FADE IN:

INT. SCIENCE LAB

TOBEY MAGUIRE, KIRSTEN DUNST, JAMES FRANCO, and VARIOUS TEENS are on a field trip.

TOBEY MAGUIRE (V.O.)

Hi, I'm Tobey Maguire. This introductory narration is banal and trite, existing only to set up my last line of the film. Anyway, if someone told you I was just your average kid, not a care in the world, somebody probably walked out of the theater after the first act to go see Star Wars again.

KIRSTEN DUNST

Desire me.. Desire me.. Desire me..

TOBEY MAGUIRE

Sigh. I've been in love with Kirsten ever since I saw the September 2000 issue of Maxim.

JAMES FRANCO

As your only friend, Tobey, I have to tell you that you should talk to her. But, um, if you don't want to or something, I'll go bang her for you, if that's cool.

TOBEY MAGUIRE

I.. I.. can't talk to her.. I'm an awkward nerd, just like the audience. If only I had the super powers of a spider, THEN she'd like me.

JAMES FRANCO

Yeah, or if you looked like a Dawson's Creek reject like me.

He approaches KIRSTEN.

JAMES FRANCO

I heard you liked being in "Dick".. Or maybe that was the other way around..

KIRSTEN DUNST

For the last time, James, yes, the carpet DOES match the curtains, now go away.

While TOBEY mentally undresses KIRSTEN, a spider bites him on the hand.

TOBEY MAGUIRE

Heavens! I've been bitten by a radioactive...er, I mean.. a genetically engineered spider! And now I feel extremely woozy and sick. I certainly shouldn't call a doctor. Instead I will go home and lay on the floor until I get super powers.

He does this.

TOBEY MAGUIRE

I hope I get invisibility powers!

(vomits)

INT. TOBEY'S ROOM - THE NEXT MORNING

TOBEY awakens. He can see without his glasses, and he has muscles. He also implies that his penis grew, because one of the many powers of the spider is apparently LARGE GENITALS.

TOBEY MAGUIRE

(looking in mirror)

Wow. My vision is corrected and I seem to have gone on a five month diet and exercise plan overnight. I will react in virtually no way to this. Time for school.

CUT TO:

INT. SCIENTIFIC RESEARCH LAB

WILLEM DAFOE enters a GIANT SCI-FI CHAMBER in the middle of his LABORATORY.

WILLEM DAFOE

I must test out my bright green suit, silly flying device, and green gas in order to prevent my company from going out of business.

DOCTOR IGOR

But master, the green ooze we stole from the Ninja Turtles movie is known to cause insanity!

WILLEM DAFOE

I'm Willem Dafoe. Look at me. Nobody is going to notice if I'm cackling a bit more than usual.

He consumes GREEN GAS. Lights flash, thunder crackles, and the Danny Elfman score becomes ever so slightly dramatic.

DOCTOR IGOR

Oh shit! Willem is transforming before my very eyes...

He jumps out of the chamber.

WILLEM DAFOE

That's right! I have become...uh..

(looks at himself)

Shit, I look exactly the same. Why did Tobey get muscles and I'm still all wrinkly and gaunt? This makes me.... ANGRY! GOBLIN SMASH!

He kills his assistant.

WILLEM DAFOE

Muahahaha! Now, I will become the campiest, most over-the-top villain the world has ever seen! I have clearly not learned my lesson from Speed 2!

EXT. ROOF

TOBEY jumps from rooftop to rooftop with the help of SURPRISINGLY AWFUL CGI.

TOBEY MAGUIRE

This is fun! Now if I could only figure out how to work the web shooters....

TOBEY makes the film's THREE HUNDREDTH REFERENCE to the SUPERMAN movies as he attempts to shoot his web.

TOBEY MAGUIRE

Hmm. How do I do this?

He consults his manual.

TOBEY MAGUIRE

(reading)

Let's see.. to shoot web, press and hold the A button and move forward on the D-pad...To swing from the web, press B....

He succeeds!

COMIC BOOK NERDS

His web shooters are organic?! Worst comic book movie EVER!

TOBEY MAGUIRE proceeds to make an amazing costume.

TOBEY MAGUIRE

Holy shit! I've gained the spider powers of costume designer James Acheson!

CGI TOBEY MAGUIRE, in costume, swings through a CGI CITY on a CGI WEB whizzing by CGI PEOPLE and CGI CARS. This is supposed to be THRILLING, but its cartoony fluidity makes it TAMELY UNREMARKABLE.

TOBEY MAGUIRE

Uh oh, the second act is starting, I better get to the World Unity Parade.

EXT. WORLD UNITY PARADE

The ENTIRE CAST is present at the parade. So is MACY GRAY, for no good god damned reason at all.

KIRSTEN DUNST

This sure is a grandiose, colorful parade we are enjoying.

Suddenly, CGI WILLEM DAFOE enters on his DOOHICKEY.

TOBEY MAGUIRE

Oh no! The cackling, insane villain who was created as a result of green goo has made himself known to the world at a parade, where he plans to bring destruction to a city of innocent people!

KIRSTEN DUNST

Are you worried Spider-man won't be able to save us?

TOBEY MAGUIRE

No, I'm worried everyone will confuse this movie with Batman. The fact that Danny Elfman ripped himself off doesn't help, either.

CGI WILLEM DAFOE

Ha ha ha! Now, I will wreak havoc upon those who have opposed me!

CGI WILLEM DAFOE brutally murders his board of directors.

CGI WILLEM DAFOE

Let's see... military guy who threatened to stop financing me - check. Board of Directors who fired me - check. Yep, looks like I've killed everyone I wanted to kill. I guess now I'll just have to kill my son and his girlfriend, because I am a villain, and that is what villains do.

CGI TOBEY MAGUIRE

Not so fast, CGI Willem Dafoe! You are in some Clear and Present Danger! Ha! Quiver at my charming, sarcastic wit!

CGI WILLEM DAFOE

Weren't Spiderman's wisecracks in the comic books funny?

CGI TOBEY MAGUIRE

I don't know, but what I do know is it's time for a Mississippi Burning... of you. By me.

CGI WILLEM DAFOE stares blankly at CGI TOBEY MAGUIRE.

CGI WILLEM DAFOE

You can't see through my expressionless mask, but I'm staring at you with disgusted contempt right now.

CGI TOBEY MAGUIRE

Hey, at least my costume doesn't make me look more like an action figure than my actual action figure.

CGI WILLEM DAFOE

You bastard! Time for you to take a Ride With The Devil!

They FIGHT. Then they FIGHT some more. Then CGI TOBEY MAGUIRE rescues KIRSTEN DUNST.

KIRSTEN DUNST

You saved me! And you copped a feel while we were swinging. I think I love you.

CGI TOBEY MAGUIRE

What about your boyfriend?

KIRSTEN DUNST

How do you know about him? And why is your voice so familiar?

CGI TOBEY MAGUIRE

Oops! Bye!

He swoops away. TOBEY MAGUIRE enters.

TOBEY MAGUIRE

Oh, hey Kirsten. I was just in the area. How's it going?

KIRSTEN DUNST

Pretty well, Tobey. I think I'm in love with Spider-man.

TOBEY MAGUIRE

Funny you should mention that, I happen to know him quite well, as I am his photographer.

KIRSTEN DUNST

That's the stupidest thing I've ever heard, Tobey. Seriously, no real person would say that and expect to keep their identity a secret. You need to be more careful. Speaking of being more careful, I'm going to walk home in the dark now. And take a detour into a dark alley that dead ends. See ya.

She leaves and gets AMBUSHED by STOCK THUGS.

STOCK THUG

Let's rape her and kill her and rape her again. Bwa ha ha.

Suddenly, CGI TOBEY MAGUIRE appears and saves her AGAIN.

KIRSTEN DUNST

Okay, I did that one on purpose so I could see you again. Hey, look at my nipples through my wet shirt!

CGI TOBEY MAGUIRE

Yeah, I saw those in the trailer. That's probably why people came to see the movie. Anyway, I've got to go, I've got a meeting with CGI Willem Dafoe.

EXT. ROOFTOP

CGI TOBEY MAGUIRE talks to CGI WILLEM DAFOE.

CGI WILLEM DAFOE

So, Tobey, I was wondering if you wanted to join me?

CGI TOBEY MAGUIRE

What, are you kidding? Join you in what? Why are you even asking me such a stupid question?

CGI WILLEM DAFOE

Because this is the part in the Superman script where the bad guy asks the good guy to join him.

CGI TOBEY MAGUIRE

Well, no.

CGI WILLEM DAFOE

Fine! Then I will kidnap Kirsten Dunst! If you wish to see her again, be at the bridge in an hour! Bwa ha ha!

INT. QUEENSBOROUGH BRIDGE

CGI WILLEM DAFOE dangles KIRSTEN DUNST on his left and a cable holding up a CARFUL OF CHILDREN on his right. Seriously.

CGI WILLEM DAFOE

I hate you, Spider-Man! Now I will make you choose between innocent children and the love of your life!

CGI TOBEY MAGUIRE

Why?

CGI WILLEM DAFOE

Uhh..because your costume is exactly the primary light colors mine is not! How the hell should I know?

CGI TOBEY MAGUIRE

This is completely ridiculous.

CGI WILLEM DAFOE

This is only the beginning of my over-the-top villainy! Later, I plan on putting a kitten in a microwave with a timer on it that can only be defused by solving a puzzle cube!

He drops them both.

CGI TOBEY MAGUIRE

Shit, shit, shit! If I choose Kirsten, I am a horrible person for allowing innocents to die. But if I choose the children, what kind of man am I for allowing to die the woman I love? There's only one thing I can do.

He grabs KIRSTEN and the CABLE as well.

CGI WILLEM DAFOE

No, look, pay attention. You were supposed to make a CHOICE. That was the damned point.

CGI TOBEY MAGUIRE

Kirsten, grab on to my genitals. For, uh, safety.

KIRSTEN lowers herself onto the CABLE CAR, which CGI TOBEY lowers slowly to the ground.

CGI WILLEM DAFOE

Fine! Then I will kill just you!

Suddenly, he is pelted by fruit! The New Yorkers on the bridge are attacking him!

CGI WILLEM DAFOE

What, seriously? This is just mindlessly pandering to our unusually strong sense of national unity.

CGI TOBEY MAGUIRE

Ha ha! That's right, New York! When you let six-foot action figures kill costumed superheroes, then the terrorists have already won!

CGI WILLEM DAFOE

Grr! I will take you away from here to an isolated sound stage!

They speed off to the side and the cityscape awkwardly shifts to a small abandoned building. CGI WILLEM beats the hell out of CGI TOBEY. CGI TOBEY beats the hell out of CGI WILLEM.

CGI WILLEM DAFOE

Wait! Don't kill me! The green ooze causes me to be insane! Truly, this brings up the question of if I am truly guilty or merely a victim to the manifestation of my own hubris!

His DOOHICKEY crushes his TESTICLES against a RUBBER WALL.

CGI WILLEM DAFOE

Gark! Man, I picked a bad time to be a villain. A little earlier and you wouldn't have even existed.

(dies)

CGI TOBEY MAGUIRE

Once again, the city is safe from giant plastic toys.

EXT. NEW YORK CITY

CGI TOBEY MAGUIRE swings through the streets, eventually landing on the EMPIRE STATE BUILDING with the EMPIRE STATE BUILDING visible behind him.

TOBEY MAGUIRE (V.O.)

So, back to the stupid narration.. Who am I? I'm Darkman. I mean, Spider-Man! Dammit!

END