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Amy Pascal - Spider Man Into The Spider Verse Script Lyrics

The Alternate Spider-Man
WE BEGIN ON A COMIC.

The cover asks WHO IS SPIDER-MAN?

SPIDER-MAN (V.O.): Alright, let’s do this one last time. My name is Peter Parker.

QUICK CUTS of a BLOND PETER PARKER pulling down his mask...a name tag that reads “Peter Parker”...various shots of Spider-Man IN ACTION.

SPIDER-MAN (V.O.): I was bitten by a radioactive spider and for ten years I’ve been the one and only Spider-Man. I’m pretty sure you know the rest.

UNCLE BEN tells Peter:

UNCLE BEN (V.O.): With great power comes great responsibility.

Uncle Ben walks into the beyond.

SPIDER-MAN (V.O.): I saved a bunch of people, fell in love, saved the city, and then I saved the city again and again and again...

Spider-Man saves the city, kisses MJ, saves the city some more. The shots evoke ICONIC SPIDER-MAN IMAGES, but each one is subtly different, somehow altered.

SPIDER-MAN (V.O.): And uh... I did this.

Cut to Spider-Man dancing on the street, exactly like in the movie Spider-Man 3 (2007).

SPIDER-MAN (V.O.): We don’t really talk about this.
A THREE PANEL SPLIT SCREEN: shots of Spider-Man’s “products”:

SPIDER-MAN (V.O.): Look, I’m a comic book, I’m a cereal, did a Christmas album. I have an excellent theme song. And a so-so popsicle. I mean, I’ve looked worse.

MATCH CUT: Peter, PINNED to a WALL by a mechanical tentacle arm. KINGPIN punches Peter. GREEN GOBLIN fights Peter.

SPIDER-MAN (V.O.): But after everything, I still love being Spider-Man. I mean, who wouldn’t?

Peter runs toward a SUPER-COLLIDER, something we’ll see quite soon. Peter SLAMMED TO THE GROUND.

SPIDER-MAN (V.O.): So no matter how many hits I take, I always find a way to come back.

Peter GETS UP... in a shot that we will also remember, RIGHT BEFORE GOBLIN GRABS HIM. The collider EXPLODING, the force of the blast rippling through New York.

SPIDER-MAN (V.O.): Because the only thing standing between this city and oblivion is me. There’s only one Spider-Man. And you’re looking at him.

Spider-Man WINKS. Man, he’s cool.

SMASH CUT:
Meet Miles Morales
INT. MILES’ APARTMENT - BEDROOM

MILES MORALES draws HOME-MADE STREET ART NAME-TAGS at a desk, headphones on, singing along to a song he’s too young for (”Sunflower”), but he doesn’t quite know the words yet. A PHOTO of a YOUNGER MILES with his PARENTS and his UNCLE AARON visible in the background.

RIO (O.S.): Miles! Miles, time for school!

JEFFERSON (O.S.): Miles! Miles! MILES!
Miles WHIPS OFF his headphones.

MILES: Yeah?!--

JEFFERSON (O.S.): Are you finished packing for school?

MILES: Yeah! Just ironing my last shirt!

Reveal his EMPTY BAG. He is NOT PACKED. He’s been AVOIDING IT.

RIO: ¡Vamo chacho!

He FLIES around the room, tossing VARIOUS ITEMS into the suitcase, throwing on a BLUE UNIFORM JACKET, the camera catching other childhood details.

JEFFERSON (O.S.): C’mon, you a grown man now! Let show these teachers that. Let’s go!

RIO (O.S.): Miles!

INT. MILES’ APARTMENT - LIVING ROOM - CONTINUOUS

BAM! The door flies open. FAST-PACED, Miles enters the living room, where his parents get ready for the day.
MILES: Where’s my laptop?RIO: ¿Donde le dejaste?
MILES: ¡Yo no se!

JEFFERSON: If you want me to drive you we gotta go now--
MILES: (edging away) No Dad, I’ll walk!JEFFERSON: Personal chauffeur going once--
MILES: (continuing) It’s okay.

RIO: Ay Maria, este nene me tiene loca!
Miles grabs food. Mom and dad frantically cross behind him.

RIO: (impatient) Miles, gotta go!!

MILES: (chewing) In a minute!

RIO: (sing-song) Gotta Go-ohh...

MILES: In a minute!

EXT. STOOP - MORNING

Rio SMOTHERS an embarrassed Miles with kisses. Miles rolls his eyes, hates it/loves it.

MILES: Mom. I gotta go...

RIO: (kissing him) In a minute...

Miles rolls his bag down the steps as Rio calls out:

RIO: Papá! Llamame! See you Friday!

MILES: Okay, mami. Hasta luego!

INT. BROOKLYN STREET - MORNING

Miles struggles down the street with the heavy bag, but he’s in his element. He walks by his old school, BROOKLYN MIDDLE - passes some OLD FRIENDS, who he loves and misses.

OLD FRIEND 1: Ohhhhh. Look who’s back! Yo what’s going on, bro?

MILES: Hey, I’m just walking by, how you doing?

OLD FRIEND 2: Miles! ¿Te va bien en la escuela?-

MILES: Seguro que si.

OLD FRIEND 3: Yo, Miles did you feel that earthquake last night?

MILES: What are you talking about? I slept like a baby last night.

OLD FRIEND 5: How’s that new school?

MILES: So easy!

OLD FRIEND 5: We miss you, Miles!

MILES: You miss me? I still live here! Wait, you miss me?

TIME CUT: Miles RUNS DOWN THE STREET, SLAPS his HOMEMADE STICKERS on some things, ends by SLAPPING a STOP SIGN, making a LOUD CLANG but he trips on his shoe laces and falls into the street.

MILES: ¡Contra!

POLICE LIGHTS FLASH along with the signature BWOOP BWOOP.

MILES: (knows what’s coming) Ah c’mon...
Sitting Back There
EXT. BROOKLYN - MORNING

The POLICE CAR moves through the neighborhood. Miles is in the back seat. 1010 WINS plays.

MILES: Seriously, Dad, walking would have been fine.

Reveal Jefferson driving. Miles' dad is a COP!

JEFFERSON: You can walk plenty on Saturday when you peel those stickers off.

MILES: You saw that? I don’t know if that was me, Dad.

JEFFERSON: And the two from yesterday on Clinton.

MILES: Yeah. Those were me.

Jefferson stares, shuts down the cheekiness. Miles looks hurt. Jefferson clocks his pained look. It bums Jefferson out. There’s an awkwardness between Miles and his dad that's not there with his mom. They drive by a row of HIPSTER COFFEE SHOPS. Jefferson tries to bridge the gap with Miles, more cheerful:

JEFFERSON: Soooo... look at that, another new coffee shop... you see that Miles?

MILES: Totally, yeah...

JEFFERSON: You see that one, what’s that one called?

MILES: Foam Party.

JEFFERSON: Foam Party, come on...and everyone is just lining up! You see that, Miles?

MILES: I see it.

JEFFERSON: Is that a coffee shop or a disco?

MILES: Dad, you’re old, man.

NEWS ANCHOR (ON RADIO): There are multiple reports of another mysterious seismic event last night. Sources close to Spider-Man say he is looking into the problem.

Jefferson shakes his head, disapproving, turns off the radio.

JEFFERSON: Spider-Man. I mean this guy swings in once a day zip zap zop in his little mask and answers to no one, right?

MILES: Yeah, Dad.
JEFFERSON: And meanwhile my guys are out there, lives on the line.MILES: Uh huh...
SCHOOL KIDS run alongside the car looking at Miles, who slinks down. They bang on the window, teasing Miles:

SCHOOL KIDS: You get arrested?!
JEFFERSON: No masks, we show our faces. Accountability.MILES: Oh no! Dad, speed up, I know these kids.
JEFFERSON: You know, with great ability comes great accountability.

MILES: That’s not even how the saying goes, Dad.

JEFFERSON: I do like his cereal though, I’ll give him that.

Jeff stops the car. The teens reach Miles’ window.

TEEN BOY: Yo Miles! You get arrested?

MILES: (mortified) Oh my gosh. Don’t cops run red lights?

JEFFERSON: Some do... but not your Dad!

EXT. NEW YORK - MORNING

The car drives up right under the Brooklyn Bridge, to a school overlooking MANHATTAN, which LOOMS across the water.

EXT. VISIONS ACADEMY - MORNING

The car pulls up. Miles sits, not wanting to go in.

MILES: Why can’t I go back to Brooklyn Middle?

JEFFERSON: (raises his eyebrows) Miles, you’ve given it two weeks. We’re not having this conversation.

MILES: I just think that this new school is elitist...

JEFFERSON: Elitist?

MILES: ...and I would prefer to be at a normal school among the people.

JEFFERSON: The people? These are your people!

MILES: I'm only here ‘cause I won that stupid lottery.

JEFFERSON: No way. You passed the entry test just like everybody else, okay! You have an opportunity here, you wanna blow that, huh? You want to end up like your Uncle?

MILES: (under his breath) What’s wrong with Uncle Aaron? He’s a good guy.

Jefferson FLINCHES, angered. Reins it in.

JEFFERSON: We all make choices in life.

MILES: It doesn't feel like I have a choice right now.

JEFFERSON: YOU DON’T!

Tension fills the car. They sit in silence for a beat. Miles gets out of the car and opens the front door to get his bag Jefferson staring through his rearview mirror.

JEFFERSON: I love you, Miles.

MILES: Yeah, I know, Dad. See you Friday.

Miles shuts the door and walks away. Jefferson watches, bummed at the state of the relationship. He lifts his P.A.

JEFFERSON (INTO P.A.): You gotta say I love you back.
MILES: Dad are you serious?JEFFERSON: I wanna hear it.MILES: You wanna hear me say it?JEFFERSON: I love you, Dad.MILES: You’re dropping me off at a school--JEFFERSON: I love you Dad.MILES: Look at this place!JEFFERSON: Dad, I love you.
MILES: Dad, I love you.

JEFFERSON (INTO P.A.): That’s a copy. Tie your shoes please!
The Lottery Winner
INT. VISIONS ACADEMY - MORNING

PAN UP from UNTIED SHOES -- Miles clocks them but defiantly DOES NOT TIE THEM. Miles walks through a LOBBY filled with TALLER KIDS in IDENTICAL BLUE UNIFORMS. A cutting-edge LAB SCHOOL in a converted industrial building.

STUDENT: I love you, Dad!

In a SEA OF BLUE, Miles awkwardly tries to interact like he was on his street but everyone's so focused.

MILES: Hey, good morning. How you doing?... Weekend was short, huh? (he turns to another kid) Oh my gosh. This is embarrassing, we wore the same jacket.

MILES P.O.V. -- The UNIFORMED KIDS just pass by. Miles is discouraged.
PASSING STUDENT: Hey.MILES: (hopeful) Yeah?
PASSING STUDENT: Your shoe’s untied.

MILES: Yeah, I’m aware. It’s a choice.

And as his SHOULDERS DROOP he turns to walk into...

INT. VISIONS ACADEMY - MONTAGE

...A MATH TEACHER in front of a BAFFLING FORMULA...

MATH TEACHER: Who can solve this for XY?

...A LOGIC TEACHER in front of an ELABORATE PROOF...

LOGIC TEACHER: And that is known as a syllogism.

...IN JUMPCUTS Miles walks back and forth across the hallway. Each time he is holding more paper and books in his arms, getting more and more WEIGHED DOWN.

SPANISH TEACHER (V.O.): en este clase, se habla castellano.

LITERATURE TEACHER (V.O.): Tonight, read two chapters of Great Expectations.

SCIENCE TEACHER (V.O.): I’m giving you a take-home quiz on volumetric pressure.

HEALTH TEACHER (V.O.): ...a five page essay with your conclusions stressed.

VARIOUS TEACHERS (O.S.): Workers Party/ Take-home Work/ Industrial Revolution/ Incapable/ An enormous change/ Unstoppable...

The MONTAGE BUILDS, a MULTI-PANELLED FLURRY.

PRELAP: A BELL RINGS.

He runs through the EMPTYING HALLWAYS. END MONTAGE.

INT. VISIONS ACADEMY CLASSROOM - DAY

Students sit in a DARKENED CLASSROOM, lit only by a large screen playing a DOCUMENTARY.

PHYSICIST: ...countless other possibilities. There could be a universe where I am wearing red. Or wearing leather pants--

The door BURSTS OPEN. MILES, out of breath, is silhouetted in the doorway. The TEACHER FLIPS THE LIGHTS on. STUDENTS blink in the bright light and grumble.

MS. CALLEROS: Mr. Morales, moving in the dark. You’re late again.

MILES: Einstein said time was relative, right? Maybe I’m not late. Maybe you guys are early.

Miles’ joke is met with unamused SILENCE. Except for a single TITTER from a NEW GIRL.

NEW GIRL: Sorry. It was just so quiet.

MS. CALLEROS: Would you like to keep standing there or do you want to sit down?

Someone HITS THE LIGHTS. In the dark, Miles awkwardly makes his way to his seat, BANGS into a desk in the dark.

Onscreen is a PHYSICIST, identified as “Director, Alchemax Laboratories.” She’s the consummate nerd and AMPED about physics.

PHYSICIST: Our universe is in fact one of many parallel universes happening at the exact same time. Thanks to everyone here at the Fisk Family Foundation for the Sciences, I will prove they exist when I build my supercollider. All I need is 10 billion dollars. Chump change, right?

ON MILES, he BONKS INTO THE DESK of a NEW GIRL, paying rapt attention and sits down at the desk beside her. Miles checks out the girl, who catches him looking. Miles looks away. Looks back -- she’s still looking.

NEW GIRL: I liked your joke.

MILES: Really?

NEW GIRL: I mean, it wasn’t funny, that’s why I laughed. But it was smart, so I liked it.

MILES: (taken aback, then) I don’t think I’ve seen you before--

Ms. Calleros SHUSHES Miles, cutting him off.

MS. CALLEROS: Shhhhh!

Miles sits -- checks out the new girl but she’s again focussed on the documentary. Miles is INTRIGUED.

PHYSICIST: Every choice that we make, would create countless other possibilities. A What-if to infinity.

INT. VISIONS ACADEMY CLASSROOM - LATER

Miles stands in front of Ms. Calleros’ desk as she slides a zero with a 0/100 written on it.

MILES: A zero? A few more of those and you probably have to kick me outta here, huh? Maybe I’m just not right for this school?

MS. CALLEROS: If a person wearing a blind fold picked the answers on a true or false quiz at random, do you know what score they would get?

MILES: Fifty percent?

MS. CALLEROS: That’s right!

MILES: Wait wait!

MS. CALLEROS: The only way to get all the answers wrong, is to know which answers were right. You’re trying to quit. And I’m not going to let you. I’m assigning you a personal essay. Not about physics, but about you and what kind of person you want to be.

INT. DORM ROOM - NIGHT

Miles stares at his STACK OF HOMEWORK. He takes out a legal pad to start on his Great Expectations paper. He sighs. Frustrated, Miles looks out the window for a beat. Miles SMILES -- he has a MISCHIEVOUS IDEA.
A Night With Aaron
EXT. BROOKLYN - NIGHT

Miles moves down a street, alive with nighttime city energy. Once again the CAREFREE kid he yearns to be. Moving AWAY from the Manhattan skyline and turning into AN ALLEY, where he sees a light on in the top apartment.

INT. UNCLE AARON'S APARTMENT - NIGHT

UNCLE AARON is texting on his couch when he receives a picture text of him, texting, from 1 second ago. Uncle Aaron looks at his window and sees Miles.

MILES: (laughing) Uncle Aaroooooon! Hey! Were you scared?!

Miles PRESSES HIS FACE UP AGAINST THE WINDOW making a funny face.

TIME CUT: Aaron washes dishes as Miles SPARS with Aaron’s PUNCHING BAG not-very-competently:

MILES: You want that, huh? Unh. Unh.

UNCLE AARON: What’s up with school?

MILES: Going great. Got tons of friends.

UNCLE AARON: You can't tell me it’s all that bad there... smart girls is where it’s at. Place must be full of 'em.

Aaron walks over to the punching bag and holds it for Miles.

MILES: No, there’s no one. There’s no one.

Aaron walks over to the microwave to get some popcorn.

UNCLE AARON: Yo I cannot have a nephew of mine on the streets with no game.

MILES: I got game! (fronting) There was a new girl, actually, she's kinda into me. You know how it is.

UNCLE AARON: What's her name?

Miles sits on the couch, and SCRIBBLES in his notebook.

MILES: (stutters, until--) You know we... this is... we’re laying down the ground work right now.

Uncle Aaron reacts, amused by Miles effort to sound cool.

UNCLE AARON: You know about the shoulder touch?

MILES: Of course I do! But tell me anyway.

UNCLE AARON: Tomorrow, find that girl, walk up to her and be like... (does shoulder touch) "Hey".

MILES: (laughing) You serious, Uncle Aaron?

UNCLE AARON: I'm telling you, man, it's science.

MILES: So, walk up to her and be like... hey.

UNCLE AARON: No no no no... like hey...

MILES: "Hey."

UNCLE AARON: No. “Heyyy...”

MILES: (mocks him) Heyyyyy.

UNCLE AARON: You sure you’re my nephew, man?

Miles’ phone vibrates.

UNCLE AARON: Is that her?

Miles has a text from Dad: “Done with that homework?”

MILES: (checking his phone) I should probably go. Still got a paper to do tonight.

Aaron sees this text and then casually but deliberately changes the subject to Miles’ drawings in his notebook.

UNCLE AARON: Yo, you’ve been holding out on me. You throw these up yet?

MILES: No, man, you know my dad. I can’t.

Aaron stands. He crosses out of frame, Miles getting EXCITED.

UNCLE AARON: C’mon. I got a spot you ain’t gonna believe.

MILES: I can’t! I can’t I can’t--

INT. SUBWAY CAR - NIGHT

Miles and Aaron make their way out of a subway car and wait for it to clear.

MILES: I’m gonna get in so much trouble.

UNCLE AARON: Hey man, tell them your art teacher made you.

MILES: Hey, how did you know about this place?

UNCLE AARON: Did an engineering job down here.
Subway Spider Bite
INT. SUBWAY TUNNEL - NIGHT

Aaron and Miles walk deeper and deeper down the tunnels and approach an ELECTRIFIED floor-to-ceiling FENCE. RACK TO an AlCHEMAX PRIVATE PROPERTY SIGN, and other HIGH SECURITY PARAPHERNALIA. Someone really wants people to stay out. Aaron expertly CLIMBS A FENCE, drops down on the other side. Miles climbs the fence. We STAY ON AARON as we hear Miles struggle. Finally Miles lands next to Aaron.

MILES: Wassup?

Uncle Aaron laughs.

UNCLE AARON: Yeah, man, I knew we were related.

INT. ABANDONED SUBWAY TUNNEL - NIGHT

Aaron leads Miles into a huge space. Empty walls and spiderwebs as far as the eye can see.

MILES: Whoa... (then, for the echoes) BROOKLYN! Brooklyn! Brooklyn!

The room is full of BEAUTIFUL STREET ART -- it’s a secret spot.

UNCLE AARON: There’s a lot of history on these walls.

MILES: This is so fresh.

Aaron gestures to a wall that’s been RECENTLY CLEANED AND PREPPED...clearly by Aaron. Aaron smiles, leans down to his BAG and unzips it, revealing KRYLON SPRAY PAINT CANS. He tosses a can to Miles. Presses PLAY on a stereo. Miles SMILES and starts painting. Aaron turns over a BENCH.

UNCLE AARON: Now you’re on your own, Miles. (then) Whoa, slow down a little... that's better... that’s perfect.

Unbeknownst to them, a faintly glowing SPIDER descends on a web, towards the ground and towards the cans!

UNCLE AARON : (coaching him) The real Miles, comin’ out of hiding. Now you can cut that line with another color. That’s it...

MILES: Little help?

CUT TO Miles on Uncle Aaron’s shoulders. For a beat afterward, they paint TOGETHER.

UNCLE AARON: You want drips? ‘Cause if you do, that’s cool, but if you don’t you gotta keep it moving...

MILES: That’s intentional!

Aaron traces Miles’ silhouette on the wall.

UNCLE AARON: Wow.

Miles steps back, admiring his work. A STRIKING PIECE, built around Miles' silouette with nothing painted inside it. A BLANK. “No Expectations” written above.

MILES: (suddenly embarrassed) Is it too crazy?

UNCLE AARON: No, man. Miles, I see exactly what you’re doing here, man.

Miles smiles. So happy to finally be seen.

UNCLE AARON : Yeah. You know me and your Dad used to do this back in the day.

MILES: Stop lying.

UNCLE AARON: It’s true. Then he took on the cop thing... and I don’t know. He’s a good guy, just... you know what I’m saying...

Aaron’s phone VIBRATES, he READS a message. A shadow across his face.

UNCLE AARON : All right, come on man. I gotta roll.

Aaron walks out of the tunnel leaving Miles alone. Miles takes one last look at their PAINTING and takes a picture of it on his phone. There's the SPIDER, on the back of Miles’ hand. It BITES him! WE JUMP INTO PSYCHEDELIC 2D ANIMATION, watching the VENOM make it’s way into MILES’ BLOOD STREAM, BUILDING UNTIL Miles flicks the spider and it falls off his hand.

UNCLE AARON : Miles, let’s go!

Miles, hiding the bite, runs to join his Uncle.
Puberty
INT. DORM ROOM - NIGHT

TIME LAPSE: As the moon rises, Miles shifts positions. It’s a restless sleep, the spider-bite faintly glows, Miles starts to sweat... While Miles tosses and turns, his roomate Ganke works on his computer, taking a break to read “The True Life Tales of Spider-Man” comic book.

INT. DORM ROOM - MORNING

Miles gets up and puts his pants on. They are too short.

MILES (V.O.): That's weird. My pants shrank.

The words "that's weird" are VISUALIZED onscreen. Miles looks up, SURPRISED by the sound of his own Spider-Man voice-over.

MILES: I think I hit puberty.

Ganke stops typing at this laptop, eyes wide. He quickly resumes his work as the words “I should have kept that to myself” appear thought-bubbled next to Miles.
Why Am I So Sweaty?
INT. VISIONS ACADEMY - HALLWAY - DAY

Miles walks the halls, awkwardly trying to pull down his pants that are now suddenly too short for him. As he speaks HIS THOUGHTS APPEAR IN THREE DIMENSIONAL SPACE BEHIND HIM.

MILES (V.O.): I gotta get new pants. Wait, why is the voice in my head so loud? (then) What--

His strut is interrupted by a high-pitched WHINE that STOPS when he bumps into the NEW GIRL FROM PHYSICS CLASS.

NEW GIRL: Oh! Are you okay?

MILES: What?

MILES (V.O.): Why am I so sweaty???

NEW GIRL: Why are you so sweaty?

MILES: It's a puberty thing. I don't know why I said that. I’m not going through puberty. I did. But I’m done. (”cool” and deep voice) I’m a man. (tries to be suave) So, you're, like, new here, right? We got that in common.

NEW GIRL: Yeah, that’s one thing.

MILES: Cool, yeah. I’m Miles.

NEW GIRL: I'm G-Waaaanda.

MILES: Wait, your name is Gwanda?

GWANDA: Yes, it’s African. I'm South African. No accent though, 'cause I was raised here.

Gwanda continues, though her voice FADES AWAY...

MILES (V.O.): Do the shoulder touch now! Before she walks away!

In SLOW MOTION, Miles' hand heads toward Gwanda's shoulder as she watches its slow, deliberate journey.

MILES (V.O.): Why is this so scary? Am I doing this in slow motion or does it just feel that way?

WANDA: ...I'm kidding. It's Wanda. No G. That's crazy.

The hand lands. Beat.

MILES: (”cool” and deep voice) “Hey.”

WANDA: Okay then. I’ll see you around.

MILES: Oh. See you.

Miles is mortified. Wanda turns to leave but is jerked back by Miles.

MILES : Sorry... um... oh crap--
WANDA: Hey! Um, can you let go please? Ow ow ow ow ow, calm down, it’s fine--MILES: I can't... let... go...
Miles is STUCK to her. He tries to unstick himself but it keeps getting worse. Now Wanda's hair is involved.

WANDA: Miles, let go!

MILES: I'm working on it. It's just puberty!

WANDA: I don’t think you know what puberty is! Just relax.
MILES Okay, I have a plan. WANDA: Great.MILES: I’m going to pull REALLY hard.WANDA: That’s a terrible plan.MILES: 1... 2...WANDA: Don’t do this!--
WANDA : ...3!

Wanda finally has enough and FLIPS Miles, in full view of dozens of students. Miles SCREAMS.

MILES: AHHHHHHHH!!!

Pre-lap: An electric razor BUZZES.

INT. NURSE'S OFFICE - LATER

Miles looks on as his hand is freed from Wanda’s hair. Miles’ expression tells us her hair is ravaged. And it is.

MILES: Nice to meet you.

She won’t even look at him.

WANDA: Sure. Total pleasure.

INT. VISIONS ACADEMY - HALLWAY - CONTINUOUS

Exiting, Miles balls his hair-covered hands and puts them in his pockets. He walks the halls, mortified.

MILES (V.O.): No one saw. It’s okay. No one knows. No one knows. (everyone is staring) Everyone knows. Everyone knows!

The sentence “EVERYONE KNOWS” appears behind him, giant letters. The period appears last like a CANNONBALL.

MILES (V.O.): They’re talking about me. They saw everything. He knows. She knows. They know. (distracted by a tall girl) Wow. She's super tall. Why is he smiling? Am I the weird guy now? What am I doing? How do I stop? Can they hear my thoughts? Why are all my thoughts so loud?!

The SCHOOL SECURITY GUARD appears.

SECURITY GUARD: Hey! I know you snuck out last night, Morales.

MILES (V.O./THOUGHT BUBBLE): Play dumb.

MILES: (to the security guard) Who’s Morales?

MILES (V.O./THOUGHT BUBBLE): Not that dumb.
Spider-Man Symptoms
Panicking, Miles TAKES OFF RUNNING.

SECURITY GUARD: Hey!

Miles rounds a corner and runs down the hall trying. He finds an open door and runs into:

INT. OFFICE - CONTINUOUS

Miles slams the door behind him.

MILES (V.O.): You’re okay. You’re okay. You’re okay. He’ll never find you.

He SPINS to LOOK AROUND THE OFFICE, and sees, to his horror, a PHOTO OF THE SECURITY GUARD AND HIS BUDDIES.

MILES (V.O.): No.

EXT. SECURITY OFFICE

The guard reaches the door, starts to bang. We now see the sign on the door: SECURITY OFFICE. INSIDE THE OFFICE, Miles is stuck, yanking on the door. His HAND pulls away, ripping off the DOOR'S VENEER. He stands, his hands sticking to his shirt and accidentally YANKING IT OVER HIS EYES.

SECURITY GUARD (O.S.): What are you doing in my office, Morales?! Morales! Open up!

Unable to see he RUNS DIRECTLY INTO A BOOKSHELF, then sticks to it, pulling it down IN FRONT OF THE DOOR. He hits the laptop and Spider-Man’s Christmas song ("Spidey-Bells (A Hero's Lament)") starts to play.

MILES (VO/THOUGHT BUBBLE): Why is this happening?

Outside in the hallway, the security guard notices the kids reacting to the song playing from his office.

SECURITY GUARD: (sheepish) It’s my kids playlist.

Miles TRIPS and ROLLS UP THE WALL, circling the four walls like a dervish, he sticks to the ceiling and “break dances.”

SECURITY GUARD: Open up!

MILES (V.O./THOUGHT BALLOON): (exerting himself) Stop... sticking!

He falls onto a DESK CHAIR and then ROLLS OUT THE WINDOW!

OUTSIDE THE BUILDING, Miles sticks straight out his window sill, sticky feet the only thing preventing him from falling down.

MILES (V.O./THOUGHT BUBBLE) : Keep sticking, Miles!

Miles struggles to get inside. He rolls onto an ADJACENT WINDOW where A FULL CLASSROOM of TRANSFIXED STUDENTS doesn’t notice the horrified Miles on the window.

TEACHER: ....what Hofstadter is suggesting... is that we... look underneath...

Miles rolls AROUND THE BUILDING, rounding a corner. Suddenly BIRDS fly into him, and somehow become STUCK TO HIS HANDS as they FLAP WILDLY, PECKING AT HIS EYES--

INSIDE THE GLASS HALLWAY, we find WANDA, watching Miles, a little perplexed.

WANDA: ...OK...

BACK WITH MILES, rounding a corner-- He’s back at his dorm room!

MILES: My room!

IN HIS ROOM,Miles makes his way through his window to the FLOOR. He looks up, breath heaving as a SPIDER-MAN COMIC floats down onto his face. (The True Life Tales of Spider-Man)

Miles lifts the comic -- it rips a bit -- and looks at it. The two-page spread contains panels IDENTICAL TO WHAT MILES JUST EXPERIENCED: A Spider bite. Peter Parker pulling on the door ("Why is this happening?", “Please stop sticking!”), rolling out the window, and finally lying the floor, exactly where Miles is.

MILES : (pure panic) How could there be two Spider-Men? There can’t be two Spider-Men.

MILES (V.O.): Can there?
I Don't Want to Be a Superhero
SPLASH PAGE: THE TWO SPIDER-MEN

On the cover: Miles leans against a glass building, 20 stories up. The REAL SPIDER-MAN is his reflection, but he’s bigger and cooler looking.

EXT. BROOKLYN STREET - DUSK

Miles races down the street. A phone RINGS.

MILES (V.O.): Come on, Uncle Aaron. Pick up. Pick up.

UNCLE AARON (PHONE MESSAGE): Yo, it’s Aaron. I'm outta town for a few days. Hit you when I'm back. Peace.

His thoughts racing in V.O.:

MILES (V.O.): No nononono. It's not possible--

The THOUGHT BUBBLE “NO’S” FLY OFF BEHIND HIM.

MILES: It's just puberty, it’s a normal spider, and I'm a normal kid--

--SCREEEEEEEEECCCHHH!!!! Miles races into the path of an ONCOMING CAR, but reflexes kick in and he VAULTS over it -- an INSANE SUPER-HEROIC leap that lands him twenty feet away. AMAZED PASSERSBY CHEER.

Miles continues on, more freaked out than ever.
Back Through the Tunnels
ONSCREEN COMIC BOOK BOXES: “Later...Miles searches for answers...”

INT. SUBWAY TRAIN - NIGHT

Miles rides the subway.

MILES (V.O.): I gotta tell someone.

He scrolls to his DAD’s number. He thinks to himself for a beat, then DECIDES AGAINST IT.

INT. SUBWAY STATION - NIGHT

He exits the subway, turns toward the DARK TUNNEL he and Uncle Aaron walked into.

MILES: You’re being crazy Miles. You’re being crazy.

INT. ABANDONED SUBWAY TUNNEL - NIGHT

The MURAL Miles made is still here.

MILES: Find the spider. You’ll see.

The DEAD SPIDER is there. Miles flips it over. It looks WEIRD and FLUORESCENT.

MILES : It's a normal spider. It’s like boring how normal the spider is...

The spider GLITCHES making Miles jump back. Suddenly, Miles hears a RUMBLE. He stands, STARTLED. The rumble STOPS. It appears to be coming from a PITCH BLACK ABANDONED TUNNEL. A surge of SPIDER-SENSE. Overwhelming.

MILES (V.O.): Why is this happening to me?
Assembly Room Fight
INT. PITCH BLACK TUNNEL

Miles shines his light into darkness. This is SCARY. A LONG, BLUE TUBE, stamped ALCHEMAX, arcs into the DISTANCE, HUMMING. Miles’ spider-sense continues to direct him.

Another surge of SPIDER-SENSE hits Miles and we hear competing thoughts in his head.

MILES (V.O.): Slow down!/What am I doing? What am I doing?

Miles picks up the pace, jogs around the corner, where Miles TURNS, a BIG SURGE OF SPIDER-SENSE and multiple voices are heard together.

MILES: Look out./I don’t want to be a hero!/Look out.

MYSTERIOUS VOICE #1: You’re like me.
MYSTERIOUS VOICE #2: That’s all it is Miles.MYSTERIOUS VOICE #3: You’re like me.
MYSTERIOUS VOICE #4: LOOK OUT!

WHAM!!!!! A SUBWAY CAR flies towards him from the next room and SMASHES AGAINST THE WALL BESIDE HIM!

MILES: Whoa!

INT. SUPERCOLLIDER STAGING CHAMBER - CONTINUOUS

A massive staging room containing Alchemax EQUIPMENT.

ZOOM IN ON: SPIDER-MAN. In mid-flight. Backwards. He wrecks against some painful looking equipment. ON MILES, TERRIFIED. What's happening?!

SPIDER-MAN: Norman, listen to me.

MILES (V.O.): Spider-Man?!

SPIDER-MAN: I cannot let you open a portal to another dimension! Brooklyn is not zoned for that!

PAN to reveal GREEN GOBLIN, a 25' beast with massive wings. He unfurls a big BIG BLUE TONGUE.

GREEN GOBLIN: It’s not up to me.

MILES (V.O.):: Is that Green Goblin!?

GREEN GOBLIN: Why won’t you quit?!

SPIDER-MAN: I don’t know I guess I like Brooklyn not being sucked into a black hole?

MILES: I think I’m gonna go...

SPIDER-MAN: Staten Island maybe, NOT Brooklyn!

As Miles turns to run, A GIANT BEAM CRASHES INTO THE ROOM. Miles FALLS ON TOP OF IT as it swings back out into the room where Goblin and Spider-Man are FIGHTING. Miles hangs onto the beam for dear life.

MILES: No, no!

Miles is tossed around the room as Goblin and Spider-Man battle.

Green Goblin throws CLUSTER BOMBS as Spider-man swings around them, and Miles avoids the explosion but now he's EXPOSED. This is WAY more real in person.

He runs down a MASSIVE HALLWAY, away from the battle. Miles catches himself before tumbling over the end of the hallway into a giant room.
Meet Kingpin
INT. SUPERCOLLIDER ROOM

He is now in an ENORMOUS CHAMBER containing a SUPERCOLLIDER.

MILES: Woah!!

Miles looks around the room, confused.

MILES : What is this place?

Spider-Man and Goblin BURST through doors above him. Miles falls STRAIGHT DOWN, but Spidey spots Miles and swings him safely away, high and far from the action. They are on an OBSERVATION LEDGE overlooking the collider chamber.

A beat as they appraise each other. Then:

SPIDER-MAN: Did you know your shoes are untied?

MILES: Uh huh.

SPIDER-MAN: This is a onesie so I don’t really have to worry about it.

A beat. Spidey senses something in Miles. Their spider-senses RESONATE. Like a mind meld.

SPIDER-MAN: (thrown) I thought I was the only one. You’re like me.

MILES: I don’t want to be.

SPIDER-MAN: I don’t think you have a choice, kiddo. (gently) Got a lot going through your head, I’m sure.

MILES: Yeah...

SPIDER-MAN: You’re gonna be fine. I can help you. If you stick around, I can show you the ropes.

MILES: (so relieved) Yeah.

SPIDER-MAN: I just need to destroy this big machine real quick before the space time continuum collapses. Don’t move. See you in a bit.

IN AN AMAZING, MIND-BOGGLING MOVE, Spidey jumps away and uses the MASSIVE CHURNING SUPERCOLLIDER to WHIP HIMSELF UP until he’s ON THE CEILING, hundreds of yards above, and eyelevel with a CEILING PANEL.

MILES (V.O.): How does he do that?

He RIPS THE PANEL OUT, reaches in, pulling out COMPLICATED WIRING. He pulls a STRANGE COMPUTERIZED KEY out of his suit and tries to plug it INTO A HANGING PORT. Miles watches, IMPRESSED.

Spider-Man tries to put the key in the port, but it’s the wrong side, he flips it around, that’s wrong too somehow.

SPIDER-MAN: I always get this wrong.

As he finally gets it, a SURGE OF SPIDER-SENSE.

SPIDER-MAN: (looks up) Oh boy.

A PURPLE BLUR streaks overhead. TWO PUNCHES from nowhere. Dazed, Spider-Man looks up and sees a lanky opponent in a purple MASK and SUIT wearing mechanized GLOVES and BOOTS. It's THE PROWLER.

As they FLY ACROSS THE ROOM, FIGHTING...

SPIDER-MAN: Prowler! Man, I was in the middle of something!

Prowler THROWS HIM HARD TO THE GROUND.

SPIDER-MAN: (hitting ground) I am so tired...

Prowler lunges towards Spider-Man but Spider-Man expertly dodges the claws and spinning rocket boot kicks.

SPIDER-MAN: Are you mad at me? I feel like you’re mad at me.

Miles watches from down below, helpless. He SNAPS a picture on his cell phone.

SPIDER-MAN: Is that all you got?

The GREEN GOBLIN appears and pins Spider-Man to the ground. His giant blue tongue lashes around angrily, hitting SpiderMan with GIANT GOBS OF SPIT.

SPIDER-MAN: Uhh, so gross.

MILES (V.O./THOUGHT BUBBLES): I should go up there and help him! Who am I kidding, I should not do that.

PRELAP: THE SOUND OF LOUD, DELIBERATE FOOTSTEPS. THE CLICKING OF A PEN.

INT. CONTROL ROOM

TERRIFIED SCIENTISTS work as SOMETHING HUGE walks through the room from behind them.

REVEAL KINGPIN, an elaborately-tailored HULK OF A MAN. He walks through the control room towards the windows that face out over the collider room.

KINGPIN: (creepily singing Spider-Man theme) Dooby do, dooby do. Watch out, here comes the Spider-Man! (then, over a P.A.) You like my new toy? It cost me a fortune. But hey, you can’t take it with you, right? You came all this way. Watch the test. It’s a hell of a freakin’ light show, you’re gonna love this.

SPIDER-MAN: (panicking now) No! No! Don’t do this! Stop! You don’t know what it can do, it’ll kill us all!

The collider ROARS ON, lights MOVING UP THE WALLS toward the top, as it CRESCENDOES WITH-- CLUNK! A TINY ATMOSPHERIC METER in a BOX lowers down, blinking, with a TINNY WHIR...

Spider-Man confused as the SENSOR LOCKS INTO PLACE.

BLAM! The collider behind Spidey ACTIVATES, firing PARTICLE BEAMS at the BOX, which FREAKS OUT, it’s readings ON HAYWIRE. IT’S CRAZY LOOKING.

Kingpin watches, a huge smile. A DREAM COMING TRUE. The scientists are growing EXCITED.
SCIENTIST 3 (O.S.): The portal is opening.FEMALE PHYSICIST VOICE (O.S.): I see multiple dimensions opening!
KINGPIN: Good.

FEMALE PHYSICIST VOICE (O.S.): That was 3... 4... and 5 separate dimensions.

SCIENTIST 4 (O.S.): It’s unstable... we should stop.

EXT. BROOKLYN - SAME TIME

A Brooklynite looks up from a quivering latte at FOAM PARTY...

A minor EARTHQUAKE shakes Brooklyn. But this is no ordinary earthquake. Weird colors, weird blurring. 25 TRAFFIC LIGHTS vibrating in the same space. 25 DIFFERENT-LOOKING CHRYSLER BUILDINGS vibrating in the same space. As we’ll later learn this is a “dimensional quake.” Very dangerous. But it looks COOL.

INSIDE THE COLLIDER ROOM

Spider-Man struggles as Goblin continues to hold him onto the ground. The ceiling tiles begin to shake, falling onto Goblin.

SPIDER-MAN: Norm, what’s your take on head trauma? (it hits Goblin) I tried to warn you, pal.

Spidey jumps towards the collider. BUT--

Goblin rises, flies, then GRABS Spider-Man and SHOVES HIM into the beam/tiny portal. The beam now OUT OF CONTROL.

KINGPIN: Goblin, no! Get him out of there!

Uh Oh. Goblin pushes Spidey's head INTO THE BEAM.

PETER'S POV: PSYCHEDELIC LIGHTS and UNDULATING THREADS. We don’t know it yet but we are seeing a portal to the multiverse. SPIDEY starts to GLITCH STRANGELY.

Spidey regains control, PULLING GOBLIN into the beam then A HUGE ENERGY PULSE BURSTS OUT FROM THE COLLIDER, knocking everyone back!

OUTSIDE, the PULSE WHOOSHES THROUGH THE CITY, KNOCKING THE LIGHTS OUT TEMPORARILY.
Death of Spider-Man
INT. SUPERCOLLIDER STAGING AREA - INTERCUT

The PULSE wrecks the chamber. Miles has FALLEN THROUGH A HOLE IN THE FLOOR, smoke billowing everywhere.

Miles scrambles by the remains of Green Goblin, crushed by some heavy machinery: DEAD.

Miles reaches A very injured SPIDER-MAN.

MILES: Hey! Are you okay???

SPIDER-MAN: (no, but plays it off) I’m fine, I’m fine. Just resting.

MILES: Can’t you get up?

SPIDER-MAN: (wry laugh) Yeah, yeah I always get up... (coughing) The coughing’s probably not a good sign.

NOISES FROM ABOVE, shadows. Kingpin’s thugs have discovered the hole.

SPIDER-MAN: Listen, we gotta team up here, we don’t have that much time...

Spider-Man hands the SHUTDOWN KEY to Miles.

SPIDER-MAN: This override key is the only way to stop the collider. Swing up there, use this key, push the button, and blow it up.

Spider-Man swallows hard, his breath shallower, his voice FAST. This is serious.

SPIDER-MAN: You need to hide your face. You don’t tell anyone who you are. No one can know. He’s got everyone in his pocket.

MILES: What?

SPIDER-MAN: If he turns the machine on again, everything you know will disappear. Your family, everyone -- everyone. Promise me you’ll do this.

MILES: I promise.

SPIDER-MAN: Go! Destroy the collider. I’ll come and find you... it’s going to be okay.

Miles CLAMBERS UP A DEBRIS PILE TO THE FLOOR ABOVE.

Miles peeks up to the top of the collider... IT’S SO FAR UP THERE. Down below the conversation continues. Kingpin enters:

KINGPIN: Tombstone. We’re done with tests. Get that thing ready to go again.

The scientist BACKS AWAY, runs. Kingpin shakes his head.

KINGPIN: Run faster. These guys are weak.

Kingpin approaches Spider-Man.

KINGPIN: I’d say it’s nice to see you again, Spider-Man. But it’s not.

SPIDER-MAN: Hey, Kingpin. How’s business?

KINGPIN: Booming. Ha!

SPIDER-MAN: Nice...

Kingpin takes off Spider-Man's mask.

SPIDER-MAN: Aw, that’s a no-no.

It's Peter Parker, 26 years old. BLONDE.

SPIDER-MAN: This might open a black hole under Brooklyn. It can’t be worth the risk.

KINGPIN: It's not always about the money, Spider-Man.

Prowler APPEARS FROM THE DARKNESS, advances on Peter.

SPIDER-MAN: (frantic) Don’t you want to know what I saw in there?

KINGPIN: WAIT...

Kingpin’s hand raises. Prowler HALTS.

SPIDER-MAN: I know what you’re trying to do. And it won’t work. They’re gone.

A flash of FURY and Kingpin delivers the DEATH BLOW himself. A long beat.

KINGPIN: Get rid of the body.

ON MILES, eyes widening. Miles moves slightly and makes DEBRIS fall.

KINGPIN: What was that?

They follow the noise up to MILES' SILHOUETTED FIGURE...

KINGPIN: Kill that guy.

Miles RUNS. The Prowler takes off after Miles.
Prowler Chases Miles
INT. SUBWAY TUNNELS - CONTINUOUS

Miles races down the tunnel toward the LIGHT OF THE STATION. He HOPS THE FENCE, no hesitation.

Prowler sprints behind with INFRARED VISION!

A SUBWAY TRAIN IS COMING! Miles LEAPS INTO THE AIR and GRABS THE CEILING as the DEAFENING subway passes BENEATH HIM.

Prowler WALKS TOWARD MILES as Miles realizes his HANDS ARE STUCK! Miles swings his legs around to free himself as Prowler approaches. A nightmare come to life.

MILES: Stop sticking!

Miles somehow RIPS HIS HANDS OFF, skin tearing -- OW! -- and races out of the tunnel.

INTO THE LIGHT, clambering onto the PLATFORM, another train coming, Miles LEAPS, just CLEARING IT. He runs upstairs. Prowler watches from the SHADOWY TUNNEL, unable to follow.

SUBWAY VOICE: Stand clear of the closing doors, please.

EXT. BROOKLYN - NIGHT

Prowler whizzes through the busy streets on his motorcycle. He drives right by a hiding Miles.

Miles runs past a crowd that is gathering around the strange CLUSTERED TRAFFIC LIGHT we saw earlier (A remnant of dimensional glitching), taking photos.

BROOKLYNITE: Yeah, I think it’s a Banksy.
Just Kid Stuff
INT. MILES’ CHILDHOOD BEDROOM - LATER

Off screen, a TV plays the news as MILES climbs through the window.

NEWS ANCHOR (O.S.): ...New Yorkers are reporting sporadic power outages in the wake of another strange seismic event...

He's breathing heavy. He's freaked out and so scared. JEFF'S VOICE rings out from O.S.

JEFFERSON (O.S.): Police! Put your hands up!! ..Miles? Miles?

Jefferson sees Miles.

JEFFERSON: Why aren’t you at school?

Miles runs up to his dad and embraces him. Jeff is confused, then seems to get it.

JEFFERSON: Whoa, whoa, it’s okay.

RIO: Miles? ¿Que te pasa? Is it the earthquake?

Miles looks at each of his parents, torn. Maybe he should confide in them...?

MILES: Can I sleep here tonight?

JEFFERSON: Miles, it’s a weeknight. You made a commitment to that school--

RIO: Jeff, he’s upset.

Rio and Jeff share a look. Jeff understands, softens.

JEFFERSON: Of course you can stay.

Miles sits down on his bed.

MILES: Dad?

JEFFERSON: Yeah?

MILES: ...Do you really hate Spider-Man?

JEFFERSON: (beat, confused) Yeah? (then) I mean, with a vigilante--

Rio shoves Jeff out.

RIO: Jeff, mi amor.

JEFFERSON: What? He asked me. Baby, you know how I feel about Spider-Man, c’mon...

RIO: Mhmm...

Jeff leaves. Miles, lies down on his bed. Rio tenderly strokes Miles’ forehead.

RIO: Tu sabes que el te quiere mucho... That’s why he’s tough on you, you know that, right?

MILES: Mom, do you ever think about moving out of Brooklyn?

RIO: Our family doesn’t run from things, Miles.

MILES: Yeah, I know.

Rio kisses his forehead. Gets up, LIGHTS OUT.

RIO (O.S.): He’s having a hard time, Jeff.
JEFFERSON (O.S.): When it gets hard, that’s when he’s gotta stick it out.RIO: Shhhh. Tiene que mas suave.
Their voices fade.

Miles take the KEY out of his pocket in a closed fist as the MUFFLED SOUND of his parents’ voices fades away. Miles opens his hand, revealing the KEY. Miles stares at it.
Peter's Funeral
TV NEWS BULLETIN

EXT. NEW YORK CITY - INTERCUT

Rio and Jefferson watch the news. Miles sits up in bed.

NEWS ANCHOR #2 (V.O.): We interrupt this broadcast for a special report. Sad news tonight. The hero known as Spider-Man has died after injuries related to another powerful earthquake in Brooklyn.

Over a montage of people around the city finding out Spider-Man died, we hear...

NEWS ANCHOR #2 (V.O.): Multiple sources are confirming that Peter Parker, a 26 year old grad student and part time photographer, operated as SpiderMan for at least a decade, saving by some counts thousands of lives around the world. With these tragic seismic events on the rise, one can only wonder, is there anyone who can keep New York safe?

People look at cell phones in Times Square.

MULTIPLE NEWS ANCHORS (V.O.): Peter Parker, Spider-Man, is dead. / He is survived by his wife Mary Jane and his aunt, May Parker. / Our hero Spider-Man is gone.

EXT. ELECTRONICS STORE - DAY

Miles stands in front of a TV display at a store window. All the TVS are playing the news about Spider-Man’s death. Miles looks at the TVs, his reflection appearing between photos of Spider-Man and Peter Parker.

MJ (V.O.): My husband Peter Parker was an ordinary person. He always said it could have been anyone behind the mask. He was just the kid who happened to get bit.

INT. STAN’S COSTUME STORE - DAY

Miles looks at a Spider-Man costume, deciding. Then BUYS IT from a COMIC BOOK OWNER who looks A LOT LIKE...

STORE OWNER: I’m going to miss him.

MILES: Yeah.

STORE OWNER: We were friends, you know.

MILES: Can I return it if it doesn’t fit?

STORE OWNER: It always fits. Eventually.

Beat. Stan head tilts to a sign: NO RETURNS. He smiles.

INT. BATHROOM

Miles puts the costume on and stares at himself in the mirror.

MJ (V.O.): He didn’t ask for his powers. But he chose to be Spider-Man.

He experiments, crouching in a classic Spider-Man pose. He relaxes then quickly tries another pose.

EXT. CATHEDRAL - DAY

Miles walks in a sea of well wishers in full costume, many also in Spider-Man costumes, homemade and store bought.

MJ: My favorite thing about Peter is that he made us each feel powerful. We all have powers of one kind or another. But in our own way, we are all Spider-Man. And we’re all counting on you.

MILES: (to himself) They’re counting on me.

FUNERAL ATTENDEE: (whispers to Miles) Probably not you specifically. I think it’s a metaphor.

MJ backs away from the dais. Aunt May comforts her.

EXT. ALLEY

Miles rounds a corner and takes out the Spider-Man Origins comic book. He flips to a page that depicts Peter testing his new powers by jumping from a building.

INT. BUILDING - DAY

Miles RUNS UP A FLIGHT OF STAIRS, eyes determined. He BURSTS THROUGH A DOOR AND onto--

EXT. ROOF - DAY

Miles walks to the edge, looks DOWN and then ACROSS to the neighboring roof, calculating the jump.

He BACKS UP. Cracks his neck. Waits there. As the MUSIC CRESCENDOES.

INT. BUILDING - DAY

Miles RUNS DOWN A FLIGHT OF STAIRS.

INT. BUILDING - DAY

Miles, disappointed in himself for chickening out, eyes a SHORTER BUILDING.

INT. BUILDING - DAY

Miles RUNS UP ANOTHER FLIGHT OF STAIRS.

EXT. ROOF - DAY

He BACKS UP. Cracks his neck...then RUNS, gaining speed and TRIPS on his untied shoelace, FALLING TO THE GROUND BELOW. We make a meal of the fall, comics-style.

Miles lands with a CRACK (BURST CARD), and pulls out the key which is now TOTALLY BROKEN.
The Cemetery - Part 1
EXT. CATHEDRAL - NIGHT - LATER

It's snowing now. Empty and quiet. Footsteps on snow as Miles approaches Peter Parker's grave.

He takes off his mask, looks down at Parker's gravestone and sighs, then speaks, so softly we can barely hear him.

MILES: I’m sorry, Mr. Parker... That thing you gave me, that key... (holds it out) I think I really messed it up. I want to do what you asked. I really do, but... I’m sorry. I’m not sure I’m the guy. I can’t do this without you.

BEHIND MILES a DARK FIGURE rises, casting a shadow.

VOICE (O.S.): Hey! Kid!--

Terrified, Miles pulls his mask down and TURNS AROUND. The figure steps forward -- Miles panics and throws his arms up, accidentally delivering a VENOM STRIKE.

The Dark Figure flies back as WEBBING flies from his hands and sticks to Miles, yanking Miles forward.

MILES: Woah!!

Miles sits up and looks at his HANDS, the webbing.

MILES: What did I do to him? Uh...

Miles runs over to the body, pulls back his jacket and reveals a SPIDER-MAN COSTUME.

MILES: No... Who are you?
Peter's Flashback
PETER (V.O.): Alright, people, let’s do this one last time. My name is Peter B. Parker...

PAGES FLIP FAST: "Coming next month! A Spider-Man from
another world..."

SPLASH PAGE: THE AMAZING SPIDER-MAN

QUICK FLASHES, similar but not identical to the ones we saw in the cold open. High-energy running, fighting, leaping...

PETER (V.O.): ...I was bitten by a radioactive spider. And for the last twenty-two years I thought I was the one and only "Spider-Man."

Peter on a gargoyle drinking coffee with the morning paper.

PETER: What a day...

PETER (V.O.): I’m pretty sure you know the rest.

INT./EXT. A rapid barrage of IMAGES from Spider-Man canon whiz by -- but with VARIATIONS and NEW SHOTS too. Instead of Uncle Ben on the bed, for instance, it’s AUNT MAY.

PETER (V.O.): You see, I saved the city, fell in love, I got married, saved the city some more, maybe too much, my marriage got testy, made some dicey money choices -- don’t invest in a Spider-themed restaurant...

We see a few FAST IMAGES of Spider-Man doing his thing but losing a step, swinging with coffee, etc.,standing in front of a shuttered TGISpideys, signing divorce papers, HOLDING HIS BACK, BAD INVESTMENTS, DOOR SLAMMING, GETTING HIT BY A DRONE.

PETER (V.O.): ...Then like fifteen years passed blah blah blah super boring, I broke my back, a drone flew into my face, I buried Aunt May, my wife and I split up. (then) But I handled it like a champion.

CUT TO Peter CRYING on the floor of the shower in his spidersuit.

PETER (V.O.): ‘Cause you know what? No matter how many times I get hit, I always get back up.

Peter’s slumped like a slug in bed, wearing his costume. His ALARM goes off -- he lifts up his mask and immediately pulls it back down. He refuses to shut off the alarm, so it keeps BLARING.

He watches TV. A nature show. Seahorses reflecting in his SAD SPIDER EYES.

PETER (V.O.): And I got a lot of time to reflect and work on myself. Did you know that seahorses that they mate for life? Could you imagine a seahorse seeing another seahorse and then making it work? (then) She wanted kids and it scared me.

Peter sits on the roof of a building looking at his phone, deciding whether or not to call MJ.

PETER (V.O.): I’m pretty sure I broke her heart. (beat) Flash forward, I’m in my apartment doing pushups, doing ab crunches, getting strong...

REVEAL PETER, with his costume half on, eating pizza.

PETER (V.O.): ...when this weird thing happened.

A TREMOR hits the room causing the same strange “color separation” we saw before. Peter’s whole body suddenly SHAKES AND VIBRATES as he LOOKS UP.

Where A PSYCHEDELIC PORTAL YAWNS OPEN, sucking him TOWARD IT -- his body FLIES UP, halftones more prominent.

PETER (V.O): ... And I gotta say, weird things happen to me a lot. But this was real weird.

Peter uses his limbs to fight but it's TOO STRONG... the portal CLOSES. The pizza slice drops on the floor.

INT. INTER-DIMENSIONAL PORTAL - CONTINUOUS

Halftone Peter flies SCREAMING through an INSANE MULTIVERSE, trying to PULL HIS MASK ON...

...he is falling towards a STRANGE KALEIDOSCOPE OF SPIDER-MEN, just like we saw earlier, towards the BRIGHT CENTER...

EXT. BROOKLYN - NIGHT

Peter EXPLODES IN AN ENERGY BURST OUT OF THE COLLIDER (the pulse from earlier that spread through Brooklyn after Spider-Man and Green Goblin fell into the beam).

Peter TUMBLES and CAREENS through a BLUR OF CITY and NIGHT SKY as his MOLECULES SOLIDIFY, finally coming to rest in...

TIMES SQUARE

Peter slowly stands, stares open-mouthed at STRANGE BUILDINGS, BILLBOARDS and STORES with close-but-not-quite-right LOGOS.

PETER (V.O.): ...You see I was in New York, but... things were different.

Finally Peter looks at a ticker-tape LED sign in front of NNN (National News Network-- a cable station): "NEW YORK’S HERO, SPIDER-MAN, FOUND DEAD AT 26"

PETER (V.O.): Also I was dead. And blonde. I was kind of... perfect. It was like looking in a mirror.

We cut from RIPeter to this new Peter, LIFTING HIS MASK. One slick and new, one old and BEAT UP.

CUT TO Peter at Spider-Man’s funeral. MJ gives her eulogy.

MJ: My husband Peter Parker was an ordinary person. He always said it could have been anyone behind the mask.

PETER (V.O.): I have a feeling the thing that brought me here, was the thing that got him killed. You wanna know what happened next? (beat) Me too.

We see Miles' "venom strike" again.
The Cemetery - Part 2
Miles approaches the figure. A flash of spidey-sense. The figure looks like Peter Parker, but with BROWN HAIR.

MILES: Who are you?

POLICE OFFICER #1 (O.S.): What are you doing over there? Freeze! PDNY!

A flashlight finds Miles who STARTLES, hands up.

Miles decides to RUN! But he's tied to an unconscious body, and is SNAPPED BACK.

MILES: Are you kidding me right now?

Police approach, TURNING ON BODY CAMERAS. Miles gasps. Frantic, HE PICKS UP the immobile "Peter" ON HIS BACK.

POLICE OFFICER #1: Stop! Stop!

POLICE OFFICER #1: Hey kid, drop the body!

Miles PICKS UP SURPRISING SPEED, tracking FOOTPRINTS in the snow which Peter's dragging legs quickly blur.

POLICE OFFICER #1: Hey kid! Get over here!

Miles sees THE GLINT of the web shooters on Peter's wrist. THINKING FAST, he aims Peter's arm to shoot webbing.

The webs dart out and attach to a nearby tree. Miles and Peter swing forward.

MILES: See ya, officers!

Then they CREST, and go SAILING BACK.

MILES: Oh come on.

They SPIN THROUGH THE AIR then SMACK ONTO A WALL, Peter DRAGGING Miles down.

Peter lands in the snow and Miles lands in his lap.

POLICE OFFICER #2: C’mon now! Put em' up, son!

Miles puts his and Peter's hands up. Flops the hands around as he gesticulates.

Miles accidentally uses Peter’s web shooter, firing it toward an oncoming elevated train... it CONNECTS!

MILES: ¿Adios?

WHOOSH! Miles and Peter are WHIPPED OUT OF FRAME and DRAGGED away through the snow by the TRAIN.

BAM! He slams into the PETER PARKER GRAVESTONE, knocked out as Miles PINBALLS from gravestone to gravestone.

MILES: Help! Somebody stop that train!
The Spider-Men
EXT. NEW YORK CITY - CONTINUOUS

Miles and an unconscious Peter get dragged through the city. The train lifts them up into the air, above the traffic as COP CARS FOLLOW BEHIND, SIRENS BLAZING.

PETERS LIPS FLAP.

The trajectory of the train lowers them down towards an unsuspecting BICYCLIST. Miles and Peter get tangled with the bicyclist, causing him to go flying in the air (MULTIPANEL).

PETER: (very groggy) Oh, hey, what the...?

They whiz through ONCOMING TRAFFIC, pedestrians, Miles trying to swing his weight around to maneuver through.

Trying to lift up Peter, Miles instead forces his face INTO THE GROUND. Peter is knocked unconscious again.

MILES: I’M GOING TO DIE!!

Miles realizes he has to HANDLE THIS SOMEHOW.

Miles PUPPETS PETER’S BODY, moving Peter's legs and arms to parkour over cars, push off signs, anything to survive.

Two COPS sit in traffic - their radio CRACKLES TO LIFE.

RADIO: ...Looks like a child dressed as Spider-Man dragging a homeless corpse behind a train--

The guys hit the SIREN LIGHTS.

Peter comes to again, so groggy..

MILES: Yes! I didn’t kill you!

PETER: Who are you?

MILES: Who are you?
PETER: (groggy) Why are you trying to kill me?MILES: I’m not! I’m trying to save you!
BAM! Peter's head HITS a TRAFFIC LIGHT and he is KNOCKED UNCONSCIOUS AGAIN.

Peter comes to again as they stuck to the side of a bus and slowly sliiiiiide along the window. The train keeps moving, the web is STRETCHING TAUT... Peter comes to again, so groggy...

Finally, the train stops at a station and they COME TO A STOP at an intersection. Miles and Peter DETACH onto a sidewalk surrounded by NEW YORKERS who simply WALK OVER THEM.

MILES: Hey, uh, maybe you guys can go around? Alright. Thanks, New York.
Getting Answers, Boom!
INT. UNCLE AARON'S APARTMENT - NIGHT

TIME CUT: PETER'S POV -- he opens his eyes.

PETER (V.O.): What was that? Kid electrocuted me... with his hands?

Peter, so GROGGY, is tied to a punching bag. The punching bag is tied with many many many many ropes. And computer cords. Like a homemade spiderweb. Miles sits opposite him.

A FLASH OF SPIDER-SENSE. Peter realizes what Miles is.

PETER: You’re like me.

Miles puts up a tough front. He nearly pulls it off...

MILES: (tough voice) I got some questions.

Peter LUNGES erratically. Miles startles, frightened.

MILES: Why do you look like Peter Parker?

PETER: Because I am Peter Parker.

MILES: Then why aren’t you dead? Why is your hair different? Why are you older, why is your body... a different shape?

PETER: Pretty sure you just called me fat.

MILES: No, no you just--

PETER: Hey listen, you don't look so hot either kid. Most superheroes don't wear their own merch.

Miles looks at his outfit and frowns. Why is this dude throwing shade at him?

MILES: Are you a ghost?

PETER: No.

MILES: Are you a zombie?

PETER: Stop it.

MILES: Am I a zombie?

PETER: You’re not even close.

MILES: Are you from another dimension? (Peter is quiet) Like a parallel universe where things are like this universe but different? And you're Spider-Man in that universe? But somehow traveled to this universe, but you don’t know how?

PETER: Wow. That was really just a guess?

MILES: Well, we learned about it in physics.

PETER: Quantum theory.

MILES: (realizing) This is amazing. You can teach me just like Peter said he would--

PETER: Before he died.

MILES: Yeah, exactly.

PETER: Yeah, alright.

MILES: Look I made a promise to him.

PETER: Here’s lesson number one, kid. Don't watch the mouth. Watch the hands.

Peter holds up his UNTIED hands. Miles is flabbergasted. Peter stands up.

Before Miles can react, Peter leaps, kicks-spins the punching bag toward Miles, knocking him over HARD!

MILES: Peter, seriously--

Peter WEBS HIS MOUTH SHUT.

Peter BOUNDS to the window. Turns back... feeling guilty.

PETER: Trust me, kid, this'll all make you a better Spider-Man.

Peter LEAPS FROM THE WINDOW but his powers GLITCH, he FALLS. We hear him SCREAM, then hit the fire escape.
Teaming Up
EXT. FIRE ESCAPE - NIGHT

MILES: Hey, are you okay?

PETER: No I’m not.

MILES: What’s going on with your body?

PETER: I don’t think my atoms are real jazzed about being in the wrong dimension. (glitches) Look, I’m not looking for a side gig as a Spider-Man coach. I got a lot going on in my dimension, like a lot.

MILES: With great power comes great--

PETER: Don’t you dare finish that sentence-- don’t do it. I’m sick of it. (glitches) Want my advice? Go back to being a regular kid--

MILES: I don’t have a choice. Kingpin’s got a supercollider. He’s trying to kill me.

PETER: Wait a second, what did you just say?

MILES: Kingpin’s trying to kill me.

PETER: Who cares about that? Where’s the collider?

MILES: Brooklyn. Under Fisk Tower.

PETER: Goodbye!

Peter starts WALKING DOWN THE BUILDING. Miles sttuggles to FOLLOW. (Note: rest of scene staged like a classic NYC movie “walk and talk” but IT’S VERTICAL...and one of the participants HASN’T LEARNED TO WALK YET)

MILES: Where are you going?

PETER: When it runs again, I’ll just jump in and get back to my life--

MILES: You can’t let them run it. I’m supposed to destroy it so it never runs again or everyone’s gonna die--

PETER: (mocking) Or everyone’s going to die. That is what they always say. But there’s always a little bit of time before everybody dies, and that’s when I do my best work.

MILES: Aren’t you going to need this?

Miles produces the goober.

PETER: Ah, you have a goober. Give it.

Peter reaches out. Miles holds it back.

MILES: (holding it back) Wait, no. Not so fast. He called it an override key.

PETER: There’s always a bypass key, a virus key, a who-cares key I can never remember so I just call it a goober. Give it.

MILES: I need it to destroy the collider.

PETER: I need it to go home!

Miles puts it in his mouth.

MILES: (mouth full) No! I’ll swallow it, don’t play with me!

PETER: What?

Peter starts to walk again, knowing he’ll provoke a response.

MILES: (mouth full) I said--

Without even looking at Miles, Peter nonchalantly webs the goober right out of Miles mouth.

MILES: Hey!

PETER: The collider created a portal that brought me here. And I have to g-- (realizing) Did you break this?

MILES: No, it... broke. I don’t remember what happened.

PETER: This is why I never had kids, this is why I never did that.

MILES: Can’t we make another one?

PETER: No, we can’t do anything. Thanks to you I have to re-steal what your guy stole from Alchemax and make another one of these.

MILES: Look, if I don’t turn off the collider after you leave, everyone in this city, my parents, my uncle, and millions of others will die, and you’re just gonna go home and leave me here to figure this out for myself? You good with that, Spider-Man?

PETER: Yeah.

Peter walks away over the top of the building and disappears from sight.

Miles, utterly defeated sits down on the wall. With his head in his hands.

Peter peeks his head back over the ledge. Not so far below the surface is the guy who used to care, but...

PETER: What are you doing?

MILES: Making you feel guilty. Is it working?

PETER: How could it, no-- Look at me, does it look like it’s working? No it’s.. no it’s... ohhhh... (screaming into his jacket) Ahhh!!! No! No! Do not let him win!

Miles raises his head up to see Peter walk back towards him.

PETER: Alright kid you win. (then) C’mon, we don’t have a second to lose.

Miles smiles.
Greek Diner
EXT/INT. GREEK DINER - EARLY MORNING

MATCH CUT Miles’ face, annoyed.

Peter STUFFS HIS FACE while Miles watches. This is not a normal Spider-Man.

PETER: I love this burger. So delicious. One of the best burgers I’ve ever had. In my universe, this place closed six years ago. I don’t know why. I really don’t. (the check arrives) You have money right? I’m not very liquid right now.

MILES: Can we focus?

PETER: Uh huh, sure.

MILES: The other Peter--

PETER: (reaching for Miles’ burger) You gonna eat that? I’m listening.

MILES: The other Peter said he was going to be showing me the ropes.

PETER: Wow.

MILES: You got any Spider-Man tips you can tell me now?

PETER: Yeah, I got plenty. Disinfect the mask. You’re gonna want to use baby powder in the suit, heavy on the joints. You don’t want any chafing, right?

MILES: Anything else?

PETER: Nope, that was everything.

MILES: I think you’re going to be a bad teacher.

PETER: Mhmm.. Look up where Alchemax is.

MILES: (reads from his phone) A private technological campus in Hudson Valley, New York. (excited) You can teach me to swing on the way there.

Peter LAUGHS.
Hitching a Ride
TIME CUT -- Peter and Miles ride a bus through the Hudson Valley.

PETER: I’m not swinging to the Hudson Valley, Miles. Not after a hearty burger-breakfast. Keep your legs fresh, you’re gonna thank me later.

As Miles shakes his head we CUT TO:
Use the Good Fear
EXT. ALCHEMAX LABS - DAY

UNZIP! SHORTS DOWN! MASKS ON! THEY SUIT UP! Reveal Miles wearing a YELLOW CAPE with his Spidey-suit.

PETER: And it’s a no on the cape.

MILES: I think it’s cool.

Peter grabs the cape. Miles grabs it. A bit of a tug of war.

PETER: Take that off, it’s disrespectful. Spider-Man doesn’t wear a cape.

Finally, Peter yanks the cape from Miles.

Miles and Peter lie at the edge of the woods SCOPING IT OUT. Beautiful Zaha Hadid style buildings, a dream campus. Peppered amongst are THUGGISH GUYS in lab coats.

MILES: So, how do we retrace Peter’s steps?

PETER: That’s a good question... What would I do if I were me...? (thinks for a second) Got it. Step One: I infiltrate the lab...

We QUICKLY see MULTI-PANEL IMAGES of the mission going off without a hitch -- and with Miles barely appearing.

PETER: Two: Find the head scientist's computer--

MILES INTERRUPTS HIS IMAGE OF A CLASSIC SCIENTIST.

MILES: That lady with the bike is the head scientist. I s