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FAQ/Walkthrough by a_heavenly_body

Version: Final | Updated: 10/19/05

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Author  : a_heavenly_body
Game    : Spider Man 2
Console : Playstation 2
Version : Final
Type    : Full FAQ/Walkthrough
Copyrite 2004 a_heavenly_body


Version History : 

07/14/04............................ Version 1.0 completed. 1st Full version
07/15/04............................version 2.0 completed. Chances are that
                                    this is the final version as i think 
                                    this guide is very much complete.
07/15/04............................Added www.cheats.de to the authorised 
                                    websites to hold my guide.
07/16/04............................Added www.ign.com to the authorized sites
07/16/04............................Added John Marcotte to The credits sectio
                                    for a strategy for the 2nd shocker battle
07/19/04............................v2.8 Added a couple more people to the
                                     credits. Gamerstemple is authorized now.
                                    Plus http://spiderx.servegame.com 
07/20/04............................All right this is the final update I will
                                    not update this guide any further and no
                                    more contributions etc will be accepted.
07/28/04............................Added http//www.gamerspot.com and
                                    http://www.supercheats.com to the 
                                    authorized websites. Redid the extra
                                    activities section. This is the 
                                    absolute final version.
12/10/05............................Added character histories.

18/10/05............................Added Mary Jane character profile.


Contents : 

3-Hero Points 
5-Piece of Advice
Chapter 1- "What might have been"
Chapter 2- "A day in the life"
Chapter 3-Punctuality is the Thief of Time
Chapter 4-"All in a Days Work"
Chapter 5-"A meeting of the minds"
Chapter 6-"Cat And Mouse"
Chapter 7-"Pride And Prejudice"
Chapter 8-"Sugar and Spice"
Chapter 9-"When Aliens Attack"
Chapter 10-"when good men go bad"
Chapter 11-"the underside of crime"
Chapter 12-"Shocking Development"
Chapter 13-"Cleaning the Slate"
Chapter 14-"Burning Bridges"
Chapter 15-"To Save the City"
Chapter 16-"The First Day of The rest Of your Life"
Chapter 17-"The second day of the rest of Your Life"
8-Extra Activities
I.The Video Game Arcade
II.Mary Jane Missions
III.Photo Missions or Bugle Missions
V.Pizza Missions
VI.Fight Arena
VIII.Hint Markers
IX.Movie Theatre
X.Other Titles in The awards Screen in the Main Menu
XI.Strategy to reach the statue of Liberty After the Mysterio Mission
10-Copyrite Notice
11-Character Histories



X Button - Jump. Keep it pressed and when the jump metre fills up, let go and
you will take a very high jump. Only press it and you will hop.

Square Button- Attack. Unlike other spider man games. There are no separate 
punch and kick buttons. Square button is a combined punch and kick button.

Triangle Button- Web Attack. Can be used for web tying an enemy and is used
in combos etc.

O Button- Used to cling on to walls. Unlike other spider man games, while 
swinging if you bump into a wall you donot cling to it. The O button in this
game is used for this purpose. While crawling a wall press L2 button to crawl
at an improved speed.

L1 Button- Spider Reflexes Mode. In this mode you can do special attacks, plus
your attacks do double damage.

L2 Button- Sprint. Press L2 while walking and you begin to sprint. Press it
while swinging and you take a very fast swing forward.

R2- Swinging. Keep pressing R2 to change web lines and keep swinging.
Down directionol Button on D-Pad- Target Lock on. Quite useful, particularly
in boss fights.

Up Directional Button on D-Pad- Spider Reflexes Mode. Same as L1 button. 



Pressing the select button brings up the map. It is very useful. Dollar Signs
indicate Upgrade shops, where you can buy upgrades.
Blue star in a blue circle trigger races around the city.
Blue circles with a green question mark sign are hint markers over the city.
A movie camera indicates the movie theatre you have bought.
Light Blue Star indicates the fight arena you have bought.
Green Building with SOHD written under it is Mary Jane's House.


3-Hero Points

Hero points can be earned in many ways. Doing the tasks that continue the story.
In the in-game minimap on the lower left corner. Randomly small green circles 
will keep popping up and some time a blueish purple circle. All are citizens in
disterss. Go and talk to a green circle and you will get random missions such as
he got hurt get him to the hospital, suprise ambushes, stop that car, foil bank
robbery, help police in gunfight, prevent that man from falling ect. All these 
will be repetitive, will earn you 150-250 hero points on each mission done. The
blueish purple circle is either a kids balloon floated away retrieve it, or a 
person snatched my purse bring it back or a citizen being beaten up by gangsters
etc. They also bag you 150-250 point. Another way to earn points is to deliver 
pizzas. The pizza shop is located on your map as a yello white pizza. Opening
each hint marker bags you 10 hero points Do the races around the city 40 percent
of the races are easy 30 percent medium and 30 percent hard. They also bag you 
hero points. (Check Out The Extra Activites Section)



Combat upgrades can be bought from the varoius shops represented by a dollar 
sign all over the city. All upgrades cost hero points. All the combat upgrades
in the game are as follows :

Grapple--- Triangle + Circle
Multi Web Level 1--- while webbing up an enemy press and hold triangle
Multi Web Level 2--- while webbing up two enemies press and hold triangle
Multi Web Level 3--- while webbing up three enemies press and hold triangle
WhirlWind Kick ----- After dodging press square + square
Jaw Launcher ----- In Spider Reflexes mode, press Square + square + X
Hero Punch ------ Fill jump metre to full then press square
Launch Kick ----- After dodging press square + X
Yank Behind ----- square + Triangle + O
Multiwebhammer- square + square + triangle (multiply by 5)
Rising Knee Kick ---- Square + Triangle + X
Earth Breaker Punch --- Triangle + square + X
Interceptor Kick---- Triangle + square + tiangle + square
Dizzy Strike -----  Square + Square + O
Rising Shoulder Charge --- Charge Jump Metre to full and then press square
Super Web --- Triangle + Square + Triangle + Triangle
Web Hanger -- Square + Square + Triangle + X
Air Pile Driver ---- Triangle + O(and after 2 seconds) + O
Air Web Slam --- Triangle + O(and after 2 seconds) + O
Stairs Steps Kicks --- Square + Square + X + X (multiply by 4)
Double Heel Kick --- Square + Square + O + Square

Tell me if i missed some combos or wrote a wrong combination


5-Piece of Advice

1.Use the normal swinging mode. It gives you more control.

2.Conserve your spider reflexes mode for boss fights. In normal city chases 
etc use it only when the going really gets tough.

3.In almost every task list you have to earn certain amounts of hero points
along with a task that progresses the story. I suggest you do the story task
first as these give you 1000-2000 hero points and thus reducing your work for
gathering the remaining hero points to minimum.

4.Whenever you go to buy an upgrade buy everything you can with your current 
amount of hero points. It helps to get used to combos earlier.



Lets Start.


Chapter 1- "What might have been"

This is just a tutorial stage. Not much of a trouble. Just follow ol'Brucees
advice and its ch 1 complete.


Chapter 2- "A day in the life"

Some instructions from bruce, then you have to fight a couple of thugs, 4 to
be accurate. They are very easy. I'd suggest you do my favourite attack here.
Its very useful and make it a habbit to use it every so often on bad guys. 
Press L2 and sprint towards an enemy and press square when near him knocking
him in the air with you jumping as well and press the square button multiple
times while in air to hit him constantly which in 60 percent of the cases takes
the thug out. After all are out cold talk to the arcade owner and then buy 
swing upgrade 1 from the store round the corner. Ch2 done.


Chapter 3-"Punctuality is the Thief of Time"

Ok You remember you are late for class so start swinging towards the blue marker
On your way the marker moves to a women screaming 4 thugs have her case of come
sorts So head towars her and keep fighting till all is over. Return her case and
head towars your class. Press square at the icon on the roof to change and then
watch the cinematic.
Done Now in your to-do task list you have to earn 2000 hero points and go to the
pizza parlour(white marker is pointing towards it)I'd say start earning the hero
point looking for green and blue markers like i told you in hero points section
After 5 minutes you remember you are late to meet some friends so hurry at the 
blue marker and press square on change clothes icon. After cinematic go to the 
pizza parlour plus racking up hero points on the way, Wont take too long for
both to get done. 
Now the forgetful brain of spidey remembers mary jane. So hurry towards the blue
marker. After the cinamatic follow the blue marker to find out what those thugs
are up to. Thay are i thing 8 in number and planing for some midnight shopping.
After you take all out, you meet a new character, Guess who, Black Cat but she
runs away So keep following her using the marker in front of you It can be tough
the first time but after a couple of tries you will eventually catch up to start
a cut scene and if everything is done on the task list. Ch 3 done.


Chapter 4-"All in a Days Work"

Task List:

Complete Bugle Mission
Buy Level 2 Swing upgrade
Earn 3000 more hero points

Start by going to the bugle building. On its roof an airvent leads you inside,
once in follow the marker to betty and press square to talk to her. After the
cutscene go to the batrooms,change clothes and then follow the yellow marker to
a very tall building Now follow the markers,press square buttons to take the 
pictures. Go back to the bugle the usual way Enter the news room for a cut scene
and then change clothes in the bathroom.
Now cutscene starts and a boss fight Its RHINO. His attacks are getting near you
and swinging the trashcan at you and other is chasing you Now to deafeat him get
close to him and when he starts swinging that object at you just keep pressing O
when ever the spider sense flashes. After that he gets dizy Nows your chance Hit
the L1 button for the spider reflexes and mash the square button. This will most
of the time takeout quarter of his health After a few seconds he recovers so hit
L1 again to turn off Spider Reflexes, jump away keep repeating this to beat him
Or when he charges at you press O button when the spider sense flashes to jump 
and then hit square button to deal him damage By the way have the target
lock on through out the fight. 
Now you should have 40 % of the hero points done so get the remaining half and
then buy the upgrade. Level 2 swing. Chapter done.


Chapter 5-"A meeting of the minds"

Task List:

Go to Octavious Apartment
Buy Grapple Upgrade
Earn 2000 more hero points

First go to octavious apartment After cutscene finishes you should get some hero
points Now earn the 2000 hero points and then go to the store to buy the Grapple
upgrade. Very Useful. Chapter Done.


Chapter 6-"Cat And Mouse"
Task List

Find 5 photo Op Tokens
Go to Mary Janes Apartment
Buy level 3 swing upgrade
Earn 2000 hero points

Start with the 5 tokens Follow the yellow marker and when you get close 5 yellow
markers show up and you have to get all of them Very easy After you get the last
one a cutscene starts and then a black cat chase. Same thing. Follow the marker 
keeping an eye on the distance metre This is harder then the last chase and will
require a couple of tries At the end a cut scene and a whooping 1000 points. Now
go to mary janes apartment following the white marker and then another marker 
shows up and you have 40 sec to get to it More then enough time as the marker is
nearby Change clothes and after the cinematic earn the remaining hero points and
then go to the shop for the level 3 upgrade. Chapter done.


Chapter 7-"Pride And Prejudice"

Task List:

Complete Bugle Mission
Earn 3000 hero points

Go to the bugle the usual way Then a new marker shows up so get there and enter 
the arena. Boss fight with Mysterio Now the rules are there are 3 rounds and you
have to beat mysterio by putting more thugs in the green pit which changes often
Drop it in any other pit and its useless Its easy press O + Triange to grapple
a thug and then charge your jump metre and jump toward the green pit. Beat him
by staying in the lead for 3 rounds. 
Now the second part In this area you have to avoid being hit so start by
sprinting towards the blue marker in front of you and when you reach it press
the square button. The platform will rise. Now to get to the next marker you
have to wall crawl so do so towards the blue marker and then press square 
to again move the platform. This next area is also simple so keep wall 
crawling and avoid the gaps as well and press the switch. In the next area the
platform takes you to the next area where the the floors will not be stable
but not to worry just wall crawl your way to the next button and press it.
The next area the platform takes you to is an area where the tiles next to
the button are rotating in a specific pattern so note that pattern and follow
it to the next blue marker i-e the switch and press it. The platform now
takes you to the second last area. Here the walls are sliding past each other
so what you have to do is wait for the tile to slide then quickly press L2
while crawling to crawl fast onto the next tile. Keep repeating to get to
switch and press it and let the platform take you to the last and no doubt
the hardest area. The wall tiles are moving clock wise and when you get to
the side where mysterio is then its a definite lost challenge. Strategy is
to jump from wall tile to wall tile by filling your jump metre to a quarter
and then sprinting and letting go. This will result in a low jump thus
avoiding mysterio's hits. Keep repeating and press the switch at the end for
a cut scene and battle many hero points. Now just get the remaining hero
points to finish this chapter.

Chapter 8-"Sugar and Spice"

Task List:

Go to Octavious Apartment
Buy swing upgrade 4
Earn 3000 hero Points

Follow the blue marker to Octavious Apartment After the video you have 3 minutes
to go to mary jane So hurry at the marker Now a cutscene starts with a building 
being robbed 1st take out the sniper on the roof, then the 5 thugs on the ground
Spider reflexes very helpful Now a getaway truck with a sniper at its back is on
the loose Follow it, land on it and mash the square button Remember to press O
when spider sense flashes. Now two thugs come out of the truck. Before you deal 
with them take out the sniper on the back of truck and then beat the two thug
Now go to the blue marker After the cutscene another cat spider chase starts. so
again follow the marker Now you have another 5 thugs to beatup If you are low on
health just go on top of a building and let cat do the work for you It will only
take her a couple of minutes. Or you could fight down there with her. Either way
after that earn the remaining hero points buy the level 4 upgrade and you r done


Chapter 9-"When Aliens Attack"

Task List:

Complete Bugle Mission

Glitch Alert:

There seems to be a glitch or bug in this chapter. The chapter just refuses
to start. If you are a victim of it then my suggestion is to reset your
console. If that works good if not then start a new game.

Go to the Bugle the usual way After the cutscene change clothes again, you see
another cutscene and you now have another destination to reach which is inside a
building and the time is 1:35 Which is not quite sufficient so hurry towards the
building, enter it, charge you jump meter and enter the door the top floor. You 
are on a balcony with two balconies on the right and left. Both have persons 
hanging. Right one also has 1 extra person. Get the 2 hanging ones and then the
one on the right balcony and bring them one by one to the balcony you started on
After that rescue the 3 reporters on the floor Then activate your target lock on
and when you get near mysterios machines mash the square button which usually 
takes them out. Take them all out to trigger a cutscene.
Now you have another location to go to without any time limit. Get there at your
pace Now you have to get to liberty island swinging by those cypher type floting
things Its hard but the secret is pressing L2 to fast swing forward with thejump
metre full charged ,then releasing it at the peak of your swing After you reach
liberty island take a full charged jump and connect your web line withthe cypher
type floating things which will take u pretty high. The idea is to destroy the 8
orbs. So when the cypher takes you to the top charge your jump and connect with 
the pole near and orb lock onto it, jump towards it then mash the square button
Conserve your spider reflexes After you take out all 8 orbs the shied around the
brain goes off. Swing towards it charge your jump metre, press L2 to do a fast 
swing forwar and release at the peak of your swing, in most cases you will land
on the brain avoiding its blades. Now hit the L1 button for the spider reflexes
and mash the square button. 5 Puches are required. You have to do this fast or
the orbs regenerate and you have to repeat the whole process.
Now another marker shows on map. Follow it to mysterio's hideout. Enter via the
window to start a cutscene.
Now you are in the funhouse of doom. Take out the bouncing dummy using any type
of attack that seem fit. Be careful though it backs with an axe. The best attack
i'd say wud be Sprint towards it and press square and then quickly back off. 
After its done go inside. Take out three more of these dummies and jump and 
enter the opening and then go down. This is a room full of mirrors. Any mirror
that catches ur reflection an image of you comes out to fight you. The best
tecnique here is have 3 images which is the maximum follow you and then break 
the mirrors to discover and ray coming out from it. From that mirror break every
3rd mirror for another ray ,sprinting away from the images. Then when all are 
done enter the newly opened door.End of chapter.

Chapter 10-"when good men go bad"

Task List

Buy level 5 swing upgrade
Earn 3000 hero points

Start earning the hero points. Eventually spideys super human forgetful brain
remembers he had to go to octavoius. So follow the marker, change clothes to
start a cutscene. Now starts a very difficult stage. The idea is to take out
the 4 control panels around the room. The threats are the shield that surround
these control panels and a frequent elctric discharge. Press O as soon as your
head flashes to dodge it or be hit. If you run into a shield you lose a quarter
of your health, in simple words 4 hits and restart mission. The first control
panel is right in front of you but WAIT! you will see a shield fluctuating,
its ppattern is small and large, as it get large prepare ur sprint button and
as soon as it goes small hit the spider reflexes button and sprint to the panel
hit square to destroy it and back off immediately before the shield enlarges
and turn of spider reflexes. Now the shield fluctuation has changed, its big
medium small. So as soon as the shield goes medium from large sprint towards
the panel on your right. Try to do it without using he spider reflexes. Now 
destroy the panel. The shield fluctuation has changed now. Its big medium big
medium small medium small medium. Electric discharges are now more frequent.
Now you have to again go the panel on your right. Get ready after the second
big and then sprint towards the panel. Use spider reflexes if necessary. Now
destroy this panel and only one is left. Electric discharges now become very
frequent. Now the pattren for the field is big medium small big small medium
small.  Now again wait for the seond big and then sprint towards the last 
panel. Use spider reflexes if necessary. Destroy it. Finally over. Now start
earning the hero points and buy that upgrade. Then again mighty forgetful brain
of spidey realizes something. So head to the blue marker. On the way you are
greeted by 4 of mysterios machines. Take em all out the usual way. After the 
cutscene follow the blue markers and after the cutscene chapter done. 


Chapter 11-"the underside of crime"

Task List

Meet Aunt May at The Bank
Earn 4000 hero Points

Start by following the white marker to the change clothes and after the cut
scene boss fight. Doc OCk. This is difficult but i found a way or an error
you can say that beats ock with one punch without having to take out his
thugs. You see after bieng beaten 2 or 3 times i got really frustrated and
thus in a desperate attempt as soon as the game loaded i hit the L2 button
sprinted towards OCK and hit square when very near him. To my utmost surprise
his health immediately went zero and the cutscnene started where he escapes
leaving behind three thugs. The other three i had not even touched were gone.
Try this, if it works ok if not then beat him by first taking out his thugs 
and then the usual hit and dodge tecnique. After he escapes take the other 
three thugs out to start a cutscene and then you have 30 secs to go to the 
roof of the bank. Then you have to chase the helicopter in which OCK is 
escaping. Its an easy chase lasting only 16-17 seconds. Now after the small
cutscene swing fast pass the train to aunt may. Dont try sprinting though.
When you get very near her a cutscene starts and when it ends you get 1500
points. So just earn the rest of the points to finish this chapter.


Chapter 12-"Shocking Development"
Task List

Go to your apartment
Earn 4000 hero Points

Allright. Follow the white marker to your apartment. You are greeted by a cut
scene. Now follow another blue marker to osbourne building where you again see
a cutscene. After it finishes another cat spider chase starts. Same as before
follow the blue marker and keep an eye on the distance metre on the top right
corner. The chase ends in front of an abondoned factory. enter and keep going
forward till a cutscene starts. Boss Fight. Its the shocking SHOCKER.This is 
easy. Avoid the turbines in the center of the room. Keep swinging around while
dodging his attacks. Target lock on helps and when you get close hit the spider
reflexes button and mash the square button. After a few punches immediately 
turn off spider reflexes as well as target lock on and charge your jump metre
and swing as far away from him as possible. Because after a couple of hits he
gives of MEGA shock which almost covers 70 percent of the room and if you get
hit, takes a large chunk of your life away. Keep repeating this, eventually 
he will call in reinforcements but ignore them, black cat will give them some
thing to do. Keep repeatng this eventually you will win to trigger a cut scene
Now get the remaining hero points to end this chapter.


Chapter 13-"Cleaning the Slate"

Task List

Complete Bugle Mission
Earn 4000 Hero Points

Start by going to the bugle. Enter the usual way. Now yyou have a blue marker
to follow. So head towards it till a cutscene starts. Now head to the new  
marker. Boss Fight. Mysterio. He is soooooooooooooooo easy. Belive it or not
all you have to do is hit him once in any way you like and he is done. After
the cutscene follow the marker to the bugle.After the cutscene you leave 
bugle for another cutscene and then you go back to bugle for another cutscene.
Another cat spider chase. Keep following her. On your way you will meet shockers
thugs so the chase pauses while you take care of them. There will be two 
batches of thugs on different buildings. The chase ends in front of an old
factory. Follow the yello marker till a cutscene starts. Boss Fight. Shocker
again. This time he has a shield protecting him. So keep swingind around till
cat says to you to go to the console opposite her and press square near it. 
So locate her and go to the oposite console and hit it. It temporarily takes
down shockers shield. So go to him hit spider reflexes buttuon and let him
have it. Remember back of after a couple of hit cause he still has his mega 
shock. His shield then regenerates so keep swinging around till cat says you
to activate the console opposite her. Do it to again take his shield down for
ome time. Hit L1 and let him have it. Remember to back off after a couple of
hits to avoid the megashock. Now again keep swinging around till cat says to
go her opposite console. So do it. This time his shield goes down permanently.
So let him have it bewaring of his mega shock and other attacks. When he is
out a cutscene starts. Now bag the remaining hero points to end the chapter.

Extra Strategy
John Marcotte suggested to me 
Rather then swinging around avoiding shocker blast while waiting for cat its
much more easier to swing to one of the platforms and wait for cat. Shockers
blasts cannot reach you there and if you are lucky you be at the right panel
to help cat take down the field. If not then webzip to the right panel.
Thank You John.


Chapter 14-"Burning Bridges"

Task List

Earn 3000 Hero Points

After the chapter starts the super brain of spidey remember he had to meet mj.
Time is enough. Go under the bridge carefully. And land at the marker. Cutscene
and then you have to fight 3 thugs to start another cutscene after that another
marker shows up. Go to it. Now its a cat spider RACE. Yes you have to race her 
to the marker. If you lose still ok if you win you get 500 extra points. Anyways
when you rach a cutscene starts and you now have to fight some big machines with
missile launches with snipers and gunman every where. You now have two choices,
First to jump down there like a hero and being beatun up and restarting the 
mission 12 times or choose a high safe spot where you cant get hit and let cat
do the job for you. She cant die. And it will only take her 10-12 minutes. It
can be an oppurtunity to surf the chanels. I took the 2nd choice. Either way
when you are done a cutscene starts. Another blue marker shows up shortly after
wards leading you to a cutscne with cat.Now you have another blue marker to go
to. Go there for a change clothes and a cutscene and very shortly afterwards
another one. Now rack up the remaining hero points and ch done.


Chapter 15-"To Save the City"

Task List

Go to your Apartment

Follow the white marker to your apartment for a cutscene. Now you have another
marker and you are timed But it is quite enough time. So change clothes for a
cutscene. Now you have another location and are again timed. But time is still
plenty and you should make it with 10-15 secs to spare.Cutscene. Boss Fight.OCK
He is on the train so swing to the train and when on it lock on to OCk. The 
general strategy here is that when OCK is standing on his tentacles, you cant
hit him so dodge his every attack and when he lands on his feet, hit the spider
reflexes button and start hitting him. Back off immediately after 4 or 5 punches
as he will now do a series of attacks whick you need to dodge. Dont waste your
spider reflexes and dont fall off the train or else you'll have to chase it down
When his heath drains to zero a cutscene starts and after it ends you have 
another location to go to. Time is 1:00,which is tough so dont waste a second
and keep swinging. The location atop a building near the water. Enter via the
hole in the roof to trigger a cutscene. Final Boss Fight. OCK. All right, now
you have nine panels to destroy, the shield fluctuation has no pattern that i
know off and ock is covered by a shield which protects him from the fluctuation
and he will follow you every where to beat you up. Now as soon as you regain
control charge your jump, sprint and let go to the panel on your RIGHT. Watch
out for the electric discharges through out the level. Now take out this panel
with the square button. And head towards the next. Also take it out. Go to the
other same way, if you donot charge your jump and sprint and swing, you wont 
make it, now go to the next panel, this one should have mary jane standing on
it. take out this panel. Charge your jump and jump straight above and cling to
the wall and sprint crwal to the left for another panel. Now go to the lowwer
wooden floor and take out the three panels here. Watch out for the shield as 
well as OCk. The floor here also has a big crack but dont go in yet. Take all
three panels here down and you will have just one panel left. Now go in the 
crack cling to wall and WAIT for a shield fluctuation and then sprint crawl
towars the panel. Take it out to triger a cutscene. Now OCK is not protected 
by a shield and you have to fight him. The best strategy would be to swing to
the top of the ware house and stand on the walking platform, OCK will land a 
little far from you and run on his feet towaards you. Now is your chance. Hit
L2 and sprint towards him and press L1 near him while sprinting and hit square
when near him. This will 50 percent of the time knock him into the air and then
motion less on the platform for a couple of seconds. So smack him a couple of
good ones and then turn off L1 and back off immediately as he will now do a 
series of attacks. Keep repeating this and you'll eventually win to trigger a
cutscnene which is lengthy and after its over chapter done and YOU HAVE DONE


Chapter 16-"The First Day of The rest Of your Life"

Task List

Earn 50,000 hero Points

Yup fifty thousand hero points. Do them in every possible way. And when you get
20,000 done go buy Level 7 swing upgrade from the shop. Do 50,000 to complete 
this chapter.


Chapter 17-"The second day of the rest of Your Life"

Task List

Buy Level 8 Swing Upgrade
Earn 50,000 Hero Points

Well start earning and buy Swing level 8 .


All right this FAQ/Walkthrough is over. This is also my 1st walkthrough.I will
correct mistakes errorrs and add a few more things in the next update. Be sure
to tell me about my mistakes at a.heavenly.body@gmail.com. This Document is 
copyrite 2004 a_heavenly_body and cannot be reproduced under any circumstances
except for personel and private use.
Only www.gameFAQs.com and http://www.cheat.de and http://www.ign.com 
http://www.gamerstemple.com/  http://spiderx.servegame.com 
http://www.gamerspot.com/  http://www.supercheats.com
are allowed to host it. If i catch it on any other site
without my permission i will seek legal action.



Q.Is there any way to go to the statue of liberty after the mysterio mission?
A.See extra activities section.

Q.Where is the upgrade shop?
A.Locate $ sign in your in game map while swinging and go to it.

Q.Is there any way to play as Doc Ock?

Q. When is the next game coming?
A. I dont know.

Q.When will you update?
A. This is the last version

Q.Where is the movie theatre?
A.See the extra activites section.

Q.Where is the fight arena?
A.Read extra activities section.

Q.Where is Mary Janes Apartement?
A.Read extra activites section.

Q.I cannot beat .... boss, help me?
A.Read the walkthrough properly and follow the strategy.


8-Extra Activities

This section is devoted to the various extra activites in the game which are
not related to the story of the game but can help you earn hero points and
certain awards.

I.The Video Game Arcade

The video game arcade is located in the lower west side of the game. Just 
locate Lower West Side on your map and go to it. When you are there a green
square will show up on your map, go to it(it is in an alley) and enter the
building to start playing the games. There are four in number and completing
each one opens the other. All 4 games are as follows

A.Dodge Ball Game

In this game you have to press the O button to dodge every time a bullet is
fired at you. Beat the high score to open the directional attack game.


B.Directional Attack Game

In this game follow the ingame instructions to preform the directional attacks
and beat the high score to open the Web Attack Game.


C.Web Attack Game

In this game also follow the ingame instructions to preform the web attacks
and beat the score to unlock Air Combo game.


D.Air Combo Game

In this game you have to beat the enemy in the air longer then the time given
to beat the challenge and earn the award.


You get the Hardcore Gamer name in the awards screen.


II. Mary Jane Missions

Now to do the Mary Jane missions you first have to go to her apartment so
open your in game map and locate a green house with SOHD written under it. Go
to it and a purple square will show up on your map Go near it and press square
near the door to start these missions These missions are basically going to
random restraunts or places to meet Mary Jane in the required time limit 
which is very tight so these missions can be hard. Recommended to do these
missions with at least swing speed 6 and above. These are total 6 in number
and net you 800 hero points on each one done. You can do these any time 
during the game.


Apart from the Hero Points you also get the Charming Lover title in the award

Extra Note To Reaching her Place

Douglous Devoe suggested to me that mary janes apartment has mj written under
it in a cramped place. Its true but they are hard to read so look carefully.


III. Photo Missions or Bugle Missions

After you complete the game you can go to the bugle and talk to Robby to get
these photo missions. So first go to the Bugle by Locating a its icon on the
map and entering it via the usual game. Robbie is in the far end of the room
Press square near him to start these missions in which you have to go to a
particular building and take pictures of it while you are being timed. And
the time limit is very Tight. So its recomended to do these missions with at
least swing speed 6 and above. Each mission done nets you 1000 hero points.


Apart fromthe hero points you get the shutter bug title in the awards screen.


IV. Tokens

Tokens are small golden coloured circles found according to the token

A.Skyscrapper Tokens

Skyscrapper tokens, as the name suggests are found atop many high buidings
acros the city and getting each one gives you some hero points and getting
all of them has a special award. They are total 150 in number


Apart from the hero points you get by collecting each one and the towering
explorer title in the awards screen after you collect all of them, you also
get Wall Sprint Upgrade Level 2 for collecting all of them.



I. South New York

1. We’ll start off in the Financial district. In the south-east most 
part of New York, there is a park. The very first building when you look 
North has the shape of a half circle. It has silver/black shiny windows. 
Climb the building and on the observation deck (top of building but not 
top of elevator shaft is the first token.

2. Directly East of this building is a building that is shaped like a "L"
If you look from the top of the building you are on you can see the token
on the far end of this building. Go get it.

3. To the East of this building on your circle map you should see a green
square. In case you did not know this means you can go in these buildings.
I will refer to the green and red squares alot. Anyway on top of this
building is the token. Climb to the topof the green square and then climb
the building attached East. by the heat ducts is the token.

4. Head to the North-East side of the building the very next building to the
North-East has the token. it is on top. The building looks like a diamond on
a square in the circle map. This building holds 3 tokens. Climb the building
and receive.

5. On the South-East side of this building two standable ledges down from the
top is token 5.

6. Climb to the top of this building again. To the North side of the building
this time and only one ledge down is the token. Look to the West side. 

7. Climb back up the building and you West. You should see a skyscraper 
taller than the one your on. On the second layer from the top facing you is
the token. Climb up to get it.

8. The building across the street North has the next token. Its on top. It is
over the satilite dish on the south side of the building.

9. The next token is directly East. Climb to the top of this building and
collect your token.

10. This may feel repeatative but its not. The next token is directly East.
Climb to the top of this building and collect your token. It is next to the
antenna in the sky. 

11. To the North-East of the building for token 10, look down. On top of 
this round building is the token.

12. Climb the tall white brick building to the West. If you jump from the 
round building to the white brick building and climb, you will come to a 
ledge. On this ledge is the token.

13. Climb further up the white brick building. On the top is token 13.

14. Head West on fall straight down the building. There is a token on the
first ledge down.

15. Look West and see the white frame building with the blue/black windows.
This building has columns heading all the way up to the top. On top of this 
building on the West side is the token.

16. Climb up on the railing on the South side of this building. Counting 
columns from West to East, climb down between columns 2 and 3. The token is
in the middle, one-fourth of the way down.

17. Head back up the building to the South-West corner. You should see Oscorp
and a building before it. This building has the token. If you look above the 
tv antenna you can see it. Go get it.

18. Go the Oscorp. On top is the token.

19. Go to the West edge of the building and look out. You should be able to
see three tokens. With out going out of order, there is a building set 
directly West shaped like a triangle. At the point above the tv antenna is 
the token.

20. Look towards Liberty Island. The building in front of your view has two 
tokens. Head to it. In the satilite dish is one token....

21. .... and the first ledge down on the South side has the second token.

22. Climb back up top and look North. These buildings are the world trade
center. There are eight tokens on these buildings. Two on the one you are
looking at. Jump to the top of the building for the first token.

23. Go to the North-West corner of the building and look down. First ledge 
down on the corner has the token.

24. Head towards the next building North. On the West side one ledge off the
ground (two if you count the buildings on ground level) is the token. There
are three tokens in all on this building. 

25. Head to the top. On the top of the pyramid is the token.

26. Slide down the South side of the pyramid, hugging the wall. On the first 
ledge down on the West side is the token.

27. Follow this ledge North. The tall building to the North has two tokens.
One is on top. 

28. The other is one ledge down on the East side.

29. Head to the North-West corner of this building. Now look at the building
West. You should be able to see the token. It is on the North-West corner, 
three ledges down. Go get it.

30. Go back to the building for token 28, the one you were just on. Look 
East. The taller building to the North of the WTC Memorial has the token 
on top. Climb it to get the token. It is on a heat duct.

31.  Direcly East is a tall building with castle type towers. on the East 
side of the center tower is the token.
32. South of this building has the next token. It is right in the middle 
and you can see it from the top of the castle building. Go get it.

33. Jump to the next building South. On top is the next token.

34. Now back to the castle building. On top of the big heating unit on top of 
the building North is the token. Go get it.

35. Look West from where the last token was. You should see the next token on
top of the building. This building has two. Go to the top to get the first....

36. .... and then fall on ledge down on the South sidew for the second. 

37. Head back to the building for token 35, back to the heat duct. Head to 
the East side of the building. Looking East you should see two buildings of 
notice. One is a curved building, the other is a stacked building south of 
the curved one. The curved one has two tokens. The stacked one you should be
able to see the token on top. Head to the stacked one and retreive the token
between the elevator shafts.

38. Go the the curved building North. On the West side of the South curve is
the token one ledge down.

39. On the South-West side of the center tower is the next token. It is 
behind one of the smaller towers.

40. Head to the North curve of this building. There is a building with a
pointed top. This building has two tokens. On the South side of the building
one ledge down from the pyramid is the first token. It is in front of the
Victorian type window.

41. Drop down another ledge. The token is on the North-East corner of this 

42. Go to your in-game map at look to the North-East. There is a spiderman 
shop there. On this block is two tokens. One is on top of the building East 
of the shop....

43. .... the other is on top of the building South of this shop.

44. Look East from either one of these building. You should see a white brick
building a couple blocks away. Go to it. On the North-East side of the 
building one ledge down from the top is the token.

45. Head to the Civic Theatre. On the top of the tower North of the Civic 
Theatre is a token.

46. Head to the West tower of this building set. One ledge down on the West
side is the token.

47. Go to the middle of this building set. The building set to the North of
the middle has two tokens. One is on top of the South tower....

48. .... the other is on top of the North tower.

49. Back to the Civic Theatre. The taller skyscraper to the West has four
tokens. The first is on top of the East tower.

50. The second is on top of the South Tower.

51. The third is East of the second one on a lower ledge.

52. The last one is on the side of the East tower.

53. Only four left to go in South New York. Go to the West tower of the 
building you are on. Look to the West. Two blocks West on top of a building
is a token you should be able to see. Go grab the token.

54. West of this building is one with a clock. Get on top of it and head one
ledge down on the South side.

55. The building North has two tokens. The first is on the lower top roof on 
the North side. 

56. The second one is on the North-West corner, three ledges down. South New
York is done. 

II. East of Broadway

57. Small section, only fourteen tokens. We are going to start at the 
Activision building and head South. The Activision building is five blocks 
South of Central Park. It is a Octagon shaped building on bouth your in-game 
and circle map. It is also at Times Square. Now I know there are some tokens
on the East side of Broadway, but in order to keep track, we will get those
later.Across the street North-West of this building has the first token.
Climb the building with the Red "Tongs" sign. On top of the tv antenna on 
top of this building is the token.

58. The tall building two blocks West of this one has two tokens. The first 
one is on the top....

59. .... the second one is off the West side of the top two ledges down.

60. Head back to the Activision building and look South on Broadway. Remember
Broadway is the only "true" North-South road in the game. The building South 
of the building with the "Coke" bottle on it has two tokens. On is directly
on top....

61. .... the other is on top of the tv antenna on the South end of the 

62. Head to the building with the picture of the "Coke" bottle. On top of 
the tall building West is the next token. Climb up there and get it.
63. If you go to your in-game map and look West, you will see four buildings
in a square formation that are identical. On top of the nearest building is
the token. go get it. It is three of four blocks West depending on how you 

64. Head back to the building you were just on and look South. If you dont 
remember, just head back to the "Coke" building and get on the building
West. Now look South. there is a tall, wide building with lots of windows.
It is just North of the Arena. This building has three tokens. Head to it.  
On the East side of the top of the building is the first token.

65. On the first ledge down on the North side of the building is the second 

66. Get back on top because on the West side on this building on top is the
third token.

67. On the building south of this token is the next token. It is East of the
Arena on the South tower. Go get it. 

68. Go to The Daily Bugle and go to the top South end. If you look South you 
will see two towers, two building sets South of the Bugle. On top of both these
towers has tokens. One is on the upper roof of the East tower....

69. .... the other is on the lower roof of the West tower.

70. Two building sets South of these is the last one in this area. It is on 
top of the building, on top of the tv antenna.

III. Downtown; North of the Bridge
71. Start at the South-East corner of Central Park. The building East of the
corner has two tokens. The first is on top of the South tower....

72. .... the second is on top of the North tower.

73. Jump North one building set then East two building sets. On the second set
is two tokens. The first is on top of the West tower....

74. .... the second is on top of the East tower.

75. On the top of the South-East tower of the building to the North-West of
74 is the next token.

76. From the 75 jump East one building set. There are three tokens on
this building set. The first is on top of the West tower....

77. .... the second is on top of the East tower between Heat buildings 2 and 

78. .... the third is between heat buildings 3 and 4.

79. If you look North, you can see the next token. It is on the building North
of the one your on. Jump over to get it.

80. Go to the South loop of the train tracks. Go to the West side of the loop. 
Before it heads North there is a building to the West. On this building is two 
tokens. The first is on the side of the building facing the tracks....

81. .... the second is on the lower roof of the building. head to the top and
you can see it.

82. If you look North-East of this building you will see another skyscraper 
along the tracks. This building has the token on top.

83. Continue along the tracks North. Right where the tracks turn West, is a 
building with four towers to the North. On it is 4 tokens. The first is on 
top of the West tower....

84. .... the second is on the second tower, one ledge down to the North....

85. .... the third is on top of the third tower.... 

86. .... the forth is on top of the forth tower.

IV. Downtown; South of the Bridge

87. There are a lot of tokens here in a small area. We'll start at the bridge
pier on the mainland. Head West on the bridge to where the bridge meets the 
road. Go past the intersection. The second building on you left, the only 
skyscraper has the token.climb to the top. Its in the middle.

88. To the South-East is a stacked building. It is one building South of the 
one your on. On top is the next token.

89. To the South-West of this building is a building about the same height.
On top is the token.

90. To the South-East of the building your on is a smaller building with 
skylight windows out by the water. On top is the token.

91. South-West of this building is a taller building with three tokens. 
The first one is on top....

92. .... the second one is one ledge down on the North side....

93. .... the third one is one ledge down on the South side.

94. The smaller building to the North-West of this one has two tokens. One 
is on top at the North side....

95. .... the second is on top at the South side.

96. Head back to the building in 90-92. The tall building South of that 
building has a token on top by the heat ducts.

97. To the West of this building is a smaller one. This building is directly
South of the church. On it is two tokens. The first one is on top between
the satellite dishes....

98. .... the second is above the North satellite dish.

99. West of the church has the next token. Head towards this building. The
token is on top.

100. To the North-West is a white building with a sloped roof. Where the two 
sides meet is a circle enclave. There are three tokens on this building. The
first one is on the South side on top....

101. .... The second one is on the North side on top....

102. .... The third one is in the circle enclave.

103. To the North-West is a tall stacked building with a dome on top. On this
building are five tokens. The first one is on top of the dome....

104. .... the second one is on the North side, 2 ledges down....

105. .... the third one is on the South side, on the same ledge....

106. .... the forth one is on the South-West side, two ledges down from 105....

107. .... the fifth one is on the North-East side, on the same ledge. these
ledges have very big landings to the West and East.

108. To the building to the North-East of this one. It is on the South corner
of the park. The token is on top in the middle.

109. To the next building directly East. It is a smaller building. It is on 

110. To the next building directly East. It is a taller building. It is on 

111. From the top of the building in 109, you can see the token on top of the 
building to the South-East. Go get it.

112. Head to the the United Nations. On top behind the North wall is the token

113. West of the United Nations is a tall White striped builing. On top is the

114. To the South-West of that building is a grey building with a satellite 
dish on top. There are two on this building. The first is on top....

115. .... the second is on the West side, one ledge down.

116. To the East is the next token. Looking East you can see it shimmer on top
of a tv antenna. Go get it.

117. Return to the building you just came from. To the North you will see a 
tall white striped building that is thin and long. There are three tokens on
it. The first token is on top of the East side....

118. .... the second is on top of the North wall on the West side....

119. .... the last one is on the South side of the building, on the building
wall, halfway down.

120. Go back to the top. The building set South of here has several tokens. 
The first one is on the Helipad....

121. .... the second is one ledge down to the East. Its a big ledge....

122. .... the third is on the West smaller tower....

123. .... the forth is on top of the South tower.

124. Jump West to the next building set. On the North side of the building, 
just over the roof edge is the token.

125. The building set directly South has two tokens. The first is on the South
side of the North tower....

126. .... the second is on the South tower.

127. The tall building West has a token on top.

128. The Really tall building (ESB) North of the last one has tho tokens. The
first one is on top of the tv antenna....

129. .... the second one is on the South-West corner of the building 7, ledges

130. Head back to the towers in 125-126. You will see a building to the East 
with four satellite dishes facing opposite directions. In between then is the

131. The building to the South-East of the satellite building has two tokens.
The first is on top between the heat ducts....

132. .... the second is on the East side, one ledge down.

133. The taller building South of this building has one token on top.

134. The smaller building West of that building has one token on top.

135. South of this building you can see a building with a glass walkway
between two towers. On the West tower is a token....

136. .... on the East tower is a token.

137. Head towards the Crystler(sp.) building. It is the second tallest 
building in the game. It has three tokens on it. the first one is North-East
ledge below the things that stick out of the side of the building....

138. .... the second is on the same level, only on the South-East side....

139. .... the third is on the South side, right next to the point.

140. Go to the Activision building on Broadway. On top is the token. 

141. To the East is a taller building. There are three tokens on it. The first
is on the first ledge down from the top, on the West side....

142. .... the second is two ledges down from the top on the South-East 

143. .... the third is on the lower roof to the East, one drop down from the 

144. The building to the North-West of this one has two tokens. The building 
has a white pyramid dome on top. The first token is on top of the pyramid....

145. .... the second one is on the Southern tower, on the "plus sign", one 
ledge down from the top.

146. Now to clean up the stragglers. South of the Activision building, West
of City Hall is the next token. The token is on top.

147. Head back to Times Square. Get on top of the building South of the "Coke"
building. The building to the East of this one with the satellite dishes on
it, has the token on top.

148. Head to the Daily Bugle. The brick layered building East of the point has
the token.

149. Head to the apartment/condo/dorm complex. The one with all the grass 
between the buildings. Looking West from this complex, you can see a tall 
building. On top is the token.

150. Finally. Look South of where you are to see another tall building. It
is dark. On top on the East side, halfway down from the top, is the last


B.Secret Tokens

Secret tokens as the name suggests are found in secret hidden areas and you
really have to look and search for them all over the city and getting each
one gives you some hero points. They are very hard to find. Advice is to
look in places you generally wont want to go. They are total 75 in number.


Apart from the hero points and the title in the awards screen nothing special



I. Financial District

1. We’ll start off in the Financial district. In the south-east most 
part of New York, there is a Boat dock building. Climb the building 
and head toward the water side. Enter the middle dock and head to the 
back. Beneath the railing in the middle of the room right above the 
water is Token number 1. You must wall craw to get it.

2. Go North 3 docks from where you just were. Take a left at the road 
and head towards the west side of the first building on your left. Four 
columns in between the building and the column is the token. Just look up.

3. From there head west. Keep going until you hit a green clearing of 
grass on your right. Head north towards the white building with all the 
blue glassy windows. Jump up to the column level and go the third column 
from the west on the south side. Behind column 3 is the token.

4. Head to the north side of the building and take the street from the 
middle of the building North. Once again head North to a big grass clearing 
on your right. Turn right before the grass and head East. The building at 
the end of this road has the token. Go to the east side of the building and
in a crevice on this side has the token on ground level.

5. Head East toward the road by the water. The Dock south of the dock with 
the building on it has the token. Go to the end of the pier and wall crawl 
over the side for it.


6. This could be the FC and it could be the Financial District. Head to the 
South-West most side of New York. On the in-game map it is the concrete 
clearing with two circles in the middle. Head to the first set of building 
North. In the center of these building is a clearing. Grab the token from 
the middle.

7. The building just to the North-west of the last one has your next token. 
Climb the south-west side of the building to the first ledge. The token is 
on this ledge.

8. Follow the water to the Trade Center. There is a smaller glass building 
with a half sphere made of glass. On the north side of the sphere tucked 
between the sphere and the building to the North-East is the token.

9. Go directly East of the last token and hug the wall. Right in front of 
you is the token.

10. Go North along the grass clearing till you come to the buildings across 
the street from one another that have a bridge connecting them. Directly under
the bridge on the west side has the token. Wall climb to get it.

11. Go across the road to the other building and hug the north wall. Follow it
to a indent in the building and look up. There’s the token. 

12. Follow the water North and pass two docks. At the second dock turn right.
At the end of this road you will see an alley between the building in front of
you and a wall. Scale the wall at the corner and tucked between the wall and 
the building within the wall is the token.

III. Civic Center

13. Head back the way you came to the water and head North. Turn at the first
street on the left and take it to the Civic Theater. On the east side of the
theater, between the peak and the roof is the token.

IV. Soho

14. Follow the road on the East side of the theater till it ends at the 
building. On the east side of the building climb the stairs of the ladder 
landings. The third landing from the top has the token.

V. Lower East Side

15. Check your in-game map. On the East side of the map there is a long grass
clearing along the water that goes North to South. South of this clearing is 
a big concrete dock. There is a building on the north side of this dock. Scale
the wall on the north-east corner and there should be a column/pipe going from 
the ground up to the building. Underneath this pipe is the token.

VI. East Village

16. Head North along that same grass clearing until it ends. Across the street 
is a building that says Power Inc. Climb the building and in between three 
walls on the top is the token.

VII. Gramercy

17. Head North-East to the building that is under construction. It should be 
East of the Dorms/apartments. Climb to the top of the construction and fall 
down the elevator shaft. At the top of the shaft is token 17......

18. ....... At the bottom of the shaft is token 18.

19. Head back to the water and go North. Right before the first dock turn 
left at the road. On the right side past the first building, turn right. 
On the small map in the corner you should notice a clearing space between 
the building on the left shaped like a side ways "T". The south-east side 
of this "T" has the token. Stay on ground level and look up in the corner.

20. Head back to the road along the water and head North. When you get to the
dock with the building on it head down the street West. There is a small alley
between the first set of buildings on your right and the next set to the East.
Go down this alley and look angled up to the left. There is a hard to see 
fence in the middle of the building set. Jump over it to get the token.

21. Head towards the tallest building in the center of the map. I believe 
this is the Empire State Building but I don’t know so I will not call it 
that.  Take the road on the east side of the building South and go East 
at the first intersection. Climb the building at the end of this road and 
head toward the center. There is a drop with some heating ducks on the roof.
In the ducts is the token. 

IX. Tribeca

22. Sorry for backtracking. Head to the crane North of Doc Ock’s Dock on 
the west side of New York. In between the two buildings just to the North-East
is this token. The buildings look like warehouses.

X. West Village

23. Follow the road by the water North. At the intersection by the second dock
on your left, climb the building to the North-East. In the middle of this 
building set is a small crevice. Fall down and collect the token.

24. Head back to the intersection and take the road East. You should come to 
an intersection with a triangle corner sidewalk. The building set on this 
sidewalk has the token. In the middle of this building set is a lower building
that has the token.

25. Head back to the sidewalk triangle corner and head across the street East.
In between this building set is a set of balconies. The middle balcony on the
top set has the token. 

XI. Flat Iron

26. Head North on the street to the East of this building. Look for a 
building on your left that says Fine Dining. At this buildings intersection
head East. At the end of this road is two buildings connected by a bridge on
the under side of this bridge is the token.
27. Climb the Daily Bugle building. Jump to the building set South of the 
Daily Bugle then to the building set West. There is a small crevice on the 
East side of this set that has the token in it.

28. Head to the arena. It is the small round building on your in-game map.
On the roof in the center is the token.

29. Take the road on the East of the arena North. You’ll come to a building
on your right with grass around it. At the north end of the grass there is a
intersection. Turn West. On the west side of the second building on your left,
is some grass. In between the grass and the building on the sidewalk is the 

30. Head back to the intersection you just came from and head East across 
the grass. There is a building with a sign that says Rare Museum of Videogames
on it. Climb this building and behind the billboard in a corner is the token.

31.Follow the road on the west side of the building North till you get to the
Activision skyscraper. Across the street West is the building with the token.
In between this building and the building West is a triangle crevice. On
ground level in the crevice is the token. 

XII. Garment District

32. At the intersection at the Activision building head West. You will see
a hospital symbol on the small map. Go to the hospital. When you get to 
the front look up to see the hospital sign. Behind it is the token.

33. From the hospital head West towards the water. Take the road by the 
water North to a crate storage site. In between the two stacks of crates 
is the token.

34. Back to the road by the water and head North. After the water tanks 
head East along a sidewalk. This sidewalk leads to a road. At the second
intersection climb the building to the South-East. On the top in between 
some heat ducts is the token.

XIII. Lower West Side

35. Head to the Spidy Shop North of you. The Shop says Comics. Head South
on the road on the East side of the shop until you can take a road East.
In the middle of the building set on the south-east side of this intersection
is the token.

36. Go to the next building set East. In the middle of this set is the token.

37.Go to the building set North. At the top of the second Northern most 
building of this set is the token. Look close because it is easy to miss.

38. Go the the next building set North. There is a tall building with heat
ducts on the north side of this set. There is a crevice south of this 
building. In this crevice is the token.

39. Head West towards the water. Before you get there, there is a 
Building set North that looks like a flight of stairs on the small 
map with a hole in it. In the hole is the token.

40. Head towards Central Park. Two building sets North of the south-west
corner of Central Park is the token. It is the sideways "U" shaped building
set. In the middle of the "U" is the token.

XIV. Central Park

41. Under the East bridge on the Southernmost East-West street through the

42. West of the bike path between 41 and 43 in some trees. Easier to find
at night. walk until you come to a lamp post, turn left (NorthWest) and
you will see a little hill immidiately in front of you, there is one tree
at the foot of the hill, another tree a little to the left and a third tree
farther back and on top of the hill, it is that 3rd tree which has the
token, the token is next to the top of the tree slightly west of center.

"Thanks to HOFFCORP for pointing out I had East instead of West. I used 
his description for this token."

43. Under the East bridge on the middle East-West street through the park. 

XV. Theater District

44. Building South of the middle of Central Park. In a crevice on the south
side of the northern wall, ground level.

45. Small square building South of the last token. On the south side, 5
ladder landings up.

46. Building set South of last token. In the middle of the set is where
the token is.

XVI. Midtown

47. Take the road South of the last building set to the East. You will
come across a church. On the north-west side of the church tucked in a
corner is the token. This is a hard one to spot. It is midway up the 
wall on the east side of the north-west tower. 

XVII. Tudor City

48. Take the road North of the church to the water. Head South toward 
the United Nations. The token is on the north side of the building, on 
ground level, under a ledge.

49. Check your in-game map and look North-West of your position for a 
building that is stacked, big square at bottom, gradually stacked with 
smaller boxes. Looks like steps one block south of the bridge. Head to it.
In the middle of the building set directly West is the token.

50. Head to the spidey shop North of your position. The building set across
the street is where the token is. Go to the south side of this set and look
for a small indent in the set. Wall climb the back wall of this indent to 
get the token. This token might also be consider in Midtown area.

51. Head toward the bridge. And the first pier on the bridge, the one on the
mainland, climb to the top. On the south side on the landing behind the tower
is the token. 

XVIII. Roosevelt Island

52. Head across the bridge. On the second pier, the first on Roosevelt Island
are two tokens. The first is on the first level up the pier. It is in the
middle. Climb the pier and grab the token.

53. The second token is on the top North tower at the very top of the pier.
Climb the tower to grab the token.

54. A third token lies underneath the pier. Stand directly beneath the pier
on ground level and look up. Climb to receive token. 

55. Head to the northmost point of Roosevelt Island. You will see three smoke
stacks. Between the Northmost smoke stack and the middle smoke stack is the 

XIX. Upper East Side

56. Head back across the bridge to the mainland. Take the road near the 
water North. You will come to a grass clearing on the east side of the
road. Follow the clearing until it turns West. The road on the south side
of this clearing will take you to the token. Come to where the train tracks
start covering the road. Now walk while looking up. On the bottom of the 
track around the middle of the section is the token. Climb up to get it.

57. Get on the tracks and take them East. When they turn North follow them.
You will come to a station. Take the station on the east side down. On 
ground level, under the stairs is the token.

58. From underneath the tracks head North. After you jump over the fence
and cross the street you will see a building on the west side with a 
blueish/purple canopy over a double door. There will be a train track pier
on the corner and one to the North between this section underneath the tracks
is the token. 
Look up and climb. It is on the northern side of this section.

59. Head towards Central Park. When you get to the park head South till you 
see a white building that sort of looks like a toilet. You can’t miss it. 
It is the only building in the game that looks like it. Its right before 
you get to the building in the park. Between the "bowl" and the tower part
is the token. It is on the east side of the tower tucked away.  

XX. El Barrio

60. Head North along the road to the East of Central Park. Take the road 
on the north side of the park East. The road will end at a building with 
some train tracks over it. Get on those tracks and head East. Before the 
tracks head South you will see three skyscrapers to the North. Jump of the 
tracks and head East on the road below along these buildings. There should 
be a spot to the North where you can go between these buildings. Stand 
between the buildings and look up. You will see a building bridge connection
the buildings with a token underneath it. Climb to get the token.

61. Head North to the water. On the map you will see a huge grass field 
surrounded by train tracks. On the north-east corner of the field, climb 
to the top of the tracks. Now look East. On the top of the tracks to the 
east is the token.

62. Take the tracks East until they turn South. Jump onto the building 
set to the East. In the middle of the building set is a clearing with the 

XXI. Harlem

63. Head North and follow the water West. You will come to a grass 
triangle clearing. The building set to the North-West of the clearing 
has the token. It is on the road side between these two places up on a 
ledge. The ledge is between two higher buildings.

64. The building set West of this one on the same block has the next 
token. It is in the middle of the southern part of this set on the ground 
level in a corner. You must jump to get it. 

65. Head to the grass clearing of this location. On the north-east side of
this clearing near the water is the token.

66. Look east of where you found 65. You will see a stack of crate. Search 
the north side of the crates for the token.

67. Head North-East along the water to the other side of the park. Just 
north of the sidewalk is the token by the water.

68. From this location, head East toward the buildings. You will see another
stack of crates. Search the east side of the crates for the token.

XXII. Morningside

69. Head South on the road East of these crates. You will come to the 
college campus. On the small building on the east is the token. It is on
a ledge.

XXIII. Upper West Side

70. This token can also be considered Morningside. Head back to Central 
Park. On the second building set South of the north-west of Central Park 
is the token. The building set looks like four tall buildings with a lower 
building in the middle shaped like a plus sign. In the middle of this set is
the token. 

71. Head to Doc Ocks lab, the building where you first meet him. The 
building set North of here has the token. Its in the corner on ground 
level near the square building directly north of Doc Ocks lab.

72. Head back to Doc Ocks lab. Two building sets west of the lab has the 
token. It is on a ledge on the West side of the building.

XXIV. Ellis Island

73. Last three, Easy to find, hard to get to. Head to Ellis Island anyway 
you want. On the north part of the island is a building with a glass canopy
climb the building by the canopy and look right. There is the token. Its 
behind the tower.

74. On the south side of the island by the water near Liberty Island are
building pointing toward Liberty Island. Between the two east most buildings
behind a tree is the token.

XXV. Liberty Island

75. You made it. Last one. Head to Liberty Island. It is on ground level 
next to the Statue of Liberty on the south-east side. Just hug the 
building till you find it.


C.Hideout Tokens

Hideout tokens as the name suggests are the tokens found in the hideouts of
various small gangs all over the city. They are total 37 in number and can
be found in a buildings which is represented by a small red circle in your in
game mini map and upon entering them you also get to fight 5 or 6 gangsters.


Nothing special except the title award.



#1 - Go to the grassy area on the southern tip of the island. On the in-game 
     map look for the 2 paths side by side on the grassy area. Follow the 
     paths to the road and a little north on that road you should see the 
     little red box on the radar. Go in and get the first token.

#2 - From the last place head west to the water. On the in-game map look for 
     the grassy area running north to south along the water. Go to the 
     north-east corner of the grass and you should see the red box on the 

#3 - Now head to the east side of the island. On the in-game map look for 
     the docks. There's the building to the south with the 4 little 
     docks, 5 skinny docks north of that and a fat dock after the skinny
     ones. There's a blue star on the building where the 5th (most 
     northern of the 5) skinny dock meets the road. Go there and you'll
     see the red box on the radar.

#4 - Back to the west. Look at the in-game map for the 2 slanted docks, 
     north of FC and west of Tribeca. Take the street east where the
     2nd (most northern) slanted dock meets the road. At the end of
     that street make a right and then your first left. There should
     be 2 warehouse type of buildings surrounded by a wall. It's in
     one of those buildings.

#5 - Head back towards the east near the 5 skinny docks mentioned earlier. 
     A little north-east of the docks are 2 walled in areas side by side
     along the water. Go to the path that runs between the 2 sets of
     walls. If you head north from this spot you'll come out to a road,
     keep going north until you see the red box on the left, should be
     some sort of dance club.

#6 - Head back to the 2 enclosed areas. From the north-east corner of those 
     enclosed areas take the road curving east to north. Take the 2nd left
     (should have a blue star near the corner) and on the building set to
     the right has the red box. It's in the zig-zag alley.

#7 - Head back to the road you came from (the 2nd left from #6). Go west on 
     this street and take the 2nd right (should be a 4 lane street). Head
     north along this street and the red box will appear on your right.

#8 - With your back facing the door going into #7, go up the street you are 
     looking down and take the first right. Up that street on the right the
     red box should appear. It's on the balcony level inside the fitness

#9 - Go to Mary Jane's place. From her doorstep head north, take the first 
     left. At the end of that street make another left  Head down that
     street and just after the first intersection you come across you
     should see the red box. It's in behind the building.

#10- Go back to Mary Jane's. From her doorstep head north. Then make a right 
     then a left right after. Head north up that street until the 3rd right.
     Take that street right and you should see the red box. Go up the fire
     escape on that building and it's through the door at the top.

#11- Go to the west coast and look for West Village. On the in-game map look 
     for the bunch of slanted docks (a little north of the 2 mentioned in
     #4). Take the street heading east from where the second most southern
     dock juts out. At the second right you should notice the red box, keep
     going until the third right and head right between the buildings. It
     has a "club" above the door ("club" like the ace of "clubs").

#12- Go back to the docks and head north along the road that goes along the 
     water. Way up the road (about 13 powered up long jumps) on the right
     is the red box.

#13- Head to the Daily Bugle. From the south-eastern corner of the building 
     head east along the road that is just north of the corner of the
     building. Take a right at the end then take the first left. Take a
     left at the end and then take the first  right. Head east on this road
     and at the 2nd right you should see the red box.

#14- Go back to the south-east corner of the Daily Bugle. Just south of the 
     corner you'll notice a fork in the road, take the road on the right
     (it's the one that goes a little to the west). Go down this road and
     take the 3rd right. Down this street a little and on the right is the
     red box.

#15- Back to the south-east corner of the Bugle. This time take the left fork 
     (the only road in the game running directly north - south). Head south
     and take the 2nd left. Go to the end of the street and take a right and
     then a left into the alley. In this alley is the red box.

#16- Go to the northern tip of the Bugle. From there head north and take the 
     first left, just up the street on the right is the red box. The entrance
     is in the back of the building.

#17- Go to the Pizza shop. Head north along the shore. Take the 1st right 
     then the 2nd left. Head north on this street and you'll see the red box
     on the right.

#18- Go to the Chrysler building, it's the 2nd tallest building in the game, 
     the one with the pointy things sticking out the sides. There's a grassy
     patch on the south side of the building, head east along the road to the
     south of that patch and you'll see the red box on the right.

#19- Back to the Chrysler building. Take the road on the east side of the 
     building north. When you get to the end make a left and then your 1st
     right (should have 4 lanes). Head north and on the 4th street to the
     right  you'll see the red box.

#20- Go to the south-east corner of Central Park. Head east along the road on 
     the south side of the park When you get to the end climb over the building
     in front of you and continue east along the road on the other side  Make
     a right and the red box is just up the street.

#21- Head to the bridge that goes to Roosevelt Island. Follow the road along 
     the shore south from the bridge and you'll see the red box. The token
     should be behind a forklift.

#22- From the pizza shop head north and between the 6th and 7th intersection 
     you'll see the red box on the right.

#23- As you come out of #22 head north. After the 3rd intersection you'll see 
     the red box on the right.

#24- Head north from #23 and take the 2nd right. Just up the street you'll see 
     the red box. It's small on the radar so look close.

#25- Go to the north end of the island. Look at the in-game map. On the 
     north-west tip of the island you can see a little beige area (the
     basketball courts) and a path going from it towards a larger beige area.
     The red box is in there.

#26- From the south-east corner of the large beige area mentioned above, head 
     south. Keep going south (quite a ways) until you see the red box on the
     left. There should be a sign to the right of the doorway of a spoon, a
     knife and a fork.

#27- From here go north back up the street until you reach the intersection 
     with the slanted 4 lane street. Stop here and look left, you should see
     an alley with a building on the right and a wall on the left, head down
     this alley to find the red box.

#28- Go to Central Park. There are 3 roads going through the park, the 
     northern, the southern and the middle. Go to where the northern road
     and the road running along the west side of the park intersect. From
     that point head south and take the 2nd right. Up that street a ways
     on the left is the red box.

#29- Keep going up the street #28 was on and you'll see the red box on the 

#30- Go to the middle road in Central Park and head east, just up the road on 
     the left is the red box.

#31- From #30, head east and take the 1st street on the right. It's just up 
     the street on the left.

#32- Go to the road that runs along the north side of Central Park. On the 
     in-game map find the slanted road (north-west - south-east)that ends on
     the road you're on. Head north-west on that road and take the 1st right
     then the 1st left.. Head up that road and you should see the red box off
     to the right. Take the 1st alley right and the door is on the roof, not
     the very top of the building but kind of in the middle.

#33- On the northern tip of the island (look on the in-game map) find the most 
     northern blue star, a little south-east of there is a 4 lane road heading 
     south. Take that road south and you'll see the red box on the left, it's
     a little south of where the road you're on intersects with another 4 lane

#34- Go to the east coast where the bridge to Roosevelt island is and follow 
     the coast north. Quite a distance north you'll find the red box.. It has
     a sign of an arm with a dumbbell above the doorway.

#35- From #34 head north along the coast an you'll see the red box on the 
     left. It's a bowling alley.

#36- Go to the bridge to Roosevelt Island, this time though you're going 
     across the bridge. On the left side of the bridge just as you get onto 
     Roosevelt Island is the red box.

#37- It's on the northern side of Roosevelt Island and has a beer mug sign 
     sticking out of the building. Roosevelt Island is pretty small so it
     should be easy enough to spot on the radar.


D.Buoy Tokens

Buoy tokens, as the name suggests are found on the various buoys all over the
surrounding waters of the city. They are also difficult to get and some times
yo have to web zip to ships and then to them which can be very hard. They are
easy to spot although. They are 130 in number.


Nothing special except the title award.


V.Pizza Missions

You can earn many hero points doing the pizza missions. First you need to go
to the pizza hut so open your map and locate and small yellow and white 
coloured circle near lower west side and go to the change clothes icon behind
the hut. You can now deliver pizzas which you have to deliver to many people
depending upon your level and you get many hero points. But the hard part is
that you are timed, although not that thight at earlier stages but quite hard
in later stages. The number of people also differs.


Lots of hero points and employee of the month title in the awards screen


VI.Fight Arena

The fight arena you can buy from the local upgrade shop after you complete
the game for 5000 hero points. After you get it a light blueish coloured star
appears permanently on your map at the place where you first fought shocker.
Go to it to start the fights at various levels to fight with normal thugs to
armed thugs and eventually upto 4 bosses at a time including Doc Ock, RHino
etc. Thus it is quite hard.


Eternal satisfaction and a title in the awards screen.



Round 1
Shocker thug x2
Ock thug x3
Lizard thug x2
Robot suit x1
Mr. Eye Patch x2

This round is a joke. Sprint and charge up your jump and leap right onto the 
middle area. Take out the two Shocker thugs here so that they can't harass you
with their ranged attack. From there, you should drop down to the right side 
of the arena, as this side is easier to take. After you beat the eye patch 
guys and as many of the Ock thugs as you can, you'll need to try and get the 
little lizards away from the battle suit so you can fight them alone. You can
use webbing on them, but the suit will be firing at you. If you can't get them
alone, just use impact webbing on the lizards while fighting the suit. The 
idea behind this is that you shouldn't fight anything while the lizards are 
around, as they can pounce very quickly. They don't have the best endurance 
though, and one or two combos will beat them.

Round 2
Machine gun thug x4
Muscle thug x3

This one can be a little tricky. None of the enemies start off on a different
elevation, so the key here is to divide and conquer. The guys in black coats
seem to all have machine guns, while the shirtless guys have pistols. The
shirtless guys will usually follow you around though, so if you can evade them
you can usually isolate a jacket thug pretty easily. As always, snatching guns
or using impact webbing can be helpful. Above all else, don't get involved in
a combo and forget about Rhino. The only real danger here is him goring you
while you're in the middle of hitting another enemy. Also, if you can't go
into reflex mode, it is sometimes a good idea to avoid Rhino until he tries to
charge you. This is much easier to counter than his canister swing.

Round 3
Shocker thug x7

This round is pretty easy. While it can seem overwhelming to have all the
thugs shooting at you, they have very low health and one air combo will finish
them off. Simply work your way around the edge of the arena, picking them off
one at a time. If you get a chance to hit Shocker, go for it. But remember
that your first priority is to take out his support fire. After that is over,
it's just a standard Shocker fight that shouldn't give you much trouble. Just
remember to dive or swing to the other side of the arena if the rest of the
screen starts to go dark. His shockwave has a large field, so you don't want
to be closeby. Also remember that Shocker can sometimes nullify your attacks,
so just run away and come back at those times. None of the attacks here are
super damaging though, so you should have an easy time of this round.

Round 4
Sniper x1
Thug x6

This round is pretty easy once you get used to Calypso's attack pattern. First
run to the left and get behind the machinery there. This and the platform
above will shield you from Calypso's attacks and from the sniper on the right
side of the arena. This is also near where some thugs start out, so you're in
a good position to take them out. Usually, the other groundling thugs will run
over to that position so you can pretty much stay where you are and kill them.
Next head to the pillar on the right and take out the sniper. If Calypso
freezes you and he gets a clean shot, it can be pretty damaging. Combine that
with the fact that Calypso will often hit you with a fireball when you're
frozen, and you're looking at a lot of health gone. From there, drop down to
the middle and take out the last of the thugs. I'm not sure if they're armed
or not, but they go down easy so it doesn't really matter. Now all you'll
have left is Calypso. Do not try to attack her! Her orbs offer a pretty good
protective area and you don't want to mess with them. Instead swing around and
looking for a little twirling sparkle on the ground. I don't mean it's on the
first level floor, just that it's never floating. There are a number of places
it can show up. It's not really worth listing them since you'll figure them
out for yourself after fighting her a couple of times and where it shows up is
random anyway, so I can't give you a pattern. Anyway. The sparkle, upon closer
inspection, is a wand. Punch it and it should stop spinning. This will stun
Calypso and stop her attacks for a time. Wail on her as much as you can.
When she disappears, start looking for the wand again. Repeat. When she gets
to very low health, it seems like the wand may stop appearing, or at least
appear much less frequently. At any rate, if you've managed to avoid her
attacks so far (which shouldn't be hard if you've been attacking the wand
like you're supposed to) you should be able to finish her without dying. I
recommend diving (using a charged jump while at full sprint) towards her, as
this way you can avoid some of the stuff above her.

Round 5
Ock thug x7
Doc Ock

The Ock thugs start out pretty scattered, which is good for you since you
won't have to fight too many at once. You start with three right in front of
you. I usually start with these, but you can just as easily start off with a
side Ock first. They really aren't much troubl so long as you remember to jump
away if you see a grenade on the floor. All you really need to do here is
avoid Doc Ock until after you've beat his henchmen. They're not that
dangerous, but they do have much more health than an average thug. Leave one
and come back if the heat is on you. After they're all down, beat the good
doctor normally.

Round 6
Sniper x2
Thug x2

Take out the two snipers first. One is on the same pillar as before (right
side of the arena), and one is on the highest raised area in the center of the
arena. Then take out the two things. I suggest impact webbing where you can,
since they seem to both be machine gun thugs. Your main goal is to avoid Rhino
and Calypso while you do this. After the thugs are down, take out Rhino. Only
fight him in areas that offer you cover from Calypso, and remember that you
still have a somewhat tough fight ahead of you after you beat him, so try not
to get hit at all if you can help it. Don't freak out if you do get hit, since
it's still very possible to win. Anyway, you know what to do as far as the
bosses themselves are concerned, so use the same strategies as before.
Although, remember Calypso's little pink push attack thing. If you see it come
up around you, just run away from whoever you're fighting at the moment. It
can be exceedingly hard to dodge while being pushed by that thing, and if
Rhino hits you because of it, you're not gonna be happy. Also remember to hit
Calypso's wand whenever you are near it, even early on. Don't go out of your
way to hit it, and don't go looking for it, but if it's right next to you
there's no good reason not to give it a tap.

Round 7
Ock thug x2
Shocker thug x2
Doc Ock

This round is actually easier than the one before it. While it may seems
overwhelming to have to handle more than one major villian, you also have less
different enemies to worry about. If you want, take out the shocker minions
first, but it seems like you can really take the underlings in whatever order
you want. Take Shocker first, then Ock. It's the same as before, for the most 
part. If you've made it this far, this round shouldn't give you much trouble
at all.

Round 8
Doc Ock

This is, clearly, the hardest round you'll have faced up to this point. Your
primary objective here is to avoid damage at all costs. Damaging enemies is
secondary. I'd say taking out Shocker first is almost a must. His range and
speed are annoying, but he's also relatively easy to beat if you can get him
in a corner alone every now and then. Since he does jump around so much, he'll
often end up in the middle of a group. In these cases, wait for him to move to
a more isolated location and wail on him a few times. Also make sure you have
an area to escape to when he gets ready for a big blast. Once he's down, it's
kind of a personal preference. I like getting rid of Calypso first since she
has the most annoying moves and can really mess you up from anywhere in the
arena. Her little push move can cause you a lot of headaches. You know, that
and the fact that Rhino and Ock will love slamming you whie you're getting
knocked around by her spells. Not to mention her freeze. The only other way to
go about it that seems to work is to take out Rhino, then Ock, then Calypso.
I'd suggest just trying it out and seeing which works best for you. The freeze
and all can be annoying, but Calypso is a lot easier if you don't have to
worry about other guys hitting you while you go wand hunting. It really
depends on how you want to approach the whole thing.



Through out the city you will find many small blue stars and trigering them
starts races around the city and you have to get to the required location
and preform the trick. The races will net you hero points upon beating.


Nothing but the title in the awards screen.


VIII.Hint Markers

There are over two hundred hint markers spread over the city represented by
a green coloured ? sign. Getting each gives you some hero points.


Get all of them to get the title.


IX.Movie Theatre

The movie theatre you can buy for 4000 hero points after completing the game
from the local upgrade shop. After which a small green move camera shows up
on your map permanently, go to it and press the square button to watch three
demos and a two starting cut scenes. Nothing except that.


X.Other titles in the Awards Screen In The Main Menu

You can see many titles in the awards screen and a task to get it So do them
to get the title. Most are hard. Some are easy.


XI.Strategy to Reach The Statue of Liberty After The Mysterio Mission

Jozef199192 auggested to me

If you go to the business district(where oscorp is) and look to the far away
islands you should see the statue of liberty, you should also see 2 helicopte
rs flying around the islands, when they come close to you swing onto one and
stay on it when it starts to turn around jump into the water you should end
up on one of the islands Go to the the far end and you should see the statue
Climb on the big grey pole on one of the buildings, wait for the helicopter
and then swing onto it and stay there till it takes you to liberty island!
Thanks Jozef199192



COntact me if you have a better strategy, discovered an error i made want to
appreciate my guide etc. Your name will be added to the credits. Donot send
me hate mail viruses etc.



10-Copyright Notice

This FAQ/Walkthrough is copyrite 2004 a_heavenly_body,It cannot be reproduced
under any circumstances except for private and personal use. I have spent a
lot of time working oon this guide and i will not appreciate if you use it or
copy it full or partial without my permission. Do so and i will take legal 
action. The only 3 sites currently allowed to host this guide is
http://www.gamefaqs.com and http://www.cheat.de and http://www.ign.com
http://www.gamerstemple.com/  http://spiderx.servegame.com 
http://www.gamerspot.com/  http://supercheats.com/
If i catch it on any other site the web master will be in trouble. If you 
want it on your site, the webmaster send me an e-mail we will discuss the 

Copyright 2004 a_heavenly_body


11-Character Histories

In this section, you will see details of some of the characters of this



Real Name: Peter Parker
Occupation: Freelance photographer, adventurer
Identity: Secret
Legal Status: American citizen with no criminal record
Former Aliases: None
Place of Birth: New York City
Marital Status: Married
Known Relatives: Richard Parker (father, deceased), Mary Parker (mother,
deceased), Benjamin Parker (uncle, deceased), May Parker (aunt),Mary Jane
Watson-Parker (wife)
Group Affiliation: None
Base of Operations: New York City
First Appearance: AMAZING FANTASY #15

History: Peter Parker was orphaned at the age of 6 when his parents were
killed in an airplane crash overseas. He went to live with his uncle and aunt,
Ben and May Parker, in Forest Hills, New York. Parker was extremely bright
and became a high honors student at Midtown High School. Parker's shyness and
scholastic interest often made him a social outcast. One evening Parker 
attended a public exhibition demonstrating the safe handling of nuclear
laboratory waste materials sponcored by the General Techtronics Corporation.
During the demonstration, a small Common House Spider happened to be in the
path of a particle accelerator's beam and was massively irradiated. The
stricken spider fell on to Parker's hand, broke his skin with its fangs, and
died. His hand burning from the bite, Parker left the exhibition. Parker made
his way home and passed through an unfamiliar section of the city where he was
accosted by a gang of hoodlums. Tossing the gang members aside, Parker was
shocked by his own display of strength. As he fled from them, he ran into the
path of a speeding car, and leaped to safety about 30 feet up onto a nearby
wall. To his growing surprise, he discovered that he was able to stick to the
wall with his fingertips. As he easily walked down a guy wire to the street
below, he realized that he now possessed a superb sense of balance. Parker
quickly associated these spider-like abilities with the bite from the
irradiated spider.

Parker went home, where his Aunt May sent him on an errand to deliver clothing
to a charity driver located in a nearby National Guard Armory. There he saw a
wrestling match witch offered a prize for anyone who could remain in the ring
at least 3 minutes with a professional wrestler. Interested in testing his
new-found powers, Parker decided to accept the wrestler's challenge. Wearing
a mask to conceal his features to avoid embarassment in cast he lost, he
easily defeated his opponent. A television producer's talent agent spotted him
and promised him a segment on a network variety show. Parker, calling himself
the Amazing Spider-Man, accepted the offer and decided to use it as a
springboard to a show business career as a spectacular stunt performer. Over
the next several evenings, Parker used equipment borrowed from his high school
to fabricate a fluid that imitated a spider's silk web, and spinneret devices
to project that fluid from his wrists in the form of a web strand. He also
silkscreened his original design for a costume onto a body stocking and full
head mask. Thus prepared, Peter Parker appeared as Spider-Man on national
television and was an immediate media sensation.

Just after the conclusion of the television show, a buglar, being pursued by
a security guard, ran by Parker who impetuously allowed him to pass although
he could have easily stopped him. When reprimanded by the guard, Parker
arrogantly replied he was a professional performer and that chasing
criminals was the guard's job. Parker promptly forgot the incident. A few
days later, Parker returned home to find that his Uncle Ben had been murdered
by a burglar. A police officer informed him that the burglar had been trailed
to a nearby abandoned warehouse where the police had him trapped. Grief
stricken, Parker rushed to the warehouse to seek vengeance. At the warehouse
Parker, as Spider-Man, easily captured the burglar and realized that he was
the same person that he had allowed to run past him earlier that day in the
TV studio. He realized that if he had acted responsibly earlier, he might
have prevented the death of his uncle. Filled with remorse, he realized that
with power comes responsibility, and he vowed to never shirk that
responsibility again.

Peter began to use his powers to fight crime. He also tried to join the hero
team Fantastic Four in their formative stages but was dismissed. As a solo
hero, Parker took pictures of his fights as Spider-Man using an automatic
camera, and then sold the pictures to the Daily Bugle. Spider-Man rapidly
became one of the most well-known citizens in New York City, although, 
unfortunately, many people think of him as a menace due to the editorials
of Bugle's editor J. Jonah Jameson. Parker's main concern about Aunt May
was that, if she ever found out his secret identity as Spider-Man, it
would aggravate her weak heart condition.

During this time, Parker dated Betty Brant of the Daily Bugle, although
Liz Allen had a crush on him. At the same time, both Aunt May and her
neighbor, Aunt Anna, were encouraging Parker to date Anna's niece, Mary
Jane Watson, whom he would not meet until months later.

After high school, Parker enrolled in Empire State University, and divided
his time as a hero, a student, and photographer. Eventually, Parker moved
into his own apartment. During this time, he developed a relationship with
Gwen Stacey. Unfortunately, during Spider-Man's conflict with the original
Green Goblin, Stacey was killed. Some time later, Parker developed a steady
relationship with Mary Jane. Parker proposed marriage, although Mary Jane
declined, and soon left Parker's life for many months. 

Eventually, Parker graduated from ESU, and pursued his career as a hero
and photographer. As he continued to live on his own, as his Aunt May decided
to transform her house into a senior citizens' boarding house. At one point
Parker began a romantic relationship and heroic partnership with the Black
Cat, although Parker later broke it off due to the Black Cat's disdain for
Parker's life apart from being Spider-Man.

Prior to this, Spider-Man was among the heroes kidnapped by the powerful
Beyonder to fight in his so-called "Secret Wars." When his costume was
damaged, Parker tried using the futuristic technology on the Beyonder's
planet to repair it, and instead, replaced it with an alien "symbiote"
which transformed into a black version of Spider-Man's costume, perhaps
based on the newly appeared Spider-Woman. Parker used the symbiote for
his costume, which was capable of transforming into street clothing as
well as generate webs. When the costume behaves strangely, Parker sought
help from the Fantastic Four's Mister Fantastic, who first discovered the
costume was a living organism. He helped remove the costume by force, and
kept it in the Fantastic Four headquarters for captivity. The symbiote
would later escape, plaguing the life of Parker again and ultimately
merging with Parker's enemy Eddie Brock, creating the villain Venom.

As Spider-Man, Parker has met and fought alongside nearly every hero in
Manhattan, if not the world. Although he had fought with the hero team
Avengers many previous times, he tried to join their number when he learned
of the financial stipend their members received. Parker helped them stop an
invasion and subsequent breakout of the energy research and villain interment
facility, Project Pegasus. Spider-Man was deemed, however, to disrupt the
team's cohesiveness, and was denied membership. Later, however, Parker
would meet the international mercenary Silver Sable, and Spider-Man would
often work on her behalf.

Later still, Mary Jane returned to Parker's life, and, after a battle
between Spider-Man and the Puma, she revealed that she had known (or at
least suspected) Peter Parker's secret identity from almost the beginning
of his career. Soon after, the two were married.

Peter's old friend Harry Osborn leased the couple a loft in the building
that Harry and his family are also living in. Mary Jane's niece Kristie
temporarily moved in with the Parkers at one point. Eventually, however,
the Parkers had to move into a room in Aunt May's house due to financial

Once again Spider-Man allied with the Avengers to stop the alien Nebula
from destroying reality with her Infinity Union. An increasingly unnerved
Spider-Man, unaccustomed to dealing with cosmic-scale menaces, accidentally
allowed Nebula to absorb the power of the Infinity Union, although the
Avengers, Spider-Man, and the alien Stranger thwarted her regardless.
Parker was told again that Spider-Man may not be suited for Avengers
membership, although later he was inducted into their number on a
provisional basis.

Parker later returned to his studies and postgraduate work as a lab
assistant at Empire State University. During this time, Parker was
briefly endowed with the powers of Captain Universe, in order to stop a
series of robots, including the mutant-killing Sentinels. Once the
menace was defeated, the extra powers left Parker. 

Later still, Aunt May suffered a debilitating heart attack and died. This
also led to Parkers meeting Ben Reilly, whom he had fought earlier as a
clone of himself. Reilly created a similar spider-costume, dubbed the
Scarlet Spider by the Daily Bugle, and helped Spider-Man in his adventures.
Later, Mary Jane became pregnant. Peter and Mary Jane briefly moved to
Seattle, as Parker considered retiring from being Spider-Man in order to
start a family.

Reilly eventually assumed the identity of Spider-Man himself, since the
villain Doctor Octopus II tarnished the reputation of the Scarlet Spider.
Mary Jane, meanwhile, was to give birth to baby May Parker, but has rushed
to the hospital under the pretense of medical emergency. The baby was stolen
by the original Green Goblin, unknown to the Parkers, who were told the
baby died in miscarriage. When the Green Goblin tried to kill Peter Parker,
Ben Reilly jumped in front of the Goblin's glider, sacrificing himself to
save Parker. 

After many more months of adventuring, Spider-Man was framed for a crime
and increased pressure was placed on capturing him. In order to continue
his crime-fighting career and investigate the fraudulent claims, Parker
relinquished his Spider-Man identity while creating four unique and separate
ones: Dusk, Hornet, Prodigy, and Ricochet. As Dusk, Parker was able to
investigate the villain Trapster and publicly exonerate Spider-Man, at
which point he resumed the identity.

When the Avengers were attempting to reform their number after disbanding
for a year after the crisis known as Onslaught, Spider-Man was contacted
due to his past affiliation with them. However, by his own choice Parker
decided to dissolve ties with the Avengers.

Aunt May was later discovered to be alive; the woman who seemingly died
was in actuality an actress. Parker, Mary Jane, and Aunt May moved to an
apartment in Manhattan. Parker had promised Mary Jane to give up his
Spider-Man identity, but he would continually sneak out at night as
Spider-Man. Their marriage began to strain, in part because of a new modeling
career of Mary Jane and in part because Parker's sneaking was discovered.
Before they could reconcile, however, Mary Jane was believed to have been
killed by a bomb in an airplane. For a long time, Parker refused to believe
her killed, but eventually grew to accept it.

More recently, however, Parker discovered Mary Jane was alive, captured by a
villain who had been stalking her prior to her airplane flight. After a
brief reconciliation, Mary Jane requested to leave Parker once more, saying
that she needed time to adjust by herself.

Height: 5 ft. 10 in.
Weight: 165 lbs.
Eyes: Hazel
Hair: Brown

Know Superhuman Powers: Spider-Man possesses superhuman strength, reflexes,
and equilibrium; the ability to cause parts of his body to stick with great
tenacity to most surfaces; and a subconscious premonitional "danger" sence.
The irradiated Common House Spider (Achaearanea tepidariorum) which bit
Peter Parker was apparently already mutated from prior exposure to certain
frequencies of radiation and received a final, lethal dose during Parker's
attendance of the exhibition. The radioactive, complex mutagenic enzymes in
the spider's blood that were transferred at the time of the bite triggered
numberous body-wide mutagenic changes within Parker.

Spider-Man's overall metabolic efficiency has been greatly increased, and
the composition of his skeleton, inter-connected tissues, and nervous system
have all been enhanced. Spider-Man's musculature has been augmented so that
he can lift (press) about 10 tons. His reflexes are faster than an average
human by about a factor of 15 (he is often able to dodge bullets, if he is
far enough away). Spider-Man is extraordinarily limber and his tendons and
connective tissues are twice as elastic as the average human being's, despite
their enhanced strength. He has developed a unique fighting style that makes
full use of his agility, strength, and equilibrium.

Spider-Man's exposure to the mutated spider venom induced a mutagenic,
cerebellum-wide alteration of his engrams resulting in the ability to
mentally control the flux of inter-atomic attraction (electrostatic force)
between molecular boundary layers. This overcomes the outer electron shell's
normal behavior of mutual repulsion with other outer electron shells and
permits the tremendous potential for electron attraction to prevail. The
mentally controlled sub-atomic particle responsible for this has yet to
be identified. This ability to affect the attraction between surfaces is
so far limited to Spider-Man's body (especially conetrated in his hands
and feet) and another object, with an upper limit of several tons per
finger. Limits to this ability seem to be psychosomatic, and the full
nature of this ability has yet to be established. 

Spider-Man possesses an extrasensory "danger" or "spider" sensewhich
warns him of potential immediate danger by tingling sensation in the back
of his skull. The precise nature of this sense is unknown. It appears to
be a simultaneous clairvoyant responce to a wide variety of phenomena
(everything from falling safes to speeding bullets to thrown punches),
which has given several hundredths of a second's warning, which is sufficient
time for his reflexes to allow him to avoid injury. The sense also can
create a general resonse on the order of several minutes: he cannot discern
the nature of the threat by the sensation. He can, however, discern the
severity of the danger by the strength of his response to it. Spider-Man's
fighting style incorporates the advantage that his "spidey-sense" provides him 

Weapons: Spider-Man uses web-shooters which are twin devices worn on his
wrists which can shoot thin strands of a special “web fluid” at high pressure.
The web fluid is a shear-thinning liquid (virtually solid until a shearing
force is applied to it, rendering it fluid) whose exact formula is as yet
unknown, but is related to nylon. On contact with air, the long-chain polymer
knits and forms an extremely tough, flexible fiber with extraordinary
adhesive properties. The web fluid’s adhesive quality diminishes rapidly with
exposure to air. (Where it does not make contact with air, such as the
attachment disk of the web-shooter, it remains very adhesive.) After about 2
hour, certain imbibed ether cause the solid form of the web fluid to dissolve
into a powder. Because the fluid almost instantly sublimates from solid to
liquid when under shear pressure, and is not adhesive in its anaerobic
liquid/solid phase transition point, there is no clogging of the
web-shooter’s parts.

The spinneret mechanism in the web-shooter is machined from stainless steel,
except for the turbine component, which is machined out of a block of Teflon
and the two turbine bearings, which are made of amber and artificial sapphire.
The wristlet and web fluid cartridges are mainly nickel-plated annealed brass.
Spider-Man’s web cartridge belt is made out of brass and light leather and
holds up to 30 cartridges. The cartridges are pressurized to 300 pounds per
square inch and sealed with a bronze cap which is silver soldered closed.
The wristlets have sharp steel nipples, which pierce the bronze cap when the
cartridges are tightly wedged into their positions. A palm switch that is
protected by a band of spring steel, which requires a 65 pounds pressure to
trigger, actuates the hand-wound solenoid needle valve. The switch is
situated high on the palm to avoid most unwanted firings. A rubber seal
protects the small battery compartment. The effect of the very small
turbine pump vanes is to compress (share) the web fluid and then force it,
under pressure, through the spinneret holes which cold-draws it (stretches
it: the process wherein nylon gains a four-fold increase in tensile strength),
then extrudes it through the air where it solidifies. As the web fluid exits
the spinneret holes, it is attracted to itself electro statically and thus
can form complex shapes. The spinneret holes have three sets of adjustable,
staggered openings around the turbine, which permit a single line, a more
complex, spun web line, and a thick stream. The web line’s tensile
strength is estimated to be 120 pounds per square millimeter of cross
section. The 300 pounds per square inch of pressure in each cartridge is
sufficient to force a stream of the complex web pattern an estimated 60
feet (significantly farther if shot in a ballistic parabolic arc).


II.Mary Jane

Real Name: Mary Jane Watson-Parker
Occupation: Former student and Professional fashion model and actress
Identity: Publicly Known
Legal Status: Citizen of the United States with no criminal record
Other Aliases: MJ
Marital Status: Married
Known Relatives: Philip Watson (father), Madeline Watson (mother, deceased),
Judge Spencer Watson (uncle), Martha (aunt), Gayle Watson Byrnes (sister),
Timothy Byrnes (ex-brother-in-law), Tommy Byrnes, Kevin Byrnes (nephews),
Frank Brown (mother's cousin), Peter Parker (husband), May Parker (husband's
Group Affiliation: None
Base of Operation: New York City
First Appearance: (first mentioned) AMAZING SPIDER-MAN #15, (first appeared,
but with face unrevealed) AMAZING SPIDER-MAN #25, (face revealed) AMAZING

History: Mary Jane Watson-Parker is the daughter of Philip and Madeline
Watson, who met as students in college. Although Madeline wanted to move to
New York City to pursue an acting career, she gave up this ambition to be
with her husband, Philip, who took a teaching position at a small college.
Mary Jane's sister, Gayle, was born about eighteen months after their
marriage, and Mary Jane herself was born four years later. Philip was an
alcoholic and the marriage of Mary Jane's parents was an unhappy one.

Philip Watson kept changing teaching jobs and moving form one college to
another. In order to make friends as her family moved to different
locations, May Jane began developing the extroverted, fun-loving personality
that she would cultivate for years to come. Her good humor was her means of
compensating for and escaping from her deep unhappiness over the growing
tension in her family. Finally, Madeline left Philip, taking her daughters
with her, and went to stay with various relatives. 

Mary Jane's favorite relative outside her immediate family was her aunt,
Anna Watson. Anna introduced Mary Jane to her friend and neighbour, May
Parker, whose nephew, Peter, was only a year older than Mary Jane. Mary Jane
first saw Peter out of a window of Anna's house one autumn when she was
twelve or thirteen; he was sweeping leaves and did not see her.

It was in Peter's sophomore year that he underwent the accident that gave him
his superhuman powers and he took on the secret costumed identity of

Mary Jane, Gayle, and their mother moved in with Madeline's cousin, Frank
Brown. Gayle began dating high school honors student Timothy Byrnes and
continued her studies with dance. Mary Jane began doing amateur acting in
school and dreamed of someday becoming a famous actress on Broadway of in
films. Her performance early on as Juliet in a school production of Romeo
and Juliet was not a success, but she later did far better playing Blanche
DuBois in a high school production of A Streetcar Named Desire. Over these
years she also performed in other school plays and at least one musical. 

After graduating high school, Gayle gave up her dance studies and married
Timothy Byrnes; she soon became pregnant. 

Mary Jane first saw Peter Parker as Spider-Man when he performed on television
soon after gaining his superhuman powers. She was impressed by him, thinking
he was a kindred spirit to her. Mary Jane was visiting her aunt Anna on the
night when an unidentified burglar shot and killed Peter Parker's uncle
Ben. Watching from a window, Mary Jane saw the frantic Peter run into his
house and then saw Spider-Man emerge from the Parker house's upstairs
window. Mary Jane immediately realized that Peter Parker was Spider-Man,
but she decided to keep the information to herself, unable to deal with the
confused emotions the discovery awakened in her.

Peter, Peter's aunt May Parker and Anna Watson tried to set up a date between
Peter and Mary Jane, who still had not actually met each other. May thought
that Mary Jane had much in common with Peter and would make a good girlfriend
for him. May even hoped that Peter would someday marry Mary Jane. May did not
tell Peter about Mary Jane's past but tried to get him to meet and date her.
Peter, however, had already fallen in love with secretary Betty Brant, and
was being flirted with by his classmate, Liz Allan. He did not want any
further romantic entanglement and, moreover, assumed that a girl his aunt
wanted him to date would probably be dull and unattractive. Knowing Peter
was Spider-Man, Mary Jane did not want to get involved with him and called
off the date.

One day Mary Jane came to May Parker's house, where May hoped she would
finally meet Peter, but Peter was absent, since, as Spider-Man he was busy
fighting the first of the Spider-Slayer robots. However, Betty Brant and
Liz Allan dropped by the house and were astounded by the beauty of the girl
they immediately regarded as their competitor for Peter.

However, Peter's romantic relationships with Betty and Liz came to an end,
although he has remained a close friend of both. He began his college work
at New York City's Empire State University, where he met and became
attracted to a fellow student, Gwendolyne Stacy.

Gayle and Timothy Byrnes had their first son. However, the stress that
Timothy suffered in trying to support a family while attending college led
to marital discord, and Timothy left Gayle after she again became pregnant.
Mary Jane was pained by the family turmoil, but found escape from her
troubles in her acting and partying.

Soon, Madeline fell seriously ill. Mary Jane gave up her acting at school and
took a series of after-school jobs to help support the family. However,
Madeline finally died, and Mary Jane, terribly upset, left home. She was
determined not to sacrifice her dreams of happiness as Madeline, Gayle, and
Timothy had done. She arrived at Anna Watson's house on a Saturday, and Anna
decided to invite May and Peter Parker over for Sunday dinner so Mary Jane
could finally meet him. 

That Sunday Mary Jane found an apartment for herself in Manhattan's East
Village. Later that day the Parkers arrived at Anna Watson's house for
dinner. When Anna introduced Peter to Mary Jane, he was immediately
overwhelmed by her beauty and charm. After dinner Peter and Mary Jane
watched a rock music program on television, which was interrupted by a news
bulletin about the escape of Spider-Man's enemy, the Rhino. Perhaps realizing
that Peter would want to go after the Rhino as Spider-Man, Mary Jane
suggested they go on his new motorcycle to see if they could spot the
escaped criminal. Peter agreed, but after they found the Rhino, Peter left
her, claiming that he had to take pictures in his role as a freelance
photographer for New York City's Daily Bugle. Mary Jane was delighted to
see Spider-Man appear a short time later to battle Rhino.

Soon afterwards, Peter introduced Mary Jane to his friends, Gwen Stacy,
Harry Osborn, and Flash Thompson. Gwen was jealous of Mary Jane, who then
went on a date with Peter. Shortly thereafter, Mary Jane went on a date with
Osborn. But later still, Osborn arranged a double date: himself with Gwen,
and Peter with Mary Jane. Gwen was still jealous, and Peter, though he was
strongly attracted to Mary Jane, found himself still more interested in
Gwen. Gwen and Mary Jane competed for Peter for some time, but Peter and
Gwen continued to grow closer together. 

Mary Jane was hired as a dancer at a New York City dance club called the
Gloom Room, which was secretly a front for the crime lord known as the
Kingpin. During a gunfight there, a criminal tried to use Mary Jane as a
shield, but Spider-Man rescued her. This was Mary Jane's first meeting with
Peter Parker in his Spider-Man guise.

During a temporary split between Peter and Gwen, Mary Jane tied to become
Peter's girlfriend again. However, Peter was deeply in love with Gwen and
turned Mary Jane down, to Mary Jane's surprise. Gwen and Peter resumed their
relationship, which grew increasingly strong. Mary Jane went back to being
Harry Osborn's girlfriend, but still flirted with Peter.

Later, Harry's father, Norman, who was secretly the first criminal known as
the Green Goblin, murdered Gwen Stacy to take revenge on Spider-Man, whom he
knew to be Peter Parker. After Gwen's death was avenged, the disconsolate
Parker returned to his apartment to find a sorrowful Mary Jane waiting
there for him. Angry and distraught, Peter rejected her sympathy, charging
that the happy-go-lucky Mary Jane would not be upset if her own mother died.
Peter did not realize that, in fact, Mary Jane had lost her mother.
Remembering her own past heartbreaks, Mary stayed with Peter to comfort him. 

Mary Jane broke up with Harry Osborn, who was becoming increasingly unstable
as a result of his father's death. But, claiming she was tired of Peter's
depression, she decided not to become further involved with him.
Subsequently, Peter, as Spider-Man, rescued Mary Jane from the third Vulture. 

At a party, Mary Jane feigned indifference toward Peter. But later that night
she said that she did not want to be in love with Peter because she liked him
too much. Presumably, Mary Jane feared somehow being emotionally hurt in a
serious relationship with Peter similar to the way she had been hurt in
relationships with member of her family.

Nevertheless, Mary Jane and Peter continued seeing each other. Harry Osborn
went mad, became the second Green Goblin, and set a bomb that nearly killed
Mary Jane and Peter. Mary Jane was hospitalized, and Peter was greatly
concerned about her. Later, the second Goblin captured Mary Jane in an
attempt to strike at Spider-Man, but she was unharmed and was released

Just before he left on a trip to Europe, Mary Jane and Peter exchanged a
long, passionate kiss at the airport that was a turning point in their
relationship. Mary Jane realized that their relationship was becoming serious
and was astonished to discover the depth of her own feelings for Peter. 

The and after returning, it seemed for a brief while the mary Jane might
lose Peter to young woman who was a look-alike for the deceased Gwen Stacy.
May Parker, still determined on a match between Mary Jane and Peter, urged
Mary Jane to take the initiative in winning Peter back. After Peter and the
Gwen look-alike agreed to part, Peter found in Mary Jane waiting for him at
his apartment and he was overjoyed to see her. 

Peter realized that he was in love with Mary Jane and even hinted to her
shortly afterwards that he wanted to marry her. 

Sometime later, Mary Jane became angry and Peter when he left her on a date
so he could investigate the killing as Spider-Man. She retaliated by going on
a date with Flash Thompson. Mary Jane told Peter that she was uncomfortable
with having a serious relationship and disappointed of the way he was
continually leaving her to take photographs for the Bugle. (Of course,
she knew he was actually leading to go into action as Spider-Man, thus
risking his life.)

However, Peter Mary Jane recalls once more, and when she helped Liz Alan
chews a wedding gown for her upcoming marriage to the recovered Harry
Osborn, Mary Jane wondered aloud what Peter would think of seeing herself
wearing one.

Finally, Peter visited Mary Jane and presented her with a box of cracker
Jacks in which she found a real diamond ring he had put inside. Peter then
proposed to her, but the startled Mary Jane said she needed time to think
about it. She soon return the ring, claiming shoes too much of her free
spirit to settle down with one man.

Peter and Mary Jane remain friends, but Mary Jane was upset by his departure
on to the dates to go into action as Spider-Man and began avoiding him. She
worked at another dance club called Studio 52.

Mary Jane grew increasingly upset over the knowledge that Peter, whom she
cared for so deeply, was constantly risking his life as Spider-Man. At last,
having finished college, Mary Jane left New York and went to Florida to help
her Aunt Anna settle there. However, Mary Jane's real motive in leaving was
to get away from Peter Parker and Spider-Man.

In her absence, Peter had other romantic relationships, including one with a
female costing adventurer known as the Black Cat. Eventually Mary Jane
returned to New York and after a while the steady work as fashion model.
Various friends tried to revive the romance between Peter and Mary Jane, but
both of them resisted. Mary Jane dated a number of actors and men in the
fashion industry, was pleased to have her just as a front.

One day one of Spider-Man adversaries, the Puma, used his tracking ability and
superhuman senses to track Spider-Man down to Peter Parker's apartment where
Mary Jane was there visiting. Peter pushed her out of the apartment just
before the Puma broke in. Mary Jane could hear the battle between Spider-Man
and the Puma through the apartment's locked door. After the battle is over,
Mary Jane went to Peter and told him she could no longer bear worry about the
dangers he puts himself in and told her she knew he was Spider-Man. still,
Mary Jane had no actual proof of Peter's double identity until at that
moment the Black Cat, who is known to be Spider-Man companion, arrived at
the apartment. In tears, Mary Jane hurriedly left the apartment.

Mary Jane was about to leave New York but decided she would not run away from
Peter. Returning to him, she told Peter her life story for the first time,
and Peter decided he could trust her with his secret. Peter Mary Jane
decided to stay together as close friends and confidants, while ruling out
the possibility of becoming romantically involved once more.

At long last Peter had a friend for whom he felt he did not have to hide his
secret life as Spider-Man. Mary Jane continued to worry intensively about
Parker for risking his life, but remained steadfastly with him as his friend,
even bravely facing danger posed to both of them by the original Hobgoblin
and a new version of the Spider Slayer. As time passed, Peter and Mary Jane
realized that they were deceiving themselves about the depth of their
feelings for one another, and that they were very much in love. Peter
proposed marriage to Mary Jane the second time. She did not accept
immediately. She left for Pittsburgh, where her sister, Gail, had been sent
to prison. Mary Jane helped the police arrest the real culprit, her father,
Philip, who head stolen the rear manuscript. Mary Jane was reconciled with
Gail after the years of tension between them. Right afterwards Mary Jane
accepted Peter's proposal.

Peter and Mary Jane got married on the front steps of New York City's City
Hall, with her uncle, Spencer Watson, a judge, presiding over the ceremony.
They spent their honeymoon in France and made their home in a condominium
apartment that Mary Jane was able to afford thanks to her highly successful
modeling career.

However, a multi millionaire named Jonathon Caesar became obsessed Mary Jane
and even held her prisoner for a time. Marry Jane regained her freedom and
Caesar was sent to prison. However Caesar took his revenge for being
rejected by Mary Jane by having her and Peter evicted from their apartment.
Moreover, Caesar used his influence to blacklist Mary Jane from getting
modeling jobs, and has even gone so far as to purchase companies to prevent
them from hiring her. Her savings frozen to legal matters, Mary Jane and
Peter moved into the home of May Parker for a time. 

However, Peter and Mary Jane have now moved into a new apartment in a
building that is owned by their friend Harry Osborn and is located in
Manhattan's SoHo district. Mary Jane has also returned to acting in her one
role on a daytime serial secret hospital.

Height: 5 ft. 8 in.
Weight: 120 lbs.
Eyes: green
Hair: Red 

Strength Level: Mary Jane Watson-Parker possesses a normal human strength of
a woman of her age, height and build linkages in moderate regular exercise. 

Known Superhuman Powers: none 

Other Abilities: Mary Jane Watson-Parker is an accomplished professional
actress, dancer, and model. 


III.Doctor Octopous

Real Name: Otto Octavius 
Occupation: Former atomic-research consultant, criminal mastermind 
Identity: Publicly known 
Legal Status: Citizen of the United States with a criminal record 
Place of Birth: Schenectady, New York 
Group Affiliation: former leader of the Sinister Six I 
Base of Operations: New York City 
First Appearance: AMAZING SPIDER-MAN #3 Vol. 1 

History: Once he was Otto Octavius, a brilliant and respected scientist who
had designed a set of robotic arms to aid his research into atomic physics.
But a freak a laboratory accident exposed Octavius to intense radioactivity,
grafting his mechanical appendages to his body and granting him complete
telepathic control over them. Worst of all, the accident altered Octavius'
mind, transforming him from a timid physicist into a criminally insane

Armed, quite literally, with four powerful and nearly indestructible
tentacles, Octavius took the name Doctor Octopus. He has sought to amass
wealth and power through various criminal activities, and has formed gangs,
such as the original Sinister Six, in an attempt to dominate crime in New York
City. Through the years, Doctor Octopus has shown himself to be one of
Spider-Man's most formidable foes, and their battles have proven to be as
brutal as any the web-slinger has ever fought. 

Height: 5 ft. 9 in.
Weight: 245 lbs. 
Eyes: Brown 
Hair: Brown 

Known Superhuman Powers: Doctor Octopus' abilities derive from his four
titanium tentacles. Attached to a stainless-steel harness encircling his
lower chest and waist, each telepathically-controlled, telescoping tentacle
is capable of moving at speeds of 90 feet per second and can strike with the
force of a jackhammer. Also, Doctor Octopus can generate a 50-mph wind by
spinning the prehensile limbs like a giant fan. At full extension, the
mechanical appendages allow him to travel high above the ground as if on
stilts, either using two tentacles, or all four for maximum speed (about
50 mph). Each tentacle is about 5 inches in diameter and terminates in
three, single-jointed pincers. The pincers can rotate in relation to the
tentacle for 360 degrees, in a screwdriver-like twisting motion.


IV.Black Cat

Real Name: Felicia Hardy
Occupation: Adventurer, former burglar
Legal Status: Citizen of the United States with a criminal record, granted
legal amnesty
Identity: Known to legal authorities
Former Aliases: Felicity Harmon
Place of Birth: Queens, New York
Marital Status: Single
Known Relatives: Walter (father, deceased), Lydia (mother)
Group Affiliation: Former partner of Spider-Man
Base of Operations: New York City
First Appearance: AMAZING SPIDER-MAN #194

History: Learning that her father had been an infamous cat burglar, Felicia
Hardy decided to follow in his footsteps. She undertook a rigorous training
program that increased her strength, endurance, and agility, learned such
criminal skills as lock picking and safecracking, and gained a knowledge of
martial arts such as karate. Donning a costume to conceal her identity, she
set out to seek her fortune as the Black Cat.

In keeping her chosen nom du crime, the Black Cat decided to create the
impression in her adversaries’ mind that she could give them “bad luck”
through some power of her own. Hence, before committing a crime in a certain
area, she would carefully prepare objects in the same area so that apparent
“accidents” would befall any of her pursuers later on. For example, she would
rig brick walls so that they would collapse, prepare ropes so that they
would break, and rig fire escapes so that they would fall. Through trick
such as these, she managed to convince her principal opponent, Spider-Man,
that she did indeed have the powers to affect probability.

Upon finally being captured, the Black Cat feigned insanity, and some time
later escaped imprisonment. She had become greatly attracted to Spider-Man,
and joined him battling criminals, thereby winning amnesty from the New York
City legal authorities for her own past crimes. She sought to become the
regular crime fighting partner of Spider-Man, who had by now reciprocated her
love for him, going so far even as to reveal his secret identity to her.
However, she revealed to him that she had no superhuman powers, and, after
she had been severely injured in one of his clashes with Doctor Octopus,
Spider-Man considered it to be too dangerous for her to join him in fighting
his superhuman adversaries.

Distraught, the Black Cat determined to gain superhuman powers by some means.
Meanwhile, the Kingpin, the most powerful organized crime leader on the East
Coast, sought vengeance on the Black Cat. She had stolen a detonator for a
nuclear device from him that had later fallen into the hand of Doctor
Octopus. Feeling helpless to stop Octopus, Kingpin vowed to punish the Black
Cat for her theft of the detonator. Concealing his identity from her, the
Kingpin offered to grant the Black Cat superhuman powers in exchange for her
services. The Black Cat suspected that her unknown benefactor was a
criminal, but accepted the offer, telling herself that she would turn him
over to the law after fulfilling her debt to him.

The scientists in the employ of her benefactor discovered that the Black Cat
had latent abilities within her genes, and were able to activate those
powers, using information from the notes of the late Dr. Farley Stillwell,
who had given the Fly and the Scorpion their superhuman abilities. She now
had the power to cause her adversaries “bad luck” that she had only
pretended to possess before, Moreover, the Black Cat’s agility and speed
had also been enhanced. Only after she received these powers did the Black
Cat learn that her benefactor was the Kingpin.

At first the Black Cat concealed the origin of her new powers from Spider-Man,
but eventually he learned that the Kingpin was responsible for them. The Black
Cat then confronted the Kingpin, who informed her that he had given her, her
powers in order to get revenge both on her and on Spider-Man. The Kingpin
revealed to her that her powers would, in time, bring “bad luck” to any one
who was regularly in her presence. Indeed, Spider-Man had been
uncharacteristic clumsy recently when near the Cat. The Kingpin said that the
Cat’s powers would increasingly affect Spider-Man the more time she stayed
with him, and implied that the end result would be Spider-Man’s death.

The Kingpin pledged to Spider-Man never again to force the Black Cat to do his
bidding. The Black Cat decided that, to save Spider-Man’s life, she would end
her affair and partnership with him, but before she could tell him this, he
put an end to them himself due to his dissatisfaction with her amorality and
her disdain for his life apart from being Spider-Man.

The exact whereabouts and present activities of the Black Cat are unknown.

Height: 5 ft. 10 in.
Weight: 120 lbs.
Eyes: Green
Hair: Platinum blonde

Strength Level: The Black Cat possesses the normal human strength of a woman
of her age, height, and build who engages in intensive regular exercise.

Known Superhuman Powers: The Black Cat has certain superhuman powers which
are the result of latent mutations which were activated by radiation and
chemical injections.

Her principal power enables her subliminally and psionically to affect
probability fields, causing improbable (but not impossible) things to occur
within her line of sight. This phenomenon can cause walls and ceilings to
collapse, ropes to break, machinery to explode, guns to backfire, and people
to drop their weapons, or collide with each other. This talent would seem to
be a natural unconsciously controlled ability to manipulate probabilities in
extremely localized areas, which is triggered when she is in a stressful
situation (such as fighting or escaping). Although the Black Cat cannot
consciously control her ability, she can activate it by putting herself
in a position in which she could be harmed. The Black Cat's power
ordinarily only cause such improbable events to befall people or objects
which intended to cause her harm. However, over a period of time, her
power will increasingly come to affect anyone who spends a great deal of
time near her, regardless of that person's intensions toward her. Hence,
that person will also fall victim to those distortions of probability

The Black Cat's power always adversely affects its target; it never affects
probability so as to bring them "good luck."

Abilities: The Black Cat has trained herself to be an Olympic level athlete
with superb gymnastic skills. She is extremely agile, able to execute
complicated flips, springs, and rolls with minimal effort. She is nimble
footed and possesses excellent reflexes. She moves with the grace and
stealth of her namesake. She has been known to do standing high jumps of
almost six feet and standing broad jumps of nearly ten feet. The Black Cat
has a black belt in karate and judo, making her proficient in unarmed combat.

Weapons: The Black Cat sometimes carries a length of cable which can be strung
between buildings and walked on like a tightrope, or use simply to swing on.
The cable is attached to a grappling hook. She once used a cable which
terminated in a super-adhesive ball, but has since abandoned the device for
reasons undisclosed.



Real Name: Quentin Beck 
Occupation: Former special-effects designer, stuntman and professional
Group affiliation: Formerly the Sinister Six 
Base of operations: Mobile at the time of his death 
First appearance: Amazing Spider-Man (Vol. 1) #13 (1964) 

History: Quentin Beck began his career as a movie stuntman, but soon developed
a singular interest in the field of motion-picture special effects. In short
order, he became one of the industry's most accomplished masters of illusion.
Motivated by a desire to transcend the limited recognition of his
behind-the-scenes occupation, Beck attempted to become an actor. He met
with little success. A friend's joking suggestion set in motion his efforts
to kill the wisecracking, web-slinging super hero known as Spider-Man and
take his place as a popular crimefighter.

Bent on duplicating Spider-Man's spectacular feats, Beck moved to New York
City. He studied the wall-crawler intently for months, filming him in action
and collecting fallen pieces of webbing to determine whether the substance
could be reproduced. Beck contacted the contraption-concocting criminal
genius known as the Tinkerer, outfitting him and his accomplices with
equipment that made them appear to be aliens. Beck participated in their
unlawful activities, but escaped when they met defeat at the hands of

Subsequently, Beck completed an outfit and accouterments capable of mimicking
the web-slinger's amazing arachnid-like abilities. He also originated the
masked identity of Mysterio. Beck planned to discredit Spider-Man by
committing crimes in his place, but was defeated by the hero and sentenced
to a prison term. 

After being paroled, Mysterio renewed his illegal activities. Seeking revenge
on Spider-Man, he joined with the tentacled terror Dr. Octopus; the shifty
Sandman; the high-flying, lowdown Vulture; Kraven the Hunter; and the
supercharged super-criminal Electro. However, even the combined efforts of
this Sinister Six proved insufficient to accomplish what none of the villains
could achieve alone. During his second brief imprisonment, Beck learned the
arts of hypnosis and slight of hand. Upon his release, he created the
identity of Dr. Ludwig Rinehart, and used technological and psychological
weaponry in an unsuccessful attempt to drive Spider-Man insane.

Creating the illusion of his own death, Beck escaped prison yet again and
became aware of a large fortune that years before had been hidden under the
home of Spider-Man's loving Aunt May and Uncle Ben Parker by the burglar
who later murdered Ben. Despite his detailed planning and extensive use of
special effects, Mysterio was unable to unearth the treasure. He and his
accomplices were apprehended and turned over to the authorities by

Mysterio continued to clash with Spider-Man for years, both alone and in the
company of the Sinister Six, until learning that he would pay the ultimate
price for his life of crime. Beck was diagnosed with a brain tumor and lung
cancer, both caused by the chemicals he had used to concoct his illusions.
He was released from a prison hospital with a year to live.

At the time, a clone had replaced Spider-Man. Unable to exact his final
vengeance on his greatest nemesis, Mysterio deemed the blind adventurer known
as Daredevil to be a suitable second choice. Beck purchased the hero's
identity as attorney Matt Murdock from the Kingpin, the most powerful figure
in East Coast organized crime, then initiated an elaborate plot to break down
Daredevil's defenses. Mysterio managed to convince Murdock and his confidants
that a baby born of Immaculate Conception was evil incarnate. Relying on his
trademark hallucinogens and special effects, he almost broke Daredevil's
will. But in the end, the demon-garbed hero saw past the illusion and put
down the second-rate super-villain. Following his ignominious defeat, Beck
committed suicide.

In seeming defiance of death, Mysterio soon resurfaced to plague Spider-Man.
Upon his capture, this Mysterio was discovered to be Beck's successor, Danny
Berkhart. Hoping to avenge the original Mysterio, Beck's cousin co-opted his
techniques to create the fiery, pumpkin-headed villain called Mad Jack.
Macguire Beck captured Spider-Man and Daredevil, but the confused costumed
crimefighters managed to defeat her. Behind the scenes, Macguire appeared to
be working in concert with an enigmatic individual clad in familiar
purple-and-green garb...

Height: 5 ft. 11 in.
Weight: 175 lbs. 
Eyes: Blue 
Hair: Black 

Powers: A master magician and hypnotist, Mysterio could perform multiple
sleights of hand simultaneously. Also, Quentin Beck was a skilled amateur
chemist; he concocted a variety of explosives, hallucinogens and toxins of
various strengths and effects.

Weapons: Quentin Beck boasted an extensive repertoire of stage illusions and
special-effects devices. Mysterio's helmet contained holographic projectors
and was constructed of one-way Plexiglas that prevented his face from being
seen. Tubes running under his costume fed nozzles in his gloves and boots
that emitted thick, vision-obscuring gas to mask his entrances and exits.



Gamefaqs- For maintaining the best internet gaming information site.

Activevision- For making an enjoyable Game

You- For reading this guide.

John Marcotte- For sending a strategy for the 2nd battle with shocker.

Douglous Devoe-For sending a tip about mary janes apartment.

Jozef199192-For sending a strtegy for reaching the statue of liberty.

Marvel Directory-For the Character Histories

Your name can also be added if you send me better strategies, info etc.

The End

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