111
Script created with Final Draft by Final Draft, Inc.

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                                       TEASER

                                                            OVER BLACK:

                                   VOICE (O.S.)
                         GIVE ME THE MONEY!
                             (beat)
                         In the bag! IN the bag!

                                                                CUT TO:

               INT. LIQUOR STORE

               It's a nice store with shelves lined with hundreds, if not
               thousands of bottles of liquor. A few people are present, the
               types who are just stopping by after a long day at work for a
               little something to take the edge off. 

               But their hands are extended into the air. Standing before
               them is a young thug wearing a ski mask.

               We'll call him KENNEDY.

               Sweat pours down his face as he wipes his brow quickly,
               nervously, frantically moving the gun back and forth from the
               CLERK to the customers.

               The clerk is stuffing money into a large paper sack, trying
               not to agitate Kennedy anymore than he is.

                                   KENNEDY
                         Hurry! Quit screwing around!

               The clerk puts the rest of the money into the bag and hands
               it over. Kennedy snatches it away and hurries out the door.

               The clerk and customers breathe a long sigh of relief.

               EXT. QUEENS - SIDE WALK - AFTERNOON

               Kennedy is barrelling through people, knocking them over and
               pushing them into buildings.

               Suddenly he's JERKED backwards, into the air. He drops the
               gun but holds onto the bag of money. He starts screaming as
               he's slowly pulled upwards.

                                   ROBBER
                         Oh God! Not this!

               He looks up to see to big WHITE EYES in his face. He screams
               as our VIEW WIDENS TO REVEAL that he's about ten stories up,
               with SPIDER-MAN holding him by a strand of webbing.

                                   SPIDER-MAN
                         Is that yours?

               Kennedy can't stop screaming. Spider-Man raises his hand and
               lets out a quick burst of webbing, covering his mouth.

                                   SPIDER-MAN
                         Now, is that yours?

               He finally calms a little bit and shakes his head.

                                   SPIDER-MAN
                             (sighs)
                         Stealing is bad, dude. Didn't you
                         ever watch Sesame Street?

               Kennedy stares at him, wide-eyed.

                                   SPIDER-MAN
                         Well you're going to return it and
                         apologize. Then I'm going to drop
                         you off on the roof of the police
                         station. I have some place to be.

               Spider-Man hoists him onto his shoulder just as his watch
               starts to beep. He pulls up his sleeve and notes the time.

                                   SPIDER-MAN
                         Scratch that. You're gonna have to
                         come with me...

               Spidey fires a burst of webbing off-panel, then leaps into
               the air, and finally swinging out of view.

               EXT. BAXTER BUILDING - ROOFTOP

               Overlooking the city we find NICK FURY, standing alone, a lit
               cigar in his mouth. The wind blows, kicking up his jacket
               behind him. He stares ahead calmly as Spider-Man swings into
               frame, Kennedy still slung over his shoulder.

               He lands on the roof.

                                   FURY
                         You're late.

                                   SPIDER-MAN
                         Got tied up... tying someone...
                             (Fury glares)
                         Up...

                                   FURY
                             (re: Kennedy)
                         What's this?

               Spider-Man drops Kennedy, who looks as freaked-out as ever.
               Spidey quickly webs his hands and feet together.

                                   SPIDER-MAN
                         You said turn in everyone I caught.

               Fury uses his boot to examine Kennedy.

                                   FURY
                         I didn't mean petty thieves.

                                   SPIDER-MAN
                         Potato, potato.
                             (beat)
                         Alright, so can I go now? I'm here,
                         your here, I'm fine. No evil
                         mutants running around blowing
                         things up...

                                   FURY
                         No.

                                   SPIDER-MAN
                         Um... no?

                                   FURY
                         Not today. You'll recall one of the
                         conditions for your release was
                         that you agree to undergo a psych
                         evaluation. Well, today's the day.

                                   SPIDER-MAN
                         You can't be serious...
                             (re: Kennedy)
                         What about him?

                                   FURY
                         My agents will take care of him.

               Kennedy's eyes widen at the sound of this. Fury motions
               toward a nearby door, which leads inside the building.

                                   FURY
                         You know the way...

               Spider-Man shakes his head in annoyance as we:

                                                                CUT TO:

               INT. WATSON RESIDENCE - LIVING ROOM

               CRAIG WATSON sits on his couch, looking rather nervous. He's
               dressed in dark shaded clothing, and looks up as ROBBIE
               passes in front of him, wearing a similar outfit.

                                   CRAIG
                         We're absolutely crazy, you know
                         that right?

               Craig looks to his left, at a coffee table containing a
               collection of surveillance equipment.

                                   ROBBIE
                         Yeah, I get that. We're some kind
                         of major crazy.

                                   CRAIG
                         Where did you get all of this stuff
                         anyway?

                                   ROBBIE
                         It's a loan from some friends at
                         the Bugle, so we gotta bring it
                         back. All of it. In one piece.

               Craig picks up a camera.

                                   CRAIG
                         Oh, I figured that much. I just
                         hope this doesn't turn into an
                         episode of the Sopranos.

                                   ROBBIE
                         Don't worry so much, it'll be fine.

                                   CRAIG
                         You've been investigating this guy
                         for months without any leads. You
                         really think we can catch him in
                         the act? I mean, how can someone so
                         dirty be so clean?

               Robbie picks up a camera and straps it to his chest.

                                   ROBBIE
                         They can't. That's why we're gonna
                         take this guy down.

               Craig doesn't look quite so convinced.

                                   CRAIG
                         I hope you're right...

                                                                CUT TO:

               INT. WATSON RESIDENCE - HALLWAY

               Just outside the living room, MARY JANE listens quietly, just
               out of sight of Craig and Robbie.

               Off her confused, concerned expression:

                                                              FADE OUT.



                                    END OF TEASER
                                       ACT ONE

                                                               FADE IN:

               INT. BAXTER BUILDING - HALLWAY

               A SOLDIER walks down the hallway, a small canvas bag slung
               over his shoulder. He comes to an intersection and breaks
               left. He walks with a sure step, his face and stature causes
               those who share the hall with him to part and make way.

               He takes sharp turn and reassures his grip. After another
               turn he comes to a DEAD END. A door without a handle,
               containing just a keypad, which he punches a code into.

               There's a hiss and the door slides opens.

               INT. BAXTER BUILDING - OFFICE

               The soldier enters into a large, spacious office with a
               single desk, two chairs, and a small black couch in the
               center. The outside wall is one continuous row of glass
               panes, giving us a breathtaking view of the city.

               Fury sits behind the desk, stiff smoking a cigar. Hanging in
               front of him from the ceiling, Spider-Man waves at the
               soldier as we approaches.

                                   SPIDER-MAN
                         Howdy.

                                   FURY
                         Do you have it?

               The soldier hesitates for a moment, then places the bag on
               the table, pulling out another, smaller paper bag.

               It's a take-out bag from Dante's.

                                   SPIDER-MAN
                         Dante's. Sweet.

               He drops from the ceiling and tears into the bag. He goes to
               remove his mask, but hesitates.

                                   FURY
                         Is there a problem?

                                   SPIDER-MAN
                         This is kind of a private moment.

               Fury looks to the soldier.

                                   FURY
                         You're dismissed.

               The soldier salutes and exits. Spidey removes his mask,
               revealing a hungry Peter. He takes a big bite.

                                   PETER
                             (full mouth)
                         God, I'm starving.

               Fury smiles slightly. Peter cocks an eyebrow.

                                   PETER
                         Is that a smile I see?

               What little smile there was fades.

                                   FURY
                         No.
                             (then)
                         Has your appetite always been this
                         aggressive?

               Peter shakes his head as he swallows another large bite.

                                   PETER
                         Nope. After I got my abilities, my
                         appetite just kinda skyrocketed. No
                         matter how much I eat, I'm always
                         hungry. My metabolism is crazy.

               Fury nods as the doors slides open. In enters a tall man with
               a slight beard. He wears simple clothes, and has a dignified
               feel about him. This is DOCTOR STEPHEN "STRANGE" VINCENTI.

                                   VINCENTI
                         Hello.

               Peter takes another bite and chews slowly as he looks at
               Vincenti. Fury greets him with a handshake.

                                   VINCENTI
                         Am I late?

                                   FURY
                         Right on time, actually.
                             (to Peter)
                         This is Doctor Stephen Vincenti.
                         He'll be conducting your exam.

               Vincenti extends his hand, which Peter shakes slowly.

                                   VINCENTI
                         You can call me Stephen. Or Doctor
                         Strange if you like.
                             (off Peter's look)
                         It's a professional nickname. You
                         must be the infamous Spider-Man.

                                   PETER
                         How'd you guess?
                             (then)
                         Infamous? Is that what they're
                         calling me now?

                                   VINCENTI
                             (grins)
                         Among other things.

                                   PETER
                         Touche.

                                   FURY
                         Shall we get started?

                                   VINCENTI
                         Actually, this is going to be a
                         private session.

                                   FURY
                         Excuse me?

                                   VINCENTI
                         Is that going to be a problem?

                                   FURY
                         The stipulations are that the
                         session is monitored at all times
                         by an agent of SHIELD.

                                   VINCENTI
                         When you asked me to conduct this
                         session, I assumed you knew it was
                         under the same arrangement as my
                         other... cases. Now if you're
                         looking for someone to look the
                         other way while you record this
                         boy's every move...
                             (grabs his briefcase)
                         You've come to the wrong man.

               Fury stares at him, looking annoyed.

                                   FURY
                             (after a beat)
                         Very well.
                             (beat)
                         I want a full report.

                                   VINCENTI
                         If by full you mean my opinion as
                         licensed psychiatrist on the mental
                         health of the patient, then you'll
                         get it. Don't worry.

               Fury turns his attention back to Peter, who waves rapidly.
               Fury shakes his head and turns back to Vincenti.

                                   FURY
                         Good luck.

               Fury takes one last dirty look at Vincenti, then exits.

                                   PETER
                         How'd you do that?

                                   VINCENTI
                         Do what?

                                   PETER
                         Dude, you owned him.

               Vincenti grins, taps his head.

                                   VINCENTI
                         All about perception.
                             (motions to couch)
                         Shall we begin?

               Off an intrigued Peter:

                                                               FADE TO:

               EXT. BISTRO - DAY

               PAN DOWN the face of a large building and we find a nice
               outdoor BISTRO. About a dozen or so tables are sitting empty
               with only one occupied. Occupied by WILSON FISK.

               Sitting across from him is his bodyguard, SOLOMON. Fisk takes
               a fork full of his meal as they continue their conversation.

                                   SOLOMON
                         The cooks want to know if you liked
                         the preparation.

               Fisk nods, gives a thumbs up.

                                   FISK
                         It was as expected.

                                   SOLOMON
                         The ingredients?

               Fisk nods again, taking another mouthful of his food.

                                   SOLOMON
                         I just got off the phone with
                         Joseph. The Chess Club's in town.

               Fisk stops briefly, taken off guard.

                                   FISK
                         I see.
                             (beat)
                         What of the Renaissance fair? Is
                         everything shaping up nicely?

               Solomon looks away, dreading his answer.

                                   SOLOMON
                         It's stalled. Looks like we're
                         going to miss our target date.

               Fisk looks angry, but hides it as best he can.

                                                                CUT TO:

               INT. VAN - BACK

               Craig and Robbie are sitting in the back of the van with
               headphones pressed to their ears. Craig throws his down in
               frustration.

                                   CRAIG
                         That's it! I can't take anymore!

               Robbie takes his headphones off and sets them down.

                                   CRAIG
                         Son of a bitch is speaking in code.

                                   ROBBIE
                         Maybe he really likes Italian food,
                         chess, and frilly shirts.

               Craig shoots him a glare, but seems to relax a bit.

                                   ROBBIE
                         Maybe we're going about this the
                         wrong way...

                                   CRAIG
                         What do you mean?

                                   ROBBIE
                         A guy like Fisk isn't going to slip
                         up in public, throw around his
                         business dealings for anyone to
                         hear. We've been trailing him for
                         two days, there are others who have
                         probably been doing this longer and
                         still have nothing.

                                   CRAIG
                         Where the hell is Castle when you
                         need him?

                                   ROBBIE
                         I won't even try to understand what
                         goes on in that guy's head.
                         Besides, from the looks of things
                         Fisk doesn't get out much.

                                   CRAIG
                         I guess it was a little naive to
                         think we could catch him in the act
                         with an old van and a tape deck.

               Robbie is about to reply, but is interrupted by Craig's cell
               phone ringing. Craig glances at the caller id, then looks
               back at Robbie nervously. Slowly, he answers:

                                   CRAIG
                         Hello?

                                   FISK
                             (filtered; through phone)
                         Long time, no see, Craig. I had
                         hoped you would have contacted me
                         before now. Reconsidered, perhaps.

                                                                CUT TO:

               EXT. BISTRO - DAY

               Fisk and Solomon walk away from the bistro, toward the
               parking lot with a purpose.

                                   CRAIG
                             (filtered; through phone)
                         I thought I made myself clear.

                                                               BACK TO:

               INT. VAN - BACK

               Craig activates the phone's speaker, so that Robbie can hear.

                                   FISK
                         You made yourself quite clear in
                         that regard, it's what you weren't
                         so clear about that concerns me.

               Craig and Robbie share a knowing look.

                                   CRAIG
                         I don't follow.

                                   FISK
                         I know, Craig. I know what you
                         know, about the true nature of my
                         business dealings.

               Craig doesn't respond, spooked.

                                   FISK
                         What I'm not as clear on is how you
                         came across this knowledge. I think
                         we need to arrange a meeting, you
                         and I. To clear a few things up.

                                   CRAIG
                         I... I'm kinda busy right now.

               Suddenly, the back doors of the van are slung open. Waiting
               on the other side are Fisk and Solomon!

                                   FISK
                         Is all this really necessary?

               Robbie and Craig JUMP back, startled. Solomon grabs their
               tape recorders, SMASHING them together. He pockets the tapes.

                                   FISK
                         I would like to think we can come
                         to an arrangement on this matter.
                         Do business as men, rather than...
                             (glances around the van)
                         Resorting to espionage.

                                   CRAIG
                         How did you...?

                                   FISK
                         You'll find there is very little
                         that gets past me.

               Fisk looks over Craig's shoulder, at Robbie.

                                   FISK
                         But you... you seem to have done
                         just that. I'm afraid I have no
                         idea who you are.

                                   ROBBIE
                         Do you really expect me to tell
                         you?

               Fisk laughs.

                                   FISK
                         No, of course not. It's not
                         important, I'm sure with a bit of
                         research the information will come
                         to me. The more important question
                         is: why have you been following me?

               Robbie doesn't reply.

                                   FISK
                         You've put me in a difficult
                         position, the both of you. I'm sure
                         you know by now how I usually deal
                         with security issues such as this,
                         but I don't imagine my former
                         lawyer disappearing so soon after
                         resigning would do me any favors.

               Craig and Robbie exchange another, concerned glance. Fisk
               reaches into his pocket, pulling out a slip of paper, which
               he hands to a nervous Craig.

                                   CRAIG
                         What's this?

                                   FISK
                         Your way out.
                             (beat)
                         I'm prepared to pay for your
                         silence. The amount is there. As
                         for your friend here...
                             (glares at Robbie)
                         I'm sure you can convince him it's
                         in his best interest to keep quiet,
                         because let me assure you, it is.

               Craig looks down at the paper, reading the amount.

                                   FISK
                         Meet me at my office, tonight at
                         eight. I expect an answer by then.

               Fisk walks away. Solomon shuts the van doors, then follows.

               Off Craig's conflicted face:

                                                               FADE TO:

               INT. BAXTER BUILDING - OFFICE

               Vincenti sits in his chair, taking notes. Peter isn't on the
               couch, though. He's hanging upside down from the ceiling.

                                   VINCENTI
                         An ice creme truck? Really?

                                   PETER
                         And three guns. It was crazy.

               Vincenti takes a few more notes. After a beat:

                                   VINCENTI
                         Why do you do that?

                                   PETER
                         Do what?

                                   VINCENTI
                         Hang upside down like that. It
                         can't be comfortable.

                                   PETER
                         You'd be surprised. It's relaxing.
                         Plus, it feels... natural.
                             (beat)
                         It's hard to explain.

                                   VINCENTI
                         I see.

                                   PETER
                         This isn't going to be one of those
                         "how does that make you feel" type
                         of things, is it? Because,
                         seriously, been there, done that.

                                   VINCENTI
                         I'm aware of that. But to answer
                         your question, no. That's not what
                         they want today. This is about your
                         mental state.

               Peter nods, flips down from the ceiling and takes a seat on
               the couch, kicking his feet up.

                                   PETER
                         So... Doctor Strange, huh? How'd
                         you get that one? I'm guessing your
                         parents were kind enough to you not
                         to endow you with that one.

                                   VINCENTI
                         I do a lot of work with the
                         paranormal. Extra-sensory
                         perception, astral projection, that
                         sort of thing. The name stuck.

                                   PETER
                         So you're a... ghostbuster?

                                   VINCENTI
                             (grins)
                         In a manner of speaking, yes.
                             (then)
                         But enough about me. Tell me about
                         yourself. That is why we're here.

                                   PETER
                         What about me?

                                   VINCENTI
                         Whatever you feel comfortable
                         talking about. Your childhood,
                         perhaps. What was life like for the
                         future wall-crawler?

               Peter grimaces.

                                   PETER
                         I'm not big on flashbacks,
                         actually. My childhood wasn't
                         exactly black and white.

                                   VINCENTI
                         Surely there must be something
                         pleasant that stands out.
                             (smiles)
                         Happy memories.

               Peter considers.

                                   PETER
                         Maybe a few... before.

                                   VINCENTI
                         I'm all ears.

               Off Peter's uncertain reaction:

                                                           DISSOLVE TO:

               EXT. ROCKAWAY BEACH - DAY - FLASHBACK

               The sun shines overhead as the waves crash along the beach.
               The picture of perfection, sparkling water, waves and all.

               The beach isn't crowded, but there are a few people, and
               groups of people present along various points along the
               shore. Near the edge of the water, two young children are
               digging in the sand.

               An older boy watches over them, 10 YEAR OLD ROBBIE. The
               younger kids are, of course, PETER and MARY JANE, age SEVEN.

               Peter stares out at the water. He wears a pair of swim
               trunks. In his hands are two small plastic sand buckets. He
               drops one of the buckets, and shields his eyes.

                                   PETER
                         Is that a shark?

               Mary Jane looks out onto the water.

                                   MARY JANE
                         Shark's don't live out here!

                                   PETER
                         Yes, they do.

               Mary Jane doesn't dwell on it, remembering what they were
               doing. She reaches for a castle-shaped container filled with
               sand, and sets the foundation of a crude sand castle.

                                   PETER
                         It looks funny.

                                   MARY JANE
                         It's not done, silly!

                                   PETER
                         How big will it be?

               Mary Jane considers this for a moment.

                                   MARY JANE
                         Bigger than your tree house!

                                   PETER
                         My dad's not done with it yet!

                                   MARY JANE
                         No duh. He should let your uncle
                         Ben do it. He's good at building
                         stuff. He should...

               The scene FREEZES.

                                   VINCENTI (O.S.)
                         Let me stop you for a second...

                                                                CUT TO:

               INT. BAXTER BUILDING - OFFICE

               Vincenti drops his notepad for a moment, observing Peter. 

                                   PETER
                         Wrong memory?

               Vincenti chuckles a bit.

                                   VINCENTI
                         I'm just curious... why this
                         particular memory?

                                   PETER
                         You asked me to pick one.

                                   VINCENTI
                         Yes, and you chose one prior to
                         your parents death.

                                   PETER
                         Is that a problem?

                                   VINCENTI
                         No, I'm just curious why you would
                         choose a memory without them in it.

               Peter considers this, not really understanding himself.

                                   PETER
                         Is this where you ask me how I
                         feel?

                                   VINCENTI
                         Do you want to tell me how you
                         feel?

               Peter looks down for a moment.

                                   VINCENTI
                         Tell me about this...
                             (reads notes)
                         Mary Jane.

               Peter's head snaps up. Vincenti notices.

               He makes note of this on his pad as we:

                                                              FADE OUT.



                                   END OF ACT ONE
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Script created with Final Draft by Final Draft, Inc.