Spider-Man: No Way Home is a 2021 American superhero film based on the Marvel Comics character Spider-Man, co-produced by Columbia Pictures and Marvel Studios, and distributed by Sony Pictures Releasing. It is a sequel to 2019’s Spider-Man: Far From Home, immediately picking up where the mid-credits left off, and the 27th film in the Marvel Cinematic Universe (MCU). It stars Tom Holland, Zendaya, Benedict Cumberbatch, Jacob Batalon, Jon Favreau, Jamie Foxx, Willem Dafoe, Alfred Molina, Benedict Wong, Tony Revolori, Marisa Tomei, Andrew Garfield and Tobey Maguire.

Directed by Jon Watts. Written by Chris McKenna and Erik Sommers.

Curt Connors / Lizard

  • Trust me, Peter. When you try to fix people, there are always consequences.
  • No way that's his girlfriend, no way.
  • And so it begins...
  • I told you there'd be consequences!

Flint Marko / Sandman

Max Dillon / Electro

  • That's what I was feeling. The power, it's different. I like it.
  • Ah, please. Let me tell you somethin'. I was whoopin' Spider-Man's ass, he'll tell you. And then, he caused an overload. I was stuck in the grid, absorbing data. I was about to turn into pure energy, and then... Oh, shit. I was about to die.
  • What's up, Peter? How do you like the new new? Look, you give it to me, I'm gonna destroy it! [Chuckles] But I'll let you live. Don't make me a murderer, Peter.

M.J.

  • If you expect disappointment, then you can never really get disappointed.

Norman Osborn / Green Goblin

  • I've watched you from deep behind Norman's cowardly eyes, struggling to have everything you want, while the world tries to make you choose. Gods don't have to choose. We take.
  • Can the Spider-Man come out to play?!

Otto Octavius / Doctor Octopus

  • You think your fancy new suit's gonna save you?
  • [Confused] You're not Peter Parker.
  • A spell? As in magic? What is this, a birthday party? Who is this clown? What is this madness?
  • That’s nonsense! Spider-Man was trying to stop my fusion reactor. So I stopped him! I had him by the throat and then I... And then I was here.

Peter 1

  • [To M.J.] Ever since I got bit by that spider, I've only had one week when my life was felt normal, or kinda normal, I guess. And... that was when you found out, because then everyone that was in my life that I wanted to know knew. And it was perfect. But now everybody knows, and... I am the most famous person in the entire world. And I'm still broke.
  • [To Green Goblin] No... I just wanna kill you myself.

Peter 2

  • I generally don't go around advertising it (being Spider-Man). Kinda defeats the whole "anonymous superhero" thing.

Peter 3

  • [To Peter 2] So, what, are you gonna go into battle dressed as a cool youth pastor, or you got your suit? [Peter 2 pulls down the collar of his shirt to show part of his costume underneath] Good.
  • This is so cool. I always wanted brothers.
  • [To Peter 1 and Peter 2] I love you guys.

Dialogue

Dr. Strange: So, Peter. To what do I owe the pleasure?
Peter: I'm sorry to bother you, sir.
Dr. Strange: Please. We saved half the universe together. [Magically lights a fire in the fireplace] I think we're beyond you calling me "sir".
Peter: OK… Stephen.
Dr. Strange: That feels weird, but I'll allow it.
Doc Ock: Hello, Peter.
Spider-Man: [Confused] Hi? Do I know you?
Doc Ock: What have you done with my machine?
Spider-Man: Your mach- I don't know what you're talking about. I don't - what machine?
Doc Ock: The power of the sun, in the palm of my hand. It's gone.
Spider-Man: Listen, sir, if you stop smashing cars, we can work together and I can help you find your machine!
Doc Ock: You wanna play games? [Picks up two cars and throws them at Spider-Man] Catch!
[Peter, MJ, and Ned alert Dr. Strange about the new supervillains that just appeared.]
Ned: So how did the bad guys get here?
Dr. Strange: He screwed up a spell trying to get you into college.
MJ: Wait, what?! I thought it was the MIT Lady you saved.
Ned: You did it with magic?
Peter: No, that was after. Let's just focus on the good news, okay?
Dr. Strange: No, let's just focus on the bad news. As of now, you have detected zero multiversal trespassers, so get on your phones, scour the Internet, and… Scooby-Doo this shit!
MJ: You're telling us what to do, even though it was your spell that got screwed up, meaning that all of this is kind of your mess. You know, I know a couple of magic words myself. Starting with the word "please".
Dr. Strange: [Resigned] Please, Scooby-Doo this shit.
Peter: This is all my fault, May. I should've just listened to Strange and let him send--
Aunt May: [Dazed from the bomb blast] You did the right thing. They would've been killed. You did the right thing.
Peter: It's not my responsibility, May.
May: Oh. [References his chat with Osborn at the FEAST shelter] What Norman said? My moral mission. No. No, no, Peter, listen. You listen to me. You have a gift. You have power. And with great power…there must also come great responsibility.
Peter 1: She's gone, and it's all my fault. She died for nothing. So I'm gonna do what I should've done in the first place. [Starts to reach for the box in MJ's hand]
Peter 2: Peter.
Peter 1: Please don't. You don't belong here. Either of you, so I'm sending you home. Those other guys are from your worlds, right? So you deal with it. If they die, if you kill them-- That's on you. It's not my problem. I don't care anymore. I'm done. I'm really sorry that I dragged you into this. But you have to go home now. Good luck.
[Peter 1 starts to reach for the box, but MJ moves it away from him, wordlessly encouraging Peter 1 to hear his counterparts out.]
Peter 2: My Uncle Ben was killed. It was my fault.
Peter 3: I lost Gwen. My, um– She was my MJ. I couldn't save her. I'm never gonna be able to forgive myself for that. But I carried on. I tried and tried to keep going. I tried to keep being the friendly neighborhood Spider-Man, because I know that's what she would have wanted. But, at some point, I just-- I stopped pulling my punches. I got rageful. I got bitter. I just don't want you to end up like me.
Peter 2: The night Ben died... I hunted down the man who I thought did it. I wanted him dead. I got what I wanted. It didn't make it better. Took me a long time to... learn to get through that darkness.
Peter 1: [Bitterly] I wanna kill him. I want to tear him apart. I can still hear her voice in my head. [Briefly sobs, then composes himself] Even after she was hurt, she said to me that we did the right thing. She told me that with great power--
Peter 2: "Comes great responsibility".
[Peter 2 and Peter 3 exchange knowing looks.]
Peter 1: [Taken aback] Wait, what? How do you know that?
Peter 3: Uncle Ben said it.
Peter 2: The day he died. [Moved] Maybe she didn't die for nothing, Peter.
Peter 1: Hey, what are, like, some of the craziest villains that you guys have fought?
Peter 2: Seems you’ve met some of them.
Peter 3: [Laughs] That’s a good question.
Peter 2: Yeah. I fought an alien made out of black goo once.
Peter 1: Oh, no way! I fought an alien, too. On Earth and in space.
Peter 2: Oh.
Peter 1: Yeah, he was purple.
Peter 3: I wanna fight an alien!
Peter 2: I’m still, like, that you fought an alien in space.
Peter 3: [Sighs] I’m lame compare—like, I…fought a Russian guy in a rhinoceros machine.
Peter 2: Can we rewind it back to the “I’m lame” part? ‘Cause you are not.
Peter 3: Thanks! I appreciate that. I’m not saying I’m lame.
Peter 2: But it’s just the self-talk, maybe. We should—
Peter 3: Listen, I…
Peter 2: ‘Cause, you’re amazing. Just to take it in a minute.
Peter 3: Yeah, yeah, yeah. I can take it in.
Peter 2: You. Are. Amazing.
Peter 3: I can take it in.
Peter 2: You are amazing.
Peter 3: Thank you!
Peter 2: Will you say it?
Peter 3: No, I kinda needed to hear that, Thank you.
Electro: Can I tell you something? You got a nice face. You're just a kid. You're from Queens. You got that suit. You help a lot of poor people...I just thought you was gonna be Black.
Peter 3: ...oh man, I'm sorry.
Electro: Nah, don't apologize. There's gotta be a black Spider-Man somewhere out there. God damn eels.
Doc Ock: [Holding the arc reactor on his hand] The power of the sun...
Peter 2: ...in the palm of your hand.
Doc Ock: [Surprised] Peter?
Peter 2: [Removes his mask] Otto.
Doc Ock: [Pleased] It's good to see you, dear boy.
Peter 2: It's good to see you.
Doc Ock: You're all grown up. [Smiling] How are you?
Peter 2: Trying to do better.
Goblin: Poor Peter. Too weak to send me home to die.
Spider-Man: [Enraged] No... I just wanna kill you myself.
Goblin: [Grinning evilly] Attaboy.
[The Goblin stabs Peter 2 in the back, causing him to collapse. Peter 3 arrives with the Goblin anti-serum and sees Peter 2 collapse.]
Goblin: [To Peter 1] She was there– because of you. I may have struck the blow, but you– [Chuckles evilly] You are the one that killed her. [Starts cackling evilly]
[Peter 3 throws Peter 1 the anti-serum. Peter 1 catches it, then plunges it into the Goblin's neck. Norman collapses to his knees.]
Norman: [Stares up at Peter 1, confused] Peter? [Looks down at Peter 2, who is lying on the ground, then turns back to Peter 1, remorseful] What have I done?
[Peter 1 just stares angrily at Norman.]
Peter: Cast a new spell, only this time, make everyone forget who Peter Parker is. Make everyone forget– me.
Doctor Strange: No.
Peter: But it would work, right?
Doctor Strange: Yeah, it would work. But you gotta understand, that would mean everyone who knows and loves you, we… we'd have no memory of you. It would be as though you never existed.
Peter: I know. Do it.
Doctor Strange: [Sighs] You'd better go and say your goodbyes. You don't have long.
Peter: Thank you, sir.
Doctor Strange: Call me Stephen.
Peter: [Touched] Thank you, Stephen.
Doctor Strange: [Chuckles] Yeah. Still feels weird.
Peter: [Smiles] I'll see you around. [Swings away]
Doctor Strange: [To himself, emotional] So long, kid. [Starts to cast the spell]
[Peter 1 lands on the fallen shield. Peter 3 is supporting Peter 2.]
Peter 1: Hey. Uh, I-I think this is it. I think you're about to go home.
Peter 2: Okay.
Peter 1: Um, but I, uh– Thank you. I just wanted– I want you to– I wanna tell you that– I-I really don't know how to say this, like–
Peter 3: Peter–
Peter 1: I want you to know that I–
Peter 2: You know. It's what we do.
Peter 1: Yeah. It's what we do. Um– Right. I– I gotta find Ned and MJ. I, uh– [Embraces both Peter 2 and Peter 3] Thank you, thank you, thank you, thank you! [Pulls away] I guess– I guess I'll see you. Bye. [Swings away to find Ned and MJ, with Peter 2 and Peter 3 looking on]
Peter 3: [To Peter 2] You're in so much pain, huh?
Peter 2: [To Peter 3] I am.
Peter 3: Yeah.

Cast

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