER
                         Yeah.

               A uncomfortable silence.

                                   GWEN
                         So... you spend a lot of time with
                         him? Your uncle?

                                   PETER
                         Yeah... I kinda live with him and
                         my aunt.

                                   GWEN
                         Oh.

                                   PETER
                         My parents... they uh... they died
                         when I was twelve.

               Gwen's eyes widen.

                                   GWEN
                         Oh my God. I'm so sorry...

               Gwen gets quiet. She turns away from Peter.

                                   PETER 
                         Hey, it's okay. You didn't know.
                         Don't worry about it.

                                   GWEN
                         Thanks, but it's not that. I
                         just... nevermind.

                                   PETER
                         No, what?

                                   GWEN
                         It's not important.

                                   PETER
                         I doubt that.

               Gwen hesitates...

                                   GWEN
                         It's just... I just lost my
                         parents. 

                                   PETER
                             (realizing)
                         Oh... oh man. I didn't mean to
                         push... I just thought...   

                                   GWEN
                         It's okay, it's just so fresh. It
                         all happened over the summer, so
                         fast, you know? I don't think it's
                         sunk in yet.

                                   PETER
                         Yeah, it's tough. I don't even
                         remember much from when my parents
                         died. It's all so jumbled.

                                   GWEN
                         Yeah, I'm kinda still there.

               A moment of silence, as both take time to reflect.

                                   PETER
                         Hey, look - I didn't mean to bring
                         all this back on you.

                                   GWEN
                         It's okay. At least you've been
                         there. I'm so sick of all the
                         counselors. They try to teach me
                         how to cope when they don't have a
                         clue, you know?

               Peter nods somberly.

                                   PETER
                         Yeah. Not a clue...

               Gwen glances over at Peter and smiles sadly.

               INT. OSCORP - RESEARCH LAB

               A massive, state of the art laboratory. Dozens of computer
               monitors line the walls, along with glass chambers, chrome
               tables, and tools of various shapes, sizes, and colors. Our
               focus shifts to one of the glass chambers.

               INT. GLASS CHAMBER

               A HOMELESS MAN has been strapped to a table, IV tubes are
               present throughout his body. Also present in the chamber is
               Doctor MORT STROMM - short, chubby, and wild-eyed, with curly
               gray hair.

               He enters a few last-minute commands into a nearby computer,
               and turns to leave.

                                   HOMELESS MAN
                         Hey Doc, you sure this ain't gonna
                         hurt?

               Stromm stops and turns back toward him.

                                   STROMM
                         There may be some slight
                         discomfort, but nothing I would
                         consider agony, no.

                                   HOMELESS MAN
                         So... what is this stuff again?

                                   STROMM
                         A synthetic transfer fluid. It
                         contains trace amounts of an
                         experimental... medication we're
                         working on.

                                   HOMELESS MAN
                         I'm not gonna grow extra arms am I?

                                   STROMM
                         Nonsense. I told you, we're simply
                         testing a new vaccine.

                                   HOMELESS MAN
                         Yeah, whatever Doc. I'm not stupid,
                         just promise me I won't end up with
                         wings tomorrow morning.

                                   STROMM
                         I assure you sir, that's the last
                         thing you need to concern yourself
                         with right now.

               Stromm exits into...

               INT. OSCORP - RESEARCH LAB - CONTINUOUS

               Stromm secures the door to the chamber. He walks to the
               master control console, where Norman is waiting.

                                   NORMAN
                         Welcome back, doctor.

                                   STROMM
                         It's about time you wised up.

               Norman is amused. He turns his attention toward the man in
               the glass chamber.

                                   NORMAN 
                         He's not exactly our target
                         subject.

                                   STROMM
                         Not exactly, but do you really
                         expect this to work?

                                   NORMAN
                         Always the optimist, Doctor.

                                   STROMM
                         I'm a realist, Norman. I just want
                         results.

                                   NORMAN
                         A goal we both share.

               Stromm enters a few commands into his keyboard and the
               chamber springs to life. The IV tubes in the Homeless Man
               fill with a faint green fluid.

               Stromm moves from monitor to monitor, observing his vitals.

                                   STROMM
                         Gargan seemed to think the fault
                         was the in the delivery method.
                         That the problem's getting the body
                         to accept - to survive - the
                         alteration in the genetic
                         structure. In theory it makes
                         sense, but his mild poisons theory
                         just doesn't float with me.

                                   NORMAN
                         I assume you have a theory?

                                   STROMM
                         Theories I have plenty of, it's
                         practical application that concerns
                         me.

                                   NORMAN
                         Well then what practical
                         application have you come up with?

                                   STROMM
                         You remember I said the
                         modifications needed a filter?

                                   NORMAN
                         Something to introduce it to the
                         body. To lessen the severity of the
                         reaction.

                                   STROMM
                         Exactly. The x-gene is a marvelous
                         thing, Norman. It makes up a very
                         small percentage of the subjects
                         DNA, yet is dominant over almost
                         everything else.

                                   NORMAN
                         Meaning what?

               In the glass chamber, the Homeless Man is growing more and
               more uncomfortable by the second. He winces every few
               seconds, with the occasional moan.

                                   STROMM
                         Meaning the serum in its current
                         form is too strong. Too aggressive.
                         It's literally taking over the
                         subjects entire genetic structure -
                         or is trying to take over - I
                         should say. No human being can
                         survive that process for long.

                                   NORMAN
                         Which was precisely the problem
                         Doctor Gargan's venom theory was
                         supposed to fix.

                                   STROMM 
                         Exactly, except his theory was
                         little more than ramblings on a
                         page. There was no actual science
                         to back it up. I've concocted a
                         synthetic formula, something I hope
                         will give his sci-fi theories a
                         dose of scientific fact.

                                   NORMAN 
                         You seem confident it'll work. Why
                         haven't you suggested this before?

                                   STROMM
                         You must be joking. Gargan never
                         gave me the stroke I deserved with
                         this project. It was all about him
                         and his theories. The man was
                         obsessed.

                                   NORMAN
                         Not your problem anymore. With him
                         out of the way, I expect results.

                                   STROMM
                         So do I. I hope to learn something
                         from this test. It should help us
                         determine just how much genetic
                         material we'll need to introduce.
                         Too much and our efforts will have
                         been for nothing, too little and
                         the effect won't be enough to...

               The main computer console begins beeping franticly. Alarms
               begin to go off throughout the lab.

               Inside the glass chamber, the Homeless Man begins to convulse
               violently. He rocks back and forth so violently that he rips
               the IV tubes from his veins. So violent is his reaction that
               the steel restraints begin to give way.

               His strength enhanced, the man TEARS through them, and falls
               to his knees. Norman approaches the tank, placing his hand on
               the glass, and gazing inside.

                                   NORMAN 
                         He tore through the restraints...

                                   STROMM
                         His vitals are fading.

                                   NORMAN
                         He tore through the...

               The man climbs to his feet and lets out a loud SCREAM. His
               eyes roll back into his head, and he falls forward, VIOLENTLY
               slamming into the glass right in front of Norman.

               He jumps back, startled.

                                   STROMM
                             (off console)
                         He's dead.

               Norman, still dazed, hasn't taken his eyes off of the tank.

                                   STROMM
                         Norman?

               Norman slowly snaps out of it, and turns and looks at Stromm.

                                   NORMAN
                         He broke through the restraints.

                                   STROMM
                         Progress.

                                   NORMAN
                         I want more tests.

                                   STROMM
                         Of course, but I'll need more...

                                   NORMAN
                         You'll have them. We're too close
                         now. We have to make this work.

               Norman once again turns his attention to the tank...

               And the dead man lying inside it.

                                                               FADE TO:

               INT. MIDTOWN HIGH - HALLWAY

               Outside of the classroom, students begin to filter out. Peter
               exits and heads toward a nearby flight of stairs.

               Gwen follows.

                                   GWEN
                         Peter! Hold on a second!

               Peter stops and turns. Gwen steps closer to him, looking for
               some semblance of privacy in the crowded hallway.

                                   GWEN
                         Hey, look... I'm sorry about back
                         there. About your parents. If I'd
                         have known...

                                   PETER
                         It's okay, really. I'm the one who
                         should apologize anyway.

                                   GWEN
                         You did. Like twenty times already.

                                   PETER
                         I know, but still...

                                   GWEN
                         It's actually nice, you know?
                         Meeting someone who understands.
                         Who knows how tough it can be.

               Peter shifts uncomfortably. He doesn't quite know how to
               respond to this.

                                   GWEN
                         Hey, you wanna hang out sometime
                         after school or something? Not as
                         like... a date or anything, but you
                         know, just to... whatever. I can
                         give you my number if you...

               Gwen is interrupted by a voice yelling from down the hall.

                                   EDDIE
                         Pete! Peter! Wait up, bro!

               Eddie pushes through the crowd. Gwen raises an eyebrow.

                                   GWEN
                         You know him?

                                   PETER
                         Sorta...
                             (reconsiders)
                         Not really.

               Eddie finally reaches them.

                                   EDDIE
                         Hey, sucks about the class, huh?

                                   PETER
                         The class?

                                   EDDIE
                         With them getting switched and all.

                                   PETER
                         Oh. Yeah... I guess.

                                   EDDIE
                         Hey, but you know what? There's
                         this girl in my class - oh my god!
                         She is so hot, bro!
                             (looks around)
                         I gotta show you...

               Gwen takes that as her cue to leave.

                                   GWEN
                         Um... so Peter, guess I'll see you
                         later.

               Gwen walks off.

                                   PETER
                         Gwen! Hey wait...

               It's too late. Gwen doesn't hear him, and keeps walking.

                                   EDDIE
                         That your girl?

                                   PETER
                         No, she's just... she's in my
                         class.

                                   EDDIE
                         It's a shame. Listen though, this
                         girl, she's like...

               Eddie's attention shifts to someone down the hall.

                                   EDDIE
                         Oh wait, here she comes.
                             (points down the hall)
                         Check her out Pete!

               Peter's eyes widen...

               Walking towards them is Mary Jane!

               She smiles as she approaches.

                                   MARY JANE
                         Peter, wow. Twice in one day, this
                         must be some kind of record.

               Peter fakes a smile.

                                   MARY JANE
                         So Eddie, you left your permission
                         slip on your desk.

               She hands him a folded-up piece of paper.

                                   EDDIE
                         Oh yeah, thanks.

               Mary Jane's attention once again turns to Peter.

                                   MARY JANE
                         So, Peter, you just had a birthday,
                         right? August 11th?

                                   PETER
                         Yep... August 11th.

                                   EDDIE
                         Wait, you two know each other?

                                   PETER
                         Yeah, it's a...

                                   MARY JANE
                         Are you kidding...

               Both stop.

                                   PETER
                         You first.

                                   MARY JANE
                         We know each other alright.

                                   PETER
                         Yeah, it's a whole thing, but...

                                   MARY JANE
                         A whole thing. Really? I didn't
                         realize it was that complicated.

               Peter sighs. This just isn't his day.

                                   PETER
                         It's not, I was just...

                                   MARY JANE
                         Relax, Peter. I won't bite.

               Peter is about to respond before the class bell rings. Saved
               once again, he breaths a sigh of relief.

                                   MARY JANE
                         Well, guess I better get to class.

               She walks off, leaving Peter and Eddie, who frowns.

                                   EDDIE
                         Figures.

               The two watch as Mary Jane walks away.

               INT. OSCORP - RESEARCH LAB

               Gargan is standing in the middle of the lab. He wears the
               same white lab coat from before, and does not look pleased.

               The doors open and Norman enters.

                                   NORMAN
                         I don't appreciate being called out
                         of important meetings to entertain
                         the help, doctor.

               Gargan glares at him.

                                   GARGAN
                         You son of a bitch.

               Norman is taken back, but quickly recovers.

                                   NORMAN
                         Before you go hurling insults
                         about, you may want to remember
                         whose property you're standing on.

                                   GARGAN
                         You stole my project. You son of a
                         bitch. You stole it!

                                   NORMAN
                         Reassigned. I need results, and you
                         weren't providing them.

                                   GARGAN
                         I need time, Norman! This is
                         serious scientific research. You
                         can't turn it over to some crackpot
                         and expect any positive results!

                                   NORMAN
                         Doctor Stromm is more than capable
                         of...

                                   GARGAN
                         Of destroying two years worth of
                         research with his theories. You
                         know there was a reason he was
                         removed from the project the first
                         time around.

                                   NORMAN
                         That wasn't my choice.

                                   GARGAN
                         And this is?

                                   NORMAN
                         Yes, I need results, and Doctor
                         Stromm can provide me with them.
                         His methods may be... questionable
                         at times, but he's already made
                         progress. That's something that was
                         in short supply during your tenure
                         on the project.

                                   GARGAN
                         It's my project! I've worked too
                         hard on this to see you screw it
                         all up because of some government
                         contract!

                                   NORMAN
                         That contract is all that's keeping
                         OsCorp alive.

                                   GARGAN
                         I want it back.

                                   NORMAN
                         You have your new project, and a
                         sizable raise if I recall
                         correctly. Not to mention that
                         nice, long, paid vacation I...

               Gargan is fuming.

                                   GARGAN
                         To hell with the vacation! To hell
                         with the money! This is my project,
                         and I want it back!

               Gargan snaps. He takes a swing at a nearby table, knocking
               its contents to the floor.

               Among the debris is a small container, its lid now open.

                                   NORMAN
                         Calm down, Mac. Don't make me call
                         security.

                                   GARGAN
                         You're a fraud, Norman. You're a
                         liar and a thief! I wonder if the
                         Daily Bugle would be interested in
                         your little arrangement with...

                                   NORMAN
                         Do not threaten me, Doctor! I don't
                         take well to being blackmailed by
                         my employees.

                                   GARGAN
                         Maybe if you'd treat us like human
                         beings rather than apes you
                         wouldn't have that problem.

                                   NORMAN
                         You should quit while you're ahead,
                         Doctor. Even primates need to make
                         a living.

                                   GARGAN
                         Well, now you have one less primate
                         to concern yourself with.

               Norman glares hard at him.

                                   NORMAN 
                         Get out.

                                   GARGAN
                         What?

                                   NORMAN
                         You want out? Fine, go. Leave or
                         I'll call security.

               Gargan looks Norman directly in the eye.

                                   GARGAN
                         This isn't over.

               He slowly turns and begins walking away.

                                   NORMAN
                         By the way... If news of my
                         business arrangement happens to
                         show up on the evening news...

               Gargan turns back toward Norman.

                                   GARGAN
                         Is that a threat?

                                   NORMAN
                         A threat? You know me better than
                         that. It's a warning. You know I'm
                         not the only one who would suffer
                         if that information were to come
                         out. I'd hate for any leak to be
                         traced back to you...

               Gargan continues to glare at Norman. He turns slowly and
               walks toward the exit door.

                                                                CUT TO:
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Script created with Final Draft by Final Draft, Inc.