hiya peter.
how'm i doing what?
peter?
flash!
what is it, peter?
well, do you mean nothing.  or do you mean something but you won't tell me what it is?
well, i guess that's about as nothing as you can get.  plain nothing. a beat.
ahh, it is something.
i can't. help me!
peter!
help! help me!
oh, why don't you grow up.
i'm sorry.
that sounds like a scenario for the end of the world.
look, it's just.  i don't know.  when you and flash go after each other like that.
he doesn't have to be.
and besides, he's not all bad.
give it up, parker. you'd die for a nickname like flash.
kim, you know peter and harry? this is my new roommate.  kim nickson.
we're going to the student reunion meeting. you coming?
it's not what you said, it's how you say it, shooshoo!
could anyone be in there, peter?
where is he going?
will you two shush. i'm trying to work.
yeah.  he's some clown we saw on tv last night.  boy does flash think he's hot.
hey, we better rush.  visiting hours will be over soon.
my god, what happened?
hiya, peter. who is in the spider-man costume?
how did you recognize him?
i wanna dance.  hey, spider-man.  shall we flash dance?
i'm not.
hey, peter! these are your pictures!
it says here "photos by peter parker."
come on.  flash.
who are you?
you sound very familiar.
hey, peter! are you finished with my computer yet? i got a paper too, you know.
what were you doing in here?
flash didn't come.
taxi.  i guess.
you must spend a lot of time with this spider-man guy.  peter! don't you think you ought to unplug that!
peter?
doctor octavius! you're.  you're.  you're so weird!.  with those.  what do you call those.
peter?.  oh.  he's not here. he's gone. i don't think he'll be back for awhile.
of course not. why would i lie about a thing like that? really. he's.  out.
what are you doing.  let me go! please.  take those things out of my hair!
whatever you call them.  please.
oh, i don't know. maybe. he's very inexperienced.
thank you.
shocking?
i would!
peter!
peter! help! peter!
spider-man.
put me down, you mechanical mutant!
you jerk!
tell your friend peter next time i'll get the taxi myself.
great.
what do you think you're doing?
thanks but nooooooooooo!
wait a minute. where are you taking me? spidey hounded by the police, rejected by the girl.
where are we?
if you're trying to impress me spidey, i want you to know i'm not easy. okay, i'm impressed.  now put me down, spidey.  put me down.
wow.  look, this is our dormitory. i can get to my room. hey, wait a minute.  there's flash, if i'm not mistaken.
you know my name?
okay, put me down and we can talk, alright?
all i know is you're the amazing spider-man.  or better you're spidey the good guy on the block.  you're a weirdo in a clown spider suit.
which one?
well, flash is not exactly my boyfriend.
there's someone i like, but he's too shy to notice.
you know everybody.  flash we have to call peter!
how'd you know this was flash's place?
peter told you all about flash?
peter told your hero all about me.
peter!
no. what a night, huh?
it was.  okay. look, i got two tickets to les miserables.  wanna go?
hey, peter.  how did you know about last night?
my exciting ride with spider-man.
peter!
thank you. he really wanted so badly to come see you. he called me up out of the blue.
oh, you know peter.  he's all caught up in some kind of study he's doing. things are really crazy at the university now. things are crazy.  everywhere. i guess peter's just.  well, you know.  pulled into his shell.
yeah.  well. i don't think he wants me to find him.  well, i'd better be going. my friend flash is picking me up.
no.  not really.  i think you can guess why.
what?
don't you recognize him.  it's ock!
leave him alone!!!
what do we do now?
wait.  i think i can release my right hand.
harry! get over here!
i bet he is with spider-man.
look at the moon.  i have never seen it so big.
he's in there. i know peter is in there. she breaks into a run.
peter! peter, where are you?!
peter!
peter! peter!
where's peter? he must be here somewhere.
this building is flying. i'm in a goddamn flying building.
oh my god.
what is happening?
i can't.  hold on!
don't do it, dr. octavius!
but what about peter? we've got to find peter!
go where?
it's breaking apart!
we have to go back.
forget it.
what am i supposed to do with this!
the door is stuck.
i knew you were going to say that.
where's the way out?
is this going to work?
i just adore confidence in a man.
what is it you say when you jump?
we have a lot to thank your friend spider-man for.
peter! finders, keepers.
i think i'm in love.
with your friend.
i am.  you think we'll see him again?
oh. this may be the end of a beautiful friendship you know?