The Amazing Spider-Man 3 (2019 film)

The Amazing Spider-Man 3 also known as Spectacular Spider-Man is the third installment to Marc Webb's famous franchise. It is the sequel to 2012's The Amazing Spider-Man and 2014's The Amazing Spider-Man 2, written by Alex Kurtzman and Steve Ditko. Roberto Orci has signed off his contract for this film and is confirmed not to write it.

Cast

 * Andrew Garfield as Peter Parker/Spider-Man
 * Mads Mikkelson as Otto Octavius/Doctor Octopus
 * Shailene Woodley as Mary Jane Watson
 * Felicity Jones as Felicia Hardy/Black Cat
 * Dane Dehaan as Harry Osborn
 * Sally Field as Aunt May
 * Zac Efron as Eddie Brock/Venom (ending)
 * Chris Cooper as Norman Osborn/The Goblin
 * Colm Feore as Donald Menken
 * Hugh Laurie as Jonah Jameson
 * Morgan Freeman as Robbie Robertson
 * Jackie Earl Harley as Cletus Kassidy (cameo)
 * Paul Giamatti as Aleksei Sytsevich/Rhino
 * Jane Fonda as Miss Anna Watson
 * Sandra Bullock as Captain Jean DeWolffe
 * Michael Massee as Gustav Fiers
 * Zoeey Deschenal as Betty Brant
 * Emma Stone as Gwen Stacy (flashbacks)
 * Martin Sheen as Uncle Ben (dreams)

Plot
Still grieving over his girlfriend's death, Peter Parker only comes out to be Spider-Man on important occasions, such as the rising villain, Rhino. He cannot find himself becoming Spider-Man, but soon realizes that Harry's father, Norman Osborn, is still alive and still sick, but he seems to be up to no good. With all 3 villains rising in the city, Peter must don his superhero suit again to stop the villains and become friends with Mary Jane Watson and with the help of a new life form bonded with him, he can have a chance to stop these villains.

Story
Immediatly after the second film, Spider-Man swings a giant sewer manhole at Aleksei Sytsevich's armor tank, Rhino. It hits him and the cops say "fire!" Newcomer captain of NYPD, Jean DeWolffe, orders her officers to goon the buildings and send in hellicopters to stop the Rhino. Spidey swings at Rhino, dodging his missles and webbing his horn, walking on a building, and struggling to pull the armor's horn off, but it is too powerful. Rhino pulls Spider-Man's web line and swings him through a building. Then, a mysterious woman dressed in black who is a cat vigilante named, Black Cat, is on the ceiling inside the broken building saying, "Hey, Spidey, you need some help?" He says and joke and tells her, "Sorry, miss. But this is a job for a super strengthed superhero, not a chick dressed up in black." He jumps up, goes on the ground, having Aleksei yell, "You won't win, Spider-Man." In a city survilence camera, Harry Osborn and his associate, Gustav Fiers, are watching Rhino fight. Gustav says, "He's back, Mr. Osborn." Spider-Man then webs to a street light throwing it at Rhino, but he catches it and throws a manhole back at Spider-Man and he goes flying in the air. Peter swings home, throwing his Spider-Man suit into the trash can in an abandoned alleyway in Manhattan.

Two months later, Oscorp news are going around that Donald Menken is doing his best to be the new head of the company. He goes to the secret lair in Oscorp where he gave Harry the spider venom that turned him into the Green Goblin two years back. He just realizes that someone has stole the Rhino equipment and armor, finding out it was russian mobster, Aleksei Sytsevich. After finding out about that, Oscorp is excited that World Renounced Scientist, Dr. Otto Octavius, is coming into the company to show them his 4 armed octopus tentacles harnessed to his back that can communicate with him.

Peter, now laying in his bed in his new apartment near Times Square because of the money he has made overall working for the stubborn and "spidey hater", Jonah Jameson, head of the Daily Bugle. He decides to meet Jameson in person instead of sending him the pictures online and having agents come in and write Peter a check. When he gets there, he meets the boss's head assistant, Betty Brant, and his editor in chief, Robbie Robertson. Peter first thinks about Gwen, still grieving over that, but he starts to think that Betty Brant can be his girlfriend to help him get over the death of his old one. She says she is 25 years old, being 6 years older than Peter. Then, he gives his pictures to Jameson of some new buildings and structures in Manhattan, he only gives Peter $20 for the day.

Aunt May calls over Peter for lunch with her. While eating together, she reminds him that a new neighbor next door has moved in. They're the Watson people and in it has Aunt May's childhood friend, Anna Watson, and her daughter, a beautiful red-headed girl, Mary Jane Watson. She tells Peter, "Well, Mary Jane Watson did go to the same high school as you and she is the same age as you." Peter asks her to tell him more about this girl. She says, "She's very pretty, smart, outgoing, and she was an old friend of Gwen before she died after all." Peter says, "Wow, Gwen didn't even tell me about her for the year we were dating!" He visits her after lunch, getting to know each other. MJ says, "You seem really cool, Peter. I like you. You want to hang out someday? I can't today because I'm seeing my mom's acting audition. Peter starts talking friendly to her and she tells him that she works as a waitress in a fancy restuarant after Peter asked her things to get to know her. She tells him she has to go, once she goes into her house, Peter hallucinates on Gwen and she says, "Go get that girl, Peter. Com'on." Meanwhile, Jameson walks in an alleyway, but in the trash can, he sees Spider-Man's costume. He says, "Oh lee!" It starts showing funny scenes of Jameson calling his friends and being "annoying" about Spider-Man's suit. He even calls Eddie Brock, his best photographer. Peter notices that Jonah has his old Spider-Man suit, but knows he cannot reveal who he really was. Now Eddie comes into the building, having Jameson introduce Peter to Eddie. They get reminded that there is a huge bank robbery caused by some street thugs. While walking there together, Peter and Eddie become good friends and say, "Eddie, you're a cool pal. We should hang out often." When they get to the crime scene, Peter realizes the cops are having a hard time on these thugs, also knowing that Jameson has his suit and his old suit (from the first film) is already thrown away. He feels empathy on DeWolffe and the cops for having a hard time on stopping the thugs. He tells Eddie he is a little sick right when the crime is over.

Octavius reminds the people of Oscorp that Norman Osborn is still alive, but still dying of his life-long cancer. Harry is released out of Ravencroft with the help of Gustav Fiers. Fiers reveals his secret partnership with Norman Osborn, having for the first time Norman and Harry team up (because Norman was usually really harsh to Harry in the past). Fiers tells Norman, "Maybe Dr. Octavius can help us." After Oscorp closes down, Octavius walks out of the building, having many people crowd over him because of his fame. When he is walking, he communicates with his tentacles. They seem to be telling him silently that he is the best at what he does. It is revealed that his origin is; his family died when he was young and his dad was one of the first scientists to work at Oscorp and he became the World Renounced winner in San Diego, coming to Manhattan for a week to present his tentacles. Elsewhere, Peter is in his apartment during a beautiful night time, working hard on his new web shooters. He decides to remake the shooters as the last one he had, but adding web pockets into his suit. His suit's eyes now are very dark blue, with more of his mask head having blue lined up in the back, and all the other features of the old suit. He tests it, seeing Gwen saying, "Gwen?" She then replies, "Pete, be careful out there. I don't want your fate to be like mine. Go save the day, Spider-Man..." As he puts on his suit after testing his web shooters, he sees on his TV that the foreign government (a government Richard Parker sold some of his research to buy out his best friend, Norman Osborn, back then) has shipped the "Inheritance" to Oscorp, a black and gooey life form. It is revealed that Edward Brock Sr, Eddie's dad, and Peter's dad, Richard, worked on this and they sold it to the government because it cures others and Norman wanted it to cure him, but instead he believes the spider venom will cure him. Peter swings to Oscorp to check it out, crawling through the venelation shafts, but guards pursue him. He webs one of them, throwing him to the wall, but it knocks over the vile the symbiote/Inheritance is in. It crawls onto Spider-Man while he is fighting. He punches two guards, throwing them up the ceiling, webbing them there. He then realizes he has a black suit and the symbiote gets raged, having him punch a guard out of the building. He goes to look down and says to himself, "Wow. This suit makes me feel 2x stronger and faster. But wait! What happened to that guard?" He looks down, seeing a dead body. He feels guilty, thinking about latching the suit off of himself. He cannot take it off because of how good it feels to him. He then swings home excitingly at night.

The next day, Donald Menken sees Norman, telling him that he will still continue running the company. Norman tells himself, "I don't think so, old friend..." He taps Octavius while Octavius is working on a Power Reactor with other scientists. He sets a trap, bringing him down to the secret Oscorp lair with Harry and The Gentleman. Otto, frightened, tries to run away and says, "Stop this, Osborn!" Gustav tells him, "You need to calm down, Otto. I have a proposal to you. But you cannot tell anyone. You have the resources for our big 'Plan'. We need you, Otto. Because Octavius, did you ever realize you are the most honored scientist in the world today? So we are planning something big for that Wall-Crawler, Spider-Man. Recently last night, he stole the Inheritance, Richard Parker and Edward Brock Sr's work. You can help us have the resources we need." He then smiles evily saying, "When do we start?"

Peter wakes up and the symbiote just then latches onto him. He is then surprised how it can make it's own webs, so he throws his new suit down under his bed for the next time he needs it. He says, "Oh yeah, I'm having breakfast with Mary Jane." He looks at the time and it is 10:00 AM, but MJ told him to get there at 9:30 AM, so he rushes there. Once he gets there, he sees MJ dressed in her normal outfits and they begin talking after ordering food. She says, "So, I heard you were friends with Gwen Stacy. What a coincidence because she was my bestie." He then says, "Really? Well... I miss her really much. My life will never be the same without her." She comforts Peter by putting her hands on his wrist, saying, "It's okay, tiger." Mary Jane asks him, "But I have one thing to ask; how did she even die?" The screen goes into slow-motion as everyone stops and we (as the audience) see Peter's eye and that night at the Clock Tower 8 months ago. It goes back to normal-motion, having Mary Jane say, "Peter? Are you okay, tiger?" He says, "Yeah, I'm fine." They continue talking about things such as college in ESU, his job at the Daily Bugle, and how he met Eddie Brock.

As they continue their romantic, but friendly date, Peter's spider senses going clinging. He then sees a fire in the distance. He reminds MJ of it, telling her to get to safety. He goes into an alleyway, putting on his black suit. He swings to the disturbance, learning that Rhino, about 5 street thugs with bazookas, and 2 russians are attacking a district in Manhattan. Aleksei yells, "It's your chance to kill everyone in the bank and get the money." They break into the bank, making the workers neal, but a black web comes up to the ceiling and Spider-Man punches him and throws him down off screen. The 4 other street thugs go into the safes, but the Wall Crawler whispers "Peak-a-boo", then he makes a joke, disarming him with his webs, and hits his head to a wall. Then, Rhino is shooting at the buildings, having them fall apart. He grabs part of a building and throws it at a police car. Time slows down again, having a cop go in the air, but Spider-Man punches a guy out the bank right after Sytsevich yells, "Guys, what's taking you so long?" Then he quickly jumps near the falling police officer, makes a safe web for him to land on, and he grabs the police car Rhino shot, and makes a web catapult to Rhino. It immediatly knocks Rhino out of sense, making in time for Spidey to jump up in the air, onto Rhino, then webbing all of his body, spinning his armor around with his webs, and throwing it up in the air. Aleksei, all bruised up, crawls on the ground, but Spider-Man chokes him saying, "Now russian-dude-with-a weird accent. That's gonna be my nickname for you okay?" He getts angry, but Spider-Man punches him. The screen, right away, goes to night where Peter is sitting on top of Empire State, looking onto the beautiful skies. Black Cat, the one he encountered earlier in the film, appears behind him, and lands onto a gargoyle and chats with him. She says, "Oh, I like your new look, Spidey. Does not mean I didn't like your other look, but this one makes you look handsome." She begins flirting with him, but Spidey plans to keep his distance with her because he and MJ have "a thing". Black Cat takes off her mask, revealing that she is Felicia Hardy, the assistant of Harry Osborn back in the second film. She urgently tells him that Harry Osborn and a man in the shadows calling himself, The Gentleman, and news reporting on Otto Octavius working with them too to plan something big for the Web Head. He is shocked after he hears Harry, his old best friend, is actually doing this. He looks back saying, "Hey, Felic---" She's gone and he says, "Typical, typical (laughs)."

In his apartment, Otto Octavius just got home and he is revealed to have become a mad scientist and slightly evil. Later the next day, he is in a burning Oscorp and Eddie Brock, who is now a reporter for the Bugle, is in a hellicopter with Betty Brant, who is aiding him in reporting the news, are looking through the distance where they see Otto yell, "I am Doctor Octopus!" He throws a debris at the hellicopter with his evil tentacles, but Spider-Man swings in, lifting up the debris and throwing it really far because of how strong his black suit is! He then jumps on the bottom of Oscorp Tower, yelling up to Octavius jokes that will make him angry. He then says, "Hey, Squidward. Come down here, buddy!" He crawls down with his tentacles, flashing towards Spider-Man, but he webs Doc Ock in the face, falling down, but his tentacles hit Spider-Man and he crashes into a taxi car. He tells the driver, "Sorry, dude. Superhero bussiness here." He jumps up, kicking Octavius many times, but he then dodges Spidey's attacks, and kicking him with his own legs and Spidey goes flying. He gets attention from a civilian saying, "Oh my gosh, is that World Renounced, Otto Octavius?" Peter notices that Doctor Octopus is Otto Octavius and he did not know the whole time because Octavius was wearing glasses and his hair looked crazed and also he had a dirty white scientist jacket. Doctor Octopus jumps down onto the streets, grabbing a 10 ton truck, throwing it at Spider-Man, but it lands on him and he brutally lifts it up and throws it at Octavius. Spider-Man charges at him, webbing his shoulders, pulling him down to the floor. He looks back at a pile of dead citizens, looking back and seeing Doc Ock gone...

With Doc Ock gone, Peter hears an abundance of news that Norman Osborn is still alive. He decides to call Mr. Jameson in case he needs him on reporting Spider-Man coming back or Norman Osborn still being alive. He then gets interupted by a call from Eddie, who asks him if he wants to hang out. Peter agrees, running to Central Park to meet up with him. Once he arrives there, he sees Felicia, who is revealed to be Eddie's girlfriend (but is a cheater since she flirts with Spider-Man and Harry Osborn back then). They have a good time and Eddie brings up, "So Peter? Where's your girl, bro? I'm looking foward to meeting her." Peter then gets flashbacks of Harry dropping her onto the Clock Tower and the part where he fought the Green Goblin and he stays silent for a moment. Felicia says, "Hey, Pete. Are you okay, my man?" He tells Eddie, "Eddie, can we talk for a minute?" At first, he thinks Peter is mad, but then he agrees. He asks Eddie if he knows Gwen Stacy, saying that he does not. He explains how Gwen died, letting out all his feelings, becoming close friends with Eddie and he says, "Peter (puts hand on shoulder), don't worry, man. At least Spider-Man tried to save her." They go back to Felicia, seeing MJ. Eddie says, "You know what guys? How about we do a double date? It'd be fun. My girlfriend and I will meet you guys at the Diamond District and we'll go to the movies. Sound good, Peter?" Peter nods.

Before the double date which is near 8PM, Peter sneaks into Oscorp, which closed early, so he has a chance to look into the incident of what happened to Otto Octavius. He then looks at the security where Otto implanted a chip onto his tentacles and they became evil, harnessing with his brain, causing him to become the menace, Doctor Octopus aka Doc Ock. Peter hits a bunch of stuff because he is mad about how many villains are rising. "First, Connors, then Dillon, now Octavius. When does this end?!" The lights in the room Peter is in turns off and in the shadows stands Harry, who says, "Well, well. Peter Parker..." He sees Harry and he just loses his mind. He throws Harry to the wall and he laughs saying, "Peter, you're mad at me aren't you. Feel the wrath of the symbiotic mess. Feel it... Let it---" Peter wakes up in Oscorp, learning it was a dream except it was real when he learned how Octavius became a villain. He then heads to Diamond District to meet up with MJ, Felicia, and Eddie.

Gustav Fiers and Harry Osborn are observing as Octavius is getting experimented on at Ravencroft. Harry decides to get an up close look on him and say, "Welcome, Otto. You're one of us now." Octavius smiles and he lifts Harry up with his tentacles and says, "Com'on, Osborn. Where's your dad?" Out of nowhere, a doctor from Ravencroft goes flying and all three of them hear hysteric laughing. They then see a sharp point of a white glider and see a hulk-giant monster named, The Goblin, which seems to be Harry's dad after he took the OZ serum to cure himself but instead turned him into a big goblin monster. Doctor Octopus is broken out and while they are walking out of Ravencroft, Gentleman tells him, "Otto, you know what you have to do now? You ever hear of Aleksei Sytsevich? We need to build him a new Rhino-bot because he complained it is too oversized." Otto nods his head and kills everyone in Ravencroft. They break out. All of them look at Manhattan in the distance, having Harry say, "Father, you're next." He laughs and he flies away on his glider.

The movies was a great night for the double date and Peter feels as if he is a little bit more over Gwen. They all walk together, talking about things such as college at ESU. After a long conversation, Peter brings up, "So do you guys want to do anything else?" Eddie looks at his time saying, "Sorry, bro. It's getting late, I mean it's already 1AM." They go their seperate ways, except MJ and Peter holler a taxi cab. Her and Peter get on, staying silent for at least a minute, but Peter then begins talking with her and getting along. Mary Jane puts her hand on Peter's lap, as if she was about to make a move on him, but then Peter's spider sense goes nuts. He does not see a clue of any danger outside of the window, but he hears bombing outside and screaming, then he slows down time and he notices that a bomb is about to explode on the cab. He says, "Watch out!" Then, he pushes MJ out of the window, making himself hurt physically. MJ says, "Peter, what the hell's wrong with you?!" She then sees The Goblin on his glider killing everyone with his bombs. He claims to MJ, "MJ, just run, okay? I need to call the cops." They begin their first agrue, but Mary Jane sighs and runs anyway. It goes to Eddie who is all bloody on the sidewalks, seeing everyone run for their lives. He looks over and says, "Felicia..." He sees her gone and it goes to her, where she puts on her black cat suit and her white wig, dressing up as Black Cat. Spider-Man jumps on a lampose, webs onto Goblin's back and says to him, "Where did you come from, green-head?" He begins pulling him by his back until they reach the MetLife building. He makes jokes to make The Goblin mad, but then Black Cat comes in, scratching Norman. Spidey recgonizes the similar look to Goblin, assuming it is Harry, but a bigger version. He has dark emotions, causing him to rage. He punches The Goblin, but he kicks him off the building, then Spider-Man webs to the floor, beginning to shoot web balls at him. Black Cat then grapples onto Goblin, but he violently throws her off the building. Spider-Man saves her by webbing on her, then she says, "Thanks, Pete..." Spidey then looks at her, already knowing that she knows he is Spider-Man. He jumps on his head, webbing it, but Goblin throws razors at him, lifting him up and throwing him down on the streets. Goblin nearly impales him, but Spider-Man holds onto his glider as they crash into many, many cars and Felicia follows them. MJ is walking, trying to find Pete, but Eddie yells at her, "MJ, what do you think you're doing?" MJ yells, "Where's Peter?" Eddie replies, "That's the same thing I'm thinking about to Felicia." It then goes to Black Cat and Spider-Man holding onto the glider, but Goblin boosts up then Spider-Man fall down jumps up, webs to the fire controller near the glider, and his web lines burn. His symbiote begins to fade, but it grows back and Peter says to himself, "That's why I like this new suit." Spider-Man kicks Goblin's face two times and Black Cat plants a bomb on his glider and he yells, "NO!" All three fall down. Scene goes to MJ who is trying to contact Peter and Felicia, along with Eddie. He calls Mr. Jameson while he is sleeping and screams, "Boss, do you want me to get a picture of Spider-Man?" Jameson whispers, "I guess..." While Goblin chokes Spider-Man in the air, Eddie gets a picture, but The Goblin is revealed to have flame-throwers out of his hands, so it burns his camera. Eddie gets really mad that Peter abandoned him and MJ, his girlfriend will never talk to him, and more problems with his life. Spider-Man wakes up in a broken building shaking his muscles. He looks out, not getting any signs in his mind that Goblin is near. He strugs to get up, seeing his symbiotic suit go nuts. Nearby there is a bell tower that is ringing very loud and his symbiote gets harshly affected by it. He then realizes it's weakness are loud sound waves.

Aleksei Sytsevich meets Otto, greeting him. They discuss over making an armor for Sytsevich, but a little smaller. Otto then uses his tentacles to get the right materials for building it, making the suit later have red dots coming from a shadow, a more deadly horn, and is able to stand straight. Sytsevich's face can also be able to be seen, having the whole armor itself be a total of 10 feet tall. He gets on it, testing it out and Gentleman says, "Brilliant. Now Otto is your turn."

MJ begins calling Peter more and more of what happened to him 2 nights back when The Goblin attacked. Meanwhile, Peter is currently becoming more angry and dramatic as his black suit makes his emotions about Gwen even higher. He knocks over a lamp. He gets a call and it is from Jameson. He says to himself, "Jameson, probably going to complain about me not getting pictures in. I don't even care about that ass hole anyways." He throws the phone, getting out, but the screen gets a closer look at the phone and it is Otto Octavius...

College begins on a thundery day in New York on mid-March. Peter walks into his classroom, expecting a seat next to him saved for MJ. Instead, Felicia sits down next to him, smiling at him. She whispers, "I know your secret; you're Spider-Man right?" She begins flirting with him, having the two get into trouble in their recent class. After school ends, Felicia tells Peter to meet her up at her penthouse near a building called, Fisk Tower. Peter meets Felicia up there, having her say, "Pete, welcome in my home, fella. Make yourself as rest. But just don't touch my suit. Because I have to look hot in it (giggles)." Peter sits down, seeing a bunch of "I Heart Spider-Man" posters. He becomes uncomfortable, but then Hardy then sits down next to him saying, "So, I invited you over because there is something I need to talk to you about Harry?" Peter says, "Harry Osborn huh? Used to be my best friend until he killed Gwen." They go on talking and she reveals to him that Harry and his associate are planning something big regarding Spidey's death and that's the main reason why the 3 villains Rhino, The Goblin, and especially Doctor Octopus because they plan to make him a HUGE part of their plan.

Brock calls Peter over to the Daily Bugle and fast. It seems very urgent because he hears Betty screaming on the phone. He then heads there, seeing Doctor Octopus hold Betty and Mr. Jameson hostage until Spider-Man gets there. Peter goes into the dresser room where he has time for the black suit to latch on him. Octavius yells, "Where is that damn Parker kid? I need him." Spider-Man throws a chair at his face, making jokes, then tackling him outside the building, but Jameson and Betty are falling. Spider-Man makes a safety web for them to land in. Jameson yells at Spidey and cannot admit he saved his life and he webs his mouth saying, "Safe it for later, thicklepuss. I'm busy." Doctor Octopus sees Spidey climbing all the way up to the Daily Bugle, leading the fight over there. He webs Doc Ock's tentacles, attempting to pull it off, but instead it pulls Spider-Man, then he kicks Octavius in the face, webbing him, jumps up, and dodges his tentacle attacks, shooting a symbiotic web ball at him. Octavius struggles to get it off, having time for Spider-Man to then punch him, kick him, and now flip him over. Everyone in the Bugle cheers for him, then he webs down to Betty Brant and pulls her back. Jameson yells at Spidey for not pulling him up and he says, "I'm sorry, buttoter. You'll just have to stay there." Spider-Man spider sense tingles very fast, then Octavius grabs Spider-Man by the head, slams him through the window, but then he webs to his tentacles and pulls on off, which is the upper left one and now Octavius gets angry. He holds Spider-Man by the legs and screams, "Well kid. I've got you now. We will kill you Spider-Man!" Doc Ock throws him up the ceiling, having him land on the roof of the Daily Bugle. Meanwhile, Captain DeWolffe are getting her cops ready to head to the Daily Bugle. She yells through a microphone, "Otto Octavius, put your hands up now!" He grabs a part of the building throwing it down at them, but Spider-Man then webs it up, jumping in the air, and the scene goes to MJ who is working at her restuarant, but people draw her attention when they look out the window, seeing the letters spelt in web (while the building piece Spider-Man threw on it is there), "Your Friendly Neighborhood Spider-Man Here." Everyone cheers, while Spidey swings back, webbing onto the roof, catapulting himself to Doctor Octopus, fighting mid-air. He webs his face, kicks him, but Octavius throws him through a building, he jumps out, webs Octavius, and starts crawling around him. He webs up Octavius, but he breaks out, hitting Spidey down and his symbiotic suit has had enough webbing so he cannot web. He falls on a car with his back landing on it. He tells himself, "I think I just need to get this suit off then. Well first of all, it lost webs and second of all, it's changing my attitude too much." He goes to the bell tower, hitting on the bell hard, becoming his normal self again.

Symbiote begins latching onto him again because of how long they bonded. He begins having dreams as he wakes up with his glasses and he is at Aunt May's house. He sees Uncle Ben in the distance, running over there, hugging him, beginning to tear up a little bit. May comes into Peter's room, having both of them feel a little strange on how Peter is acting. It shows how Gwen internshipped at Oscorp and led that group of people (back in the first film). He thinks to himself that if he didn't become Spider-Man, then Uncle Ben and Gwen will still be alive right now. He thinks he can make that happen, but then it just goes to where Ben Parker died, having the scene where he was holding Ben on his hands, crying. It showed the fight of him and Green Goblin, him crying over Gwen's death. It then goes back to the symbiote, who says, "Did you see how so many people died, Peter? Your uncle ben died, your parents disappeared, your girlfriend's dad died, and she died as well... The world takes it all away from us, do you understand me? That's why we need you, Peter Parker. We can be your new family. Forget your Aunt May and just come with us. Besides, imagine what we can do together. We can wipe out Harry Osborn's villains. Join with me (puts a symbiotic hand out)." Uncle Ben stops him and says, "Peter, no..." Peter wakes up, having all the symbiote go away. It is good he kept a plastic bag then he puts the life form into it. He swings to Oscorp, putting the symbiote back in Richard Parke and Edward Brock Sr's old lab. Eddie Brock seems to be there to get a closer look on his father's amazing work. He learned it has gotten stolen by Spider-Man a couple weeks ago, but then he learned the Wall Crawler put it back.

Eddie brings back the Inheritance to his home so he can keep it to honor his dad. He looks all over the internet, finding out that a while back, his father and Richard Parker were at Oscorp one day, then Brock Sr accidently got the life form attached to him, becoming a monsterous creature. He then died after, leaving with Richard Parker also leaving after he learns about Norman Osborn looking for him, but not in the same situation. Eddie sees how strong the suit made Spider-Man, so he wants to be like Spidey because it may solve all his lifehood problems. He knocks over the canister, then the symbiote spills on him, becoming more weighted than Spider-Man and exactly 7 feet tall. He then whispers to himself, "(coughs) I... Venom."

Menken goes home for the night, getting ready to go to sleep. He hears something strange coming from his hallway, figuring out that Norman followed him home. Norman says, "Menken... same old... same old..." Menken starts talking back to Norman, saying how he is not afraid of him. Harry appears behind Donald, then pulls out a knife, turns off the lights, and immediatly sticks it into his back. He dies and Harry says, "The difference between my father's death and your death is that no one will miss you (laughs evily)."

Detectives of NYPD come into the house of Donald Menken, having to clean up the mess. Everyone in New York reads the Daily Bugle article written by Betty Brant called, "Head Of Oscorp Dead, May Have Something To Do With Osborn." News rambunch everywhere, having Peter want to investigate the crime scene, but also notices that Eddie has been missing for a few days. He calls Mary Jane over to the Clock Tower out of Manhattan next to George Washington Bridge. MJ arrives there, having Peter get very mad memories when he looks at the spot Gwen hit her head on and snapped her neck on that exact place. He tells MJ to enter the tower and he explains to her about Gwen's death over here and how he cannot sleep at night anymore. MJ feels sympathy on him because she feels the same way since her dad died when she was only 9 years old. Peter imagines Gwen again, having her say, "Tell her, Peter. Tell her... she needs to know." Gwen meant that he should tell MJ that he is Spider-Man. Peter shakes his head, having MJ be confused becuase she thinks he is hallucinating. Peter thinks he cannot tell her since it will cause more trouble and his villains may kill her.

Fiers is showing Octavius the "suits" in the Oscorp lair, where it shows bird wings, provided with super strength, agility, and speed, built by Adrian Toomes. Norman reports in the news that Menken is dead and it is time for Doctor Octopus to make his final move on Spidey. They plan it out, Octavius deciding to draw Spider-Man in by making himself appear in Oscorp. "Otto, I forgot to tell you this and I regret not telling you earlier; Peter Parker is Spider-Man." Now Doc Ock has an idea how to draw Spider-Man in Oscorp Tower; by capturing his closest friend, Mary Jane Watson. Meanwhile, MJ is drawing Spider-Man in her journal while wearing a Spider-Man T-Shirt.