Adapted by: Jane Rollason

C om m issioning Editor: Helen Parker

Editor: Clare Gray

Cover layout: Emily Spencer

Designer: Victoria Wren

Picture research: Emma Bree

Photo credits:
Cover image and inside photos provided courtesy
Columbia Pictures Industries, Inc.
Page 32: C. Stone, S. Ditko/Marvel/Corbis.
Page 34: DigitalVision.
Page 35: eStockphoto, M. Del Grosso/Alamy.
Page 36: E. Thompson/Corbis; J. Levy/Getty Images.
Page 37: J. L. Gerome Ferris/Superstock.

Spider-Man and all related characters:,M & © 2007 Marvel Characters, Inc.
All rights reserved.

Spider-Man, the movie: © 2002 Columbia Pictures Industries, Inc.

All rights reserved.

Published by Scholastic Ltd 2007

No part of this publication may be reproduced in whole

or in part, or stored in a retrieval system, or transmitted
in any form or by any means, electronic, mechanical,
photocopying, recording or otherwise, without written
permission of the publisher. For information regarding
permission write to:
Mary Glasgow Magazines (Scholastic UK Ltd.)
Euston House
24 Eversholt Street
London
NW1 1DB

Printed in Singapore
CONTENTS PAG E

Spider-Man 4-31
People and places 4

Chapter 1: The girl and the spider 6

Chapter 2: The special gas 7

Chapter 3: The worst day 11

Chapter 4: An old life ends 14

Chapter 5: A new life starts 15

Chapter 6: The photographer 16

Chapter 7: ‘We can work together’ 20

Chapter 8: The last fight 25

Chapter 9: MJ’s surprise 30

Fact Files 32-37

From comic book to film 32

Spider-Man and New York 34

Thanksgiving 36

Self-Study Activities 38-40

iOPLE AND PLACES

P eter Parker lives w ith Uncle Ben and A u n t

M ay. W h e n he w as four, his m o th e r and fa th e r
died in a car crash. He loves M a ry Jane (MJ),
th e girl n ex t door. But can he e v e r te ll her?

Spider-M an lives
to help th e people
o f N e w York.
He m oves like a
spider. He can run
up w alls and 'fly '
th ro u g h th e sky.

lives w ith h er
fa m ily in th e
house n ex t to
Peter's. She
d oesn't k n o w
Peter loves her.
O r m a y b e she
know s ...

The Green G oblin is strong and

clever, like S pider-M an. But he
doesn't care a b o u t th e p eo ple o f
N ew York.
 Harry Osborn lives w ith his
fa th e r N orm an Osborn in a
big house. Peter is Harry's best
frie n d . Peter helps Harry w ith
his science w o rk

is a
scientist and th e head
o f OsCorp (th e Osborn
C o rp oratio n). He is very
rich and lives fo r his v

A u n t M ay and Uncle Ben are

good and kind. W hen
Peter's m o th er and fa th e r
died, th e y gave Peter a hom e
Peter is like a son to them .

Spider-M an's story happens in N e w York.

M a n h a tta n Island is th e centre o f N e w York. You can find
th e b iggest and most im p o rta n t buildings here.
Fifth A venue is a fam ous street in M a n h a tta n .
Times Square is on 42nd Street. It is rig h t a t
th e centre o f M a n h a tta n .
The Q ueensboro Bridge goes b e tw e e n
M a n h a tta n and Queens.
A u n t M a y and Uncle Ben live outside
M a n h a tta n , in Forest Hills.
 f =” i m e - m f= * n

C hapter 1
The girl and the spider
Peter Parker lived next door to M ary Jane W atson (MJ).
They w ent to the sam e school. Peter liked MJ a lot, but he
never told her. She already had a boyfriend. His nam e w as
Flash. H e w as good-looking and he w as the school's top
football player.
One day their class w ent to the Colum bia Genetic
Research Institute*. Peter was late. He ran behind the bus,
then at last it stopped. He w as red and hot and everyone
laughed at him. As Peter w alked dow n the bus, Flash put
his foot out. Peter crashed to the floor. Everyone laughed
louder.
The bus arrived at the Institute. H arry O sborn w asn't on
the bus. He arrived in a big car - a Rolls Royce - w ith his
father and a driver.
H arry w as new to the school and he w asn't good at
science. Peter w as fantastic at science and he often helped
Harry. They were good friends.
'Peter, this is m y father,' said Harry.
'A h, the great scientist!' said N orm an Osborn. 'I'm a
scientist too. Your m other and father m ust be happy!' said
M r Osborn.
'I live w ith Uncle Ben and A unt M ay/ said Peter. 'Yes,
they are happy.'
'Hey, you two!' called the teacher, 'Let's go!'

A w om an took the class to see some spiders.

* A science school - part of Columbia University

©
 'There are 32,000 different spiders in the w orld,' she
s a i d , a n d these. These fifteen spiders are special. We
took the best bits from three different spiders and put
them together.'
'There are only fourteen,' said MJ.
'O h,' said the wom an. 'M aybe som eone is doing some
w ork on N um ber 15.'
Peter took some photos of MJ w ith the spiders for the
school newspaper.

'Ow! W hat w as that?' he thought. The back of his

hand w as red. And there on the floor w as ... a spider. The
spider! Spider N um ber 15.
'Parker, let's go!' said the teacher.

C hapter 2
The special gas
N orm an O sborn arrived at OsCorp*. Im portant buyers
w ere there that day. First they looked at O sborn's new
glider. The glider w orked beautifully. But the buyers
* Mr Osborn's big scientific workplace

O
d id n 't w ant the glider. They asked questions about
O sC orp's special gas.
'It m akes you very, very strong,' said Dr Stromm ,
O sborn's top scientist. 'But it can also m ake you very
angry and crazy,' he said. 'We need more tests.'
'The gas m ust be ready in tw o weeks,' said the buyers.
'We need it then.'
/ii\.
I I I
/m /m
N orm an O sborn and Dr Strom m were at O sCorp late
that evening.
'I'm going to test the gas. It m ust w ork.'
'N o, M r O sborn,' said Stromm. 'The gas isn't ready yet.
Give me tw o m ore w eeks.'
'Two weeks is too late,' said Osborn. 'Just start it w hen
I'm ready.'
O sborn w ent into a special room. Strom m closed the
doors after him and started the gas.

O
 Soon there w as green gas everyw here in the room.
O sborn tried to shout. Strom m stopped the gas. But it was
too late - O sborn w as dead!
Strom m ran into the room. Suddenly O sborn's eyes
opened. H e w as a different m an now. His body w as very
strong. A nd he w as very angry. H e took Strom m in his
hands. In seconds, Stromm w as dead.

Peter had a terrible night. W hen he w oke up, he

thought, 'Am I dead?' Slowly he started to move.
'N o!' he said, 'I feel fantastic!' His body w as beautiful
and very strong. He looked across the room. 'I can see
m uch better, to o / This w as a new Peter Parker.
m\
I I/m I /m
Later that day Peter w as in the lunch-room at school. MJ
sat w ith Flash a few tables behind Peter.
'M y hands feel different,' Peter thought. He looked
closer at his right hand. Suddenly, a line of spider-w ebbing
shot from his hand across the room. It shot onto som e food
on the next table. Peter w atched the food fly across the
room. It hit Flash! He turned and saw Peter. 'Parker!'
Peter ran out of the lunch-room but Flash followed him.
Peter turned. Flash tried to hit him , but Peter m oved too
quickly. Flash tried again and again to hit Peter. Then Peter
hit Flash. A nd he hit him right across the room!
/m
Wn /mn
W
Peter ran out of the school. H e w ent dow n a street
betw een tw o tall buildings. H e w anted to test his new
body. H e w ent up a wall. H e w ent higher and higher. At
the top he looked dow n at the road w ith its little cars.
Then he ran and jum ped from building to building.

Q
 'W hoohoo!' he shouted.
H e stopped on one building.
'N ow / he thought, 'I'm going to try this spider-webbing.'
H e put his hands in front of him and looked at the
building opposite. At first nothing happened. Then long
lines of strong w ebbing shot from his hands.
H e took a line of the w ebbing and jum ped. 'Woohoo!
N ow I can fly!'

Peter came hom e late that night. H e heard shouts from

M J's house. H e w ent into the garden. MJ's back door
opened. MJ w alked into her garden and saw Peter.
'D id you hear that?' she asked.
'N o ... er ... well, I heard som ething.'
'You can alw ays hear us, right?' Then she smiled. 'So,
school finishes soon. W hat's next for you?'
'I w ant to live in M anhattan. I w ant to be a
photographer. W hat about you?'
'Yeah, I'm going to live in the city, too. I w ant a job on
Broadway*.'
* A famous street in New York. You can see lots of plays and music shows here.
 'You were great in all those school plays. I cried w hen
you w ere C inderella/ he said.
'Peter! We w ere six then!'
A car stopped in front of MJ's house. It w as new and
cool and it w as Flash's car. MJ put on her party girl face
and ran to the car.

C hapter 3
The w o rs t day
Peter thought a lot about MJ and about Flash's car. He
w anted a cool car, too. The next evening, Peter ran to the
front door. He had som e things in a bag.
'I'm going into town. I w ant to finish som e schoolwork,'
he called.
'W ait!' said Uncle Ben. 'Let's go in the car.'
<LY\ m\ /m
fT/J ivf) W
Uncle Ben stopped the car.
'Thanks for the ride,' sm iled Peter.
'Let's talk / said Uncle Ben.
'I haven't got time right now.'
'That fight you had at school - w ith Flash.'
'I did n 't start the fight/ said Peter.
'I know,' said Uncle Ben. 'But this is an im portant time.
You're changing into a man. Be careful, Peter! With great
power comes great responsibility*
Peter w as angry. He opened the car door.
'I know I'm not your father ...' said Uncle Ben.
'N o. You're not!' shouted Peter.
Uncle Ben w ent quiet.
'See you here at ten o'clock/ he said.
* Peter must think carefully before he does something. And he must
always do the right thing.
 Sadly, Peter w atched Uncle Ben's car drive away.
/«7?
a\ /m th\
\W7
Peter w alked across the street to an old building. He
w ent in and w alked into a big room. There were m any
people there. They w atched a fight w ith two men. One of
the m en w as very big and ugly. His nam e w as Bone Saw
McGraw. He jum ped on top of the other m an and the fight
w as over.
A few crazy people w anted to fight Bone Saw for
money. Peter w anted to fight him , too. H e needed the
money. He took a costum e and m ask out of his bag.
/m tm /m
111
'$3000 for three m inutes w ith Bone Saw,' a m an shouted.
'Let's hear a big shout for our next fighter ...' The man
looked at Peter's costum e - red and blue w ith spider­
webs. ' ... for SPIDER-MAN!'
 Everyone looked at Peter and laughed. Bone Saw had
crazy eyes and a terrible smile. He w as big and very
strong.
The fight started. W hen Bone Saw tried to hit Peter,
Peter jum ped right over him. Then Bone Saw hit Peter
w ith a chair and Peter hit the floor. Then Peter jum ped
up and hit Bone Saw. He knocked him out! Everybody
shouted and laughed. They loved it!
W Wm\ W/m
nu
After the fight, Peter w ent for his money. The m an gave
him $100.
'$100?' said Peter. 'It's $3000! Not $100!'
'It's $3000 for three m inutes. Your fight w as only tw o
m inutes.'
'I need that money,' said Peter.
'N ot my problem ,' said the man.
Peter w alked aw ay angrily. Then there w as a shout
behind him.
'Hey! Stop that man! H e's got my money.'
A m an w ith white hair ran to a door and out of the
building.
'W hy d id n 't you stop him ?' the m an asked Peter.
'N ot my problem ,' said Peter.
(m /m /m
W W W
A few m inutes later Peter w as in the street. Some people
were around the body of a man. Peter w alked through the
people. H e saw Uncle Ben on the road.
'W hat happened?' asked Peter. 'It's m y Uncle Ben.'
'Som eone shot this old m an and took his car,' said a
w om an.
Peter looked at the body. 'Uncle Ben!' he cried. 'Uncle
Ben!'

©
 Uncle Ben opened his eyes. Very quietly, he said, 'Peter.'
And then he died.
(U)
W)
im /m
'We can see the car. It's on Fifth A venue/ said the police
radio.
Peter ran between two buildings. He put on his
costume. He w ent up one of the buildings. He used his
webbing and jumped from building to building. Very soon
he was on Fifth Avenue.
Then he saw Uncle Ben's car. He jum ped on top of it.
SMASH! He put his hand through the front window.
'Aaagh!' cried the driver and crashed the car. Peter
followed the driver into a dark old building. Peter had the
man in his hands. The man turned to the light and Peter
saw his face. It was the man from the Bone Saw fight, the
m an with white hair. It w as the worst day of Peter's life.

Chapter 4
An old life ends
Life was quiet after Uncle Ben died. Peter and Harry
worked hard at school and soon their last year was over.
Everyone's family came to school on the last day.
'Good news, Peter,' Harry said. 'M y dad bought a flat
for me in M anhattan. And there's a room for you.'
'That's great!' said Peter.
Then H arry's father arrived.
'You did it/ Mr Osborn said to Harry. He was a little
surprised but also very happy. 'Good work!'
Then he turned to Peter. 'A nd Peter - the best science
student in the school! That's fantastic!'
Mr Osborn looked at Peter. 'Life isn't easy for you

<D
right now,' he said. 'Try to enjoy the day. It's the start of
som ething new.' Then he smiled. 'You're alm ost a brother
to Harry. That makes you family.'
Peter smiled back. But he w as frightened. His 'spider
sense' saw som ething terrible in Mr O sborn's eyes.
UV7 /m I\iVm?7
Harry saw MJ and Flash. MJ didn't look happy. Flash
looked very angry. Then Flash walked away.
'It's over for MJ and Flash/ thought Harry. 'Good!'
1/m 1/m 1 /m
Later that day, Peter sat quietly at home. He thought
about Uncle Ben and he started to cry. Then he
remembered Uncle Ben's words. 'W ith great power comes
great responsibility.’ Something in Peter woke up.
'I'm strong,' he thought. 'And I'm a good person. I must
help other people. Uncle Ben was right!'

Chapter 5
A new life s ta rts
Spider-M an worked very hard. Every day terrible things
happened in New York. Every day Spider-M an helped
people. Soon, Spider-Man was big news in New York. All
the newspapers had stories about him. But who was he?
No one knew!
(in
W Wn/fly <m
fw)
A few weeks later, Peter walked alone through the
streets of M anhattan. Suddenly, he saw MJ come out of a
restaurant.
'Hi, MJ!' he called.

©
 'Hi!' she smiled. 'W hat are you doing around here?'
'I'm looking for a job,' he answered. 'W hat about you?'
'I'm ... I'm working on Broadway now,' she said.
'Hey, that's great, MJ. You're living your dream.'
But then a man came out of the restaurant. The man was
angry with MJ. The day's money w asn't right - $6 w asn't
there.
MJ shouted back at the man, then she turned to Peter.
'Some dream!' she said, i work here ...'
'There are worse jobs.'
'D on't tell Harry,' she said.
'H arry?'
'W e're going o u t/ she said. 'D idn't he tell you?'
'Oh, yeah. Right!' he said.
MJ turned to go. 'Let's get together again sometime,' she
smiled. And then she left.
/m
W W /m /Wm
Back at the flat, Peter was very sad. He didn't have a job
and MJ was H arry's girlfriend now.
Then he saw the front of the Daily Bugle newspaper:
'$$$ FOR PHOTOS OF SPID ER-M AN!'
Peter smiled. 'I know just the right man for the job!' he
thought.

Chapter 6
The photographer
The next morning Peter went out with his Spider-Man
costume and his camera. When bad things happened on tine
streets of New York, he put his camera up high. Then Spider-
Man did his good work and the camera took the pictures.
/m /m /m
W W W

©
 Mr Jameson looked quickly at Peter's photos. He was
the top man at the Daily Bugle newspaper. He loved the
pictures, but he didn 't say it.

'You can have $200,' he said.

'That's not much,' Peter answered.
'OK, $300/ said Mr Jameson. 'A nd bring me more!'
Peter left the new spaper building with $300. And the
next day his photo of Spider-M an was on the front of the
paper. Not bad for a m orning's work!
mx msR zm
twi W wi
All the im portant people at OsCorp sat around a table.
Norm an Osborn talked about O sCorp's good work.
'Q uest Aerospace* is big, but we are bigger!' he said.
'That's great news, N orm an,' said one of the men.
'Because of this, w e are selling OsCorp.'
'W hat?' said Osborn.
* Another big scientific corporation, like OsCorp.
©
 'Quest Aerospace is
giving us a lot of money.'
'W hy didn 't you tell
me?'
'They didn't want a big
fight, and they don 't w ant
you.'
'You can't do this to
me,' said Osborn. 'I started
OsCorp. I gave everything
to OsCorp!'
'That's true,' said
Fargas, O sborn's N um ber
2. 'But we all w ant this.
We're selling after the
OsCorp World Unity Festival*. I'm sorry, Norm an.'
AA W Wljl\
W
The OsCorp World Unity Festival was a street party in
Times Square. Lots of families were there. Peter was there
for the Daily Bugle newspaper.
Fargas and the other OsCorp people watched from the
first floor of a beautiful old building. Peter saw Harry and
MJ there, too, but not Norm an Osborn.
Suddenly Peter's spider sense screamed. He heard
something in the sky. Everybody looked up. It was a green
goblin on a glider - O sCorp's glider! The people stopped
and watched the glider. It was fantastic!
The glider moved very fast through Times Square. The
green rider laughed crazily. He moved close to Fargas and
suddenly the wall of the building exploded. Everyone
screamed. Fargas and the other OsCorp people were dead!
Peter looked for MJ. She w asn't dead. 'But she's going
* OsCorp's street party for the people ofNexv York.
©
to fall!' thought Peter.
The Green Goblin came up close to MJ and laughed
crazily. He had terrible yellow eyes and teeth. But then
someone in red and blue crashed into the Green Goblin
with his feet. It was Spider-Man!
Spider-Man went after the Green Goblin. Then Spider-
Man and the Green Goblin started to fight. And the Goblin
hit Spider-M an right across the street!

MJ screamed, 'Help! Help!'

Spider-Man heard her and jum ped up. But the Green
Goblin crashed into him - and they both crashed into a
window. The Green Goblin hit Spider-Man. Then Spider-
Man jum ped dow n near to MJ. He shot webbing at the
Goblin's face. Then he pulled some parts out of the glider.
Part of the glider exploded. The Green Goblin took his
glider up into the sky.
Suddenly MJ screamed again. Spider-Man jum ped
dow n to her. He shot webbing onto a building and pulled
her into his arms. He was just in time!
He shot more webbing and moved from building

©
to building w ith MJ in his arm s. MJ w asn't frightened
- it w as so exciting! He left her in a garden on top of a
building.
'Wait!' she called. 'W ho are you?'
'You know me. I'm Spider-M an!'
A nd then he w asn 't there.

C hapter 7
'We can work to g e th e r1
That night, N orm an O sborn w as alone at home. He
read the evening newspaper. There w as a story about the
OsCorp people. They w ere all dead.
'W ho did it?' he thought.
'We did it.'
'W ho said that?'
'You know / cam e the answer.
Osborn looked around the em pty room. 'W here are
you?' he cried.
'I'm right here.'

©
 He started to understand. It w as in his head ... it w as
him.
'H a, ha, ha!' laughed the Green Goblin. 'This is only the
start! Only one person can stop us ... O r m aybe he can
w ork w ith us?'
And now Osborn knew. He was the Green Goblin!

The Green
Goblin crashed
through the
w indow of the
Daily Bugle.
'W ho takes
Spider-M an's
photos?' he
shouted. His
hands were
around Mr
Jameson.
Suddenly, Spider-
M an w as at the
window.
'P u t him dow n,'
he shouted. But
the Green Goblin
shot sleeping gas
into Spider-M an's
face. Then he put Spider-M an on his glider and left the
building quickly.
A little later, Spider-M an opened his eyes. H e w as on
top of a tall building.
'W ake up, Spider-M an,' the Green Goblin said quietly.
'You're not dead. But you can't move. You are very special,
Spider-M an. You and I are not so different/ he said. 'We
can w ork together
He jum ped onto his glider.
'Think about it,' he said.

A w eek later, Peter w ent to find MJ. She came out of a

building on Broadway.
'Hey, MJ,' called Peter, 'It's me again!'
'H i, Peter.'
'D id they give you the part?' asked Peter.
'They d id n 't like m e,' said MJ sadly.

'Let's go for a burger. You can have anything ... up to

$7.84.'
MJ laughed. 'I'd like that,' she said. 'O h, but I'm going
out to dinner w ith Harry. Come w ith us.'
'N o, thanks,' said Peter.
MJ turned and w alked away. It started to rain. She knew
©
a quick w ay and w alked dow n a dark street.
Suddenly, four m en w ere around her. She hit one and
then another.
And suddenly he w as there! Spider-M an shot w ebbing
at the four men. He pulled them back from MJ. The men
hit him , but Spider-M an w as stronger. The m en ran aw ay
and Spider-M an jum ped onto a wall.
He came dow n the wall head first.
'You saved m e again!' said MJ. 'You are fantastic! I w ant
to thank you this time.'
MJ m oved close to Spider-M an and they kissed slowly.
Suddenly, the w orld stopped - it w as a fantastic kiss.
ms m\ ms
KTf (nr \vn

On Thanksgiving Day*, Peter w as on Sixth Avenue. A

tall building w as on fire.
'M y little boy's in there!' a w om an scream ed. Spider-
Man jum ped up into the building. He saved the boy and
gave him to his mother.

* An important holiday in America. People eat special food with their

family and friends.
©
 Then they heard another scream.
'There's som eone still up there,' a w om an shouted.
Spider-M an jum ped back into the building.
'W here are you?' he called.
Then he saw an old w om an. The w om an turned around.
It w as the Green Goblin!
'You!' said Peter.
'So, Spider-M an,' he said. 'A re w e a team or not?'
'N ot,' said Peter.
'N o one says no to me!' shouted the Green Goblin. He
hit Spider-M an hard. But Spider-M an jum ped and hit him
back. Then, there w as an explosion. Spider-M an jum ped
out of a w indow and back into the street.
/\vnm W
/m tb\
wn
MJ, A unt M ay and N orm an O sborn were w ith H arry at
his flat. It w as tim e for Thanksgiving lunch. Peter w alked
in the door.
'Sorry I'm late,' he said.
Everyone sat dow n at the table. M r O sborn looked very
closely at Peter. Their eyes m et for a few seconds. Then Mr
O sborn jum ped up from his chair.
'I m ust go,' he said quickly. 'I'm sorry, everyone.'
H arry followed his father out of the flat.
'W hat are you doing?' he asked angrily. 'W hat about
MJ? She's im portant to me.'
'Harry, please. Look at her! Beautiful girls only like rich
men for their money. Have fun with MJ and then forget her.'
The others heard everything.
M r Osborn left and H arry came in.
'Well, Harry. You d id n 't say m uch for me, did you?' said
MJ. 'Your father said som e terrible things!'
'M y father's a great man. You d on 't know anything
about him .'

©
 MJ w alked to the door. 'I'm sorry, A unt M ay/ she said.
Then she w alked out and closed the door behind her.

C hapter 8
The last fight
Late that night A unt May w as alone in her bedroom .
She looked at a photo of Uncle Ben.
Suddenly, the bedroom wall exploded. Tire Green
Goblin w as there on his glider. He looked at her w ith his
terrible yellow eyes and laughed crazily.
/m
W U/mV7 \vn
/m
Peter ran to A unt M ay's room at the hospital. She
w asn't dead. H er face w as w hite and she cried out, 'Those
terrible yellow eyes!'
'W hat happened?' shouted Peter, but no one answ ered.
Peter stopped for a second. Then he understood.
'H e know s!' he thought. 'The Green Goblin knows A unt
May. He know s Peter Parker is Spider-M an!'
Peter sat by A unt M ay's bed all night. The next day MJ
cam e to the hospital.
'H ow is she?' she asked Peter.
'She's going to be OK,' said Peter. 'D id you talk to
H arry?'
'N o, 1 didn't. The thing is ... I'm in love w ith - d on 't
laugh - Spider-M an.'
In her bed, A unt May opened her eyes and listened.
'O h, him ,' said Peter. 'Well, he is very cool. 1 know him
a bit. I take photos of him .'
'D oes he talk about me?'
'Yeah. I talk to him about you. Once I said, "You know,
Spider-M an, the great thing about MJ is - you look into

©
her eyes and you feel stronger ... excited ... but frightened
at the same time."'
'You said that?' MJ smiled and took Peter's hand.
A unt May heard everything and she smiled, too.
The door opened quietly and Harry came into the room.
MJ pulled her hand away but it was too late. They all knew.
m\ /m /m
m i m i mi

Harry w ent to his father's home.

'You were right about MJ,' he said to his father. 'You're
right about everything. She's in love with Peter.'
'Parker?' his father said quietly. 'A nd how does he feel
about her?'
'Peter was in love with MJ when he was six! And he still
loves her.'
Mr Osborn smiled. Then he looked at Harry sadly. 'I'm
so sorry. I w asn't always there for you. But now things are
going to be different. I'm going to make things right,' he
said and took H arry in his arms.
im im
mi mi mi

Back at the hospital, A unt May looked at Peter. Peter

smiled back.
'A smile!' said Aunt May. 'A nd you smiled at MJ earlier
today, too! You love MJ, Peter. Please tell her. Everyone
knows you love her.'
But suddenly, Peter thought of the Green Goblin.
'Just a second, Aunt May,' he said and he left the room.
He called MJ's num ber but she didn't answer.
'MJ?' he shouted. 'Are you there?'

©
 Then he heard a crazy laugh at the other end of the
phone. 'Can Spider-Man come out to play?' It was the
Green Goblin!
'W here is she?' Peter cried.
/ma\i /m /m
m i mi

MJ woke up. It was night. She looked down. She

was high up on the Queensboro Bridge. This was a bad
dream , right? A cable car took people from M anhattan to
Roosevelt Island. The lights were on in the cable car. She
saw some children in the cable car. Then she heard a crazy
laugh. It was the Green Goblin on his glider!
The Green Goblin shot at the cable car station on
Roosevelt Island. The station exploded and the cable car
stopped over the water.
Seconds later Spider-Man w as there. Suddenly, there
was a terrible sound. 'The cable is breaking,' thought
Spider-Man. The cable car started to fall. 'I can't save
them. There isn't time!'
 Then the Green Goblin took the cable in his hand and
saved the children! With the cable in his right hand, he
glided up to MJ. He took her in his left arm and shouted,
'Spider-Man! Who is going to die? The wom an you love or
the little children? You choose!' And then the Green Goblin
opened both his hands.
In a second, Spider-M an jum ped dow n and took MJ in
his arms. Then he took the cable in his other hand. He shot
webbing at Queensboro Bridge and stopped the fall of the
cable car.
Spider-M an said to MJ, 'Go dow n the cable to the cable
car.'
'I can't.'
'Yes, you can, MJ.'
Slowly she w ent down.
 Peter turned and the Green Goblin crashed into him.
The Green Goblin laughed and turned the glider.
'It's time to die!' he cried and glided fast back under
Queensboro Bridge. And then something hit the Green
Goblin. The glider went around and around crazily. The
people on the bridge shouted at the Green Goblin and hit
him with bits from the bridge.
Carefully, Spider-M an put the cable car dow n onto a big
boat under the bridge.
® (UA
<W (TO ira

The Green Goblin shot a cable around Peter's body.

Then he took Peter to an old building on Roosevelt Island.
There, he hit Peter again and again.
'I'm going to finish MJ very slowly!' said the Green
Goblin.
Peter looked up - he was angry! He hit the Green
Goblin hard again
and again. He shot
webbing at a wall and
pulled - it crashed
dow n on the Green
Goblin. At last, the
fight was over.
'Peter, stop!' the
Green Goblin cried.
'It's me.' He pulled
off his mask. The
tired face of Norm an
Osborn looked at
Spider-M an.
'M r Osbom ...' said
Peter.
'Peter
 'Those OsCorp people are dead because of you.'
'No, that was the Green Goblin. Not me. You can save
me, Peter. I'm like a father to you. Give me your hand ...'
i had a father. His name was Ben Parker.'
Peter's spider sense w as working well. 'I can feel the
glider behind me,' he thought. Suddenly, he jum ped up
high. The glider moved very fast. It glided right through
N orm an O sborn's body.
'Peter,' said Mr Osborn, before he died. 'D on't tell
Harry.'

Spider-M an took Mr O sborn's body back to his house.

Harry came into his father's room. He saw Spider-Man
and the dead body.
'W hat did you do?' he shouted. But Spider-M an left
quickly through the window.

Chapter 9
M J ’s surprise
H arry was very sad and alone. Aunt May, MJ and Peter
were there. Everyone was in black.
'I'm so sorry, Harry,' said Peter. 'It's difficult without a
father. I know.'
'It was Spider-M an,' said Harry. 'My father is dead
- and Spider-Man m ust pay.'
H arry looked at Peter sadly. 'You're the only family I
have now.'
w/m nu /m
w?
A little later, MJ and Peter talked together under some
trees.

©
 'Peter/ said MJ. 'I alm ost died on that bridge. But I
thought about someone. And it w asn't Spider-Man ... It
was you, Peter.'
Peter smiled. 'Really?'
'The thing is ... I love you, Peter. I love you so much.'
She put her arm s around him and they kissed.
Peter's love for MJ was strong. But it w asn't easy for
Peter. He pulled away from her.
'There are things I can't tell you,' he said. 'But I'm
always going to be there for you, MJ. I will always be your
friend.'
MJ's eyes opened in surprise. 'Only your friend?'
'That's all I have,' answered Peter. And he walked away.
 The world first met
Spider-Man in
1962. It was in
the comic book
Amazing Fantasy
No. 15. People
loved him
from the first day. But there were
already other super-heroes around.
Did the world need another one?
Well, Marvel Comics thought so.

Amazing Fantasy No. 15

wasn't the same as

super-heroes. He was very
but he also had problems.
His readers had the same problems!
And he lived in a great city: New
Spider-Man is still many
super-hero.

W ho is your favourite
super-hero? W h y?
ider-Man comic from 1964
 Stan Lee thought of these names before
he decided on Spider-Man':

Insect M an Fly M a n Bug M an

Can you think of a name for a super-hero?

SRIDER5MAN
THElFACTS
Stan Lee tells Marvel Comics he has an idea for
196S a new super-hero - he shows them pictures of
Spider-Man.

Amazing Fantasy No. 75 is in the shops with the

first Spider-Man story. Stan Lee writes it and Steve
Ditko does the pictures.

*| g g j Spider-Man is made into an animation. He's on TV

for the first time.

A man plays Spider-Man on TV. But the show

doesn't look great and the fans don't like it.

Spider-Man: The Animated Series. This was one of

1994 the best animated shows of all time. Spider-Man
fans loved it.

Tobey Maguire stars as Spider-Man in cinemas

all over the world. The film is one of Hollywood's
biggest hits of all time.

What do these w ords m ean? You can use a dictionary.

comic super-hero animation / animated fan

©
New York is a great place for
Spider-Man. In Manhattan the
buildings are tall and close
together. He can jump and move
quickly from building to building.

Central
tOLUCQBIR UniUERSITV Park
Peter's class come here at the
beginning of the film. They
visit the 'Genetic Research -■
Institute1. Peter's life is
never the same again!

Tines SQUARE
In the film, the
'OsCorp World Unity
Festival' happens
here. There is a big
street party in Times
Square every year for
New Year.

©
 ISIRF10 CABLE CAR
This is the only cable car in New
York. In the film, Spider-Man saves
some children in the cable car. It's an
exciting scene!

:OREST HILLS, QUEEflS

Forest Hills is like an ordinary
American town. Many New
Yorkers live in Queens and

You can see lots of music shows and plays in

and around Broadway. In the film, MJ wants
a job on Broadway in a show or a play.

^ W hat do these w ords mean?

'hi Or tmti Av
You can use a dictionary.
•r.-.HK"’
scene ordinary show

©
In the film, Harry and Peter have Thanksgiving at their flat in
Manhattan. Harry's father, MJ and Aunt May all come to the
Thanksgiving meal. Peter arrives late and things go very wrong.

What is Thanksgiving?
It is a special day of the year in the USA. At Thanksgiving, Americans
say 'thank you' for everything they have in their lives. It is always on
the fourth Thursday in November.

What happens at Thanksgiving?

It is a time for close family and friends to be together. The most
important part of Thanksgiving is the special meal. The star of this
meal is usually a big turkey with cranberry sauce. Usually all the food
on the table is from North America, too.

©
 Do you have a special day like
■ Turkey is so important
Thanksgiving in your country? What
happens on that day?
• some Americans call
Thanksgiving 'Turkey
^ Day’ or even 'T-Day'!
® ■ Almost all of
^ America's Thanksgiving
cranberries (about
3 36,000,000 kilos) come
O from Buzzard's Bay,
Massachusetts.
^ 3 ■ In New York Macy's
^ Thanksgiving Day
When did Thanksgiving
Parade in Manhattan is
start?
very famous. Bands play
Most Americans believe the first
music and everyone
Thanksgiving happened in 1621
enjoys the party!
in Plymouth, Massachusetts. The
Pilgrims and the Wampanoag people
had a big meal together. They gave
thanks for a good harvest.

Who were the Pilgrims

and the Wampanoag?
The Pilgrims were from England. They
arrived at Plymouth on a boat called
the Mayflower in 1620.

The Wampanoag people already lived

in this part of America. They helped
the Pilgrims and gave them food.

What do these words mean?

You can use a dictionary.
meal turkey cranberry
sauce harvest balloon

0
 Chapters 1 -3
Before you read
1 Look a t People and Places.
a) W ho lives in th e house next to Peter?
b) W ho can run up walls?
c) W ho has a lot of money?
d) W ho isn't very good at science?
e) How do you get from M an h attan to Queens?
f) W here do th e Parkers and th e Watsons live?

2 Choose th e right w ord. Use a dictionary,

gas spider costume jum p science
a) You can w ear this.
b) They teach you this at school.
c) You can cook w ith this.
d) This has eigh t legs.
e) You do this to get dow n quickly from a high place.

A fte r you read

3 Choose th e right words.
a) Everyone at school wants to be friends w ith Peter / Flash.
b) Peter changes because o f th e spider / gas.
c) Dr Stromm's gas is / isn't ready.
d) Peter loves / hates his new body.
e) MJ comes fro m a happy / an unhappy home.
f) Peter did / d id n 't stop th e man w ith w h ite hair.

4 Spider-Man can run up walls and fly from building to building.

For one day you can be special, too. W h a t special things can
you do?

©
 Chapters 4 -6
Before you read
5 Look at the N ew Words at the back of this book. Choose the
right words fo r these sentences.
a) A ... has eyes, arms and legs but is not a person.
b) Turn on a light in a room full o f gas and it ... .
c) W hen you are very frightened, you ... loudly.
d) W hen something is w rong, Peter's ... tells him.

6 Answer th e questions.
a) W h a t jobs are Peter and MJ going to g et a fte r school,
do you think?
b) W h o is MJ going to go o ut with?

A fte r you read

7 Answer th e questions.
a) Life isn't easy for Peter a fte r Uncle Ben dies.
W h a t makes him strong?
b) MJ says to Peter about her jo b in th e restaurant, 'D o n't tell
Harry.' W hy does she ask Peter this, do you think?
c) Peter works fo r th e Daily Bugle. W h a t does he do?
d) W hy are Harry and MJ w ith th e OsCorp people at the
party in Times Square?
e) How does Spider-Man stop the Green Goblin in
Times Square?

8 W h o says these things? W h o to?

a) 'There's a room fo r you.'
b) 'There are worse jobs.'
c) 'You can have $200.'
d) 'You can't do this to me.'
e) 'W h o are you?’

9 Can you rem em ber fou r things about the Green Goblin? Close
your book and w rite them dow n.

©
SELF-STUDY A C TIV ITIE S

Chapters 7-3
Before you read
10 Do you thin k th e Green Goblin is finished? W h o is th e
Green Goblin, do you think?

A fte r you read

11 Are th e sentences rig ht or wrong?
a) The Green Goblin wants to w ork w ith th e Daily
Bugle's photographer.
b) Peter wants to take MJ out to a cheap burger bar.
c) Spider-Man saves an old w om an fro m a fire.
d) There are fo u r people at Harry's fla t for
Thanksgiving lunch.
e) The Green Goblin crashes into A u nt May's house
because she is Peter's aunt.
f) MJ is in love w ith Peter.

12 Put these sentences in the right order.

a) The Goblin puts th e cable car onto a boat under
the bridge.
b) Spider-Man takes M r Osborn's body to his house.
c) Norm an learns th a t Peter loves MJ.
d) Spider-Man catches th e cable car and MJ.
e) The Goblin pulls o ff his mask
f) The Goblin puts MJ high up ona bridge.
g) The Goblin stops th e cable car.
h) The Goblin takes Peter to an old building.
i) The Green Goblin takes MJ fro m her bed.

13 W h a t did you enjoy most in th e story? W h o did you like

best?

14 W ork w ith another student. W rite a d ifferen t ending for

th e story.

©
 N ew W o rd s

W h a t do these w ords mean?

cable ( n ) / cable car ( n )

costume ( n ) ...............................

crash (n & v ) ...............................

crazy ( a d j) ...............................

explode ( v ) ................................ / explosion (n)

fig h t (n & v ) ...............................

gas ( n ) ...............................

glide ( v ) / glider ( n ) .............

goblin ( n ) ...............................

jum p ( v ) ...............................

kiss (n & v ) ...............................

knock someone o ut ( v ) ...............................

mask ( n ) ...............................

save ( v ) ...............................

science ( n ) ................................/ scientist ( n ) ..

scientific ( a d j) ...............................

scream ( v ) ............. .................

spider ( n ) ...............................

spider sense ( n ) ...............................

w eb ( n ) /w e b b in g ( n ) .......

shoot ( v ) / past s h o t...........

 ••SCH O LASTIC

LEVEL 1

‘Spider-M an w as b ig n e w s in N ew York. A ll the n e w sp a p ers h a d

sto rie s a b o u t him . B u t w ho w as h e? N o o ne k n e w !'
Peter Parker has lots 0/ problems. He loves MJ, but he can’t tell her And his uncle
Ben died because 0/ him. But Peter Parker is also Spider-Man and he must save
New York Jrom the Green Goblin. Can he do it?

With Fact Files on the Spider-Man comic,

Spider-Man’s New York and Thanksgiving!

Scholastic Readers are a unique blend 0/ contemporary teenage fiction

and m agazine-style Fact Files, simplified for students of English.
Each story Jocuses on issues that will m otivate and engage teenage
classes and the Fact Files explore the themes raised in each story
They are published at four levels from Starter to Intermediate.

Beginners Elementary
Pre-A1 A1
(300 Headwords) (600 headwords)

Pre-Intermediate - Intermediate
Intermediate B1
A2 (1500 headwords)
(1000 headwords)

www.link2english.com
MARY G LA SGO W M A G A Z IN ES
ISBN: 978-] -9.04-72063-f
9781904720638
Esnsm p ? ctur Be s E E

7 8 1 9 0 4 720638 >