- Peter Parker: I need it.
- Mary Jane: It's not done.
- Peter Parker: Give it back.
- Mary Jane: It's *really* not done.
- Peter Parker: I can't go swinging around in my nerd clothes.
- Mary Jane: I just have to finish stitching up a hole in the butt and then I'll give it back to you.
- Peter Parker: I can explain the hole in the butt by the way.
- Mary Jane: Please don't.
- [after being thrown through a roof by the Goblin]
- Spider-Man: I have just officially run out of ways to say, "Ow."
- [chasing after Venom who's captured Silver Sable]
- Spider-Man: Crazy silver hottie threaten my family. I should let Eddie eat her. He'd be doing me a favor. But then I'd then feel guilty about that because, clearly, I don't have enough things to feel guilty about. So now, here I am. Trying to save the crazy woman. If my life were any more stupid, it would be on network TV.
- Peter Parker: [saving people from falling off a bridge, Silver Sable helps] Hey, weren't you trying to kill me just a minute ago?
- Silver Sable: I was hired to capture you, not harm innocent civilians.
- Peter Parker: Aw, your a crazy lady with a heart of gold.
- [first lines]
- Peter Parker: [narrating] This is how it all began. Which of course, leads to a sense like this. A few months ago, I reunited with my childhood friend, Eddie Brock.
- [from flashback]
- Peter Parker: What is that?
- Eddie Brock, Jr.: It's... our inheritance.
- [after defeating Rhino, Alex O'Hirn ejects from the robotic rhinoceros]
- Alex O'Hirn: Back away from me, masked avenger. My diminuitive corpus will not with-stand your contumelious deficient.
- Spider-Man: Not with the big words again.
- Mary Jane: What's wrong?
- Spider-Man: It's Eddie, he's still out there. And I don't know if I'm scared of him or for him.
- Mary Jane: But he's not here.
- Spider-Man: No.
- Mary Jane: I'm here.
- [He puts his arm around her]
- Spider-Man: [to Rino] Hey you! Is that a rhinoceros horn or are you just happy to see...
- [Rhino turns around and he's 8 feet taller than Spidey]
- Spider-Man: I am so scared right now I can't even finish my lame joke.
- Johnny Storm: [racing Spider-Man across Queens] Madame Web is faster then you, and I don't even get the reference.
- Wolverine: [fighting Venom] I'm the best at what I do, and what I do ain't pretty at all. See these claws? Unbreakable. You? Bet not.
- Spider-Man: [to Johnny Storm] I am here to win back the honor of my family name.
- Johnny Storm: What?
- Spider-Man: I was watching "Fist of Legend" last night.
- Johnny Storm: Alright,this is the last time we're doing this.
- Spider-Man: Bring it.
- Johnny Storm: You got enough web fluid for a lap around the entire island?
- Spider-Man: Got enough lighter fluid?
- Johnny Storm: Wow, that was a lame comeback.
- Spider-Man: It's the altitude.
- Civilian: [after seeing Spider-Man chasing the Beetle] Whoa, Spider-Man's chasing Iron Man!
- Eddie Brock, Jr.: Mr. Trask. I have been looking forward to this.
- Bolivar Trask: Eddie? I can't believe...
- Eddie Brock, Jr.: ya'know what I can't believe? I can't believe that after all the things you did, all the things you made me do... after all of that, all you got was 3 years in a golf course prison.
- Bolivar Trask: You can't do anything to me in here! t-the guards!
- Venom: They aren't nearly well armed enough.
- Spider-Man: [When fighting the Green Goblin, referring to his fireballs] Only YOU can prevent Spidey-man fires!
- [to Rhino]
- Spider-Man: Is that a horn on your head, or are you happy to... Oh my God, I am so scared I can't finish my lame joke.
- Silver Sable: [At the start of Venom's boss fight with Sable] I'm Glad you're loose, Brock. I can kick your ass good and proper now!
- Silver Sable: I know who you are, Peter Parker. I can get you and anyone else you know. Mary Jane Watson, May Parker...
- Peter Parker: Leave my family alone.
- Silver Sable: Get in the damn car.
- Peter Parker: It's me, the Amazing Jumping Man! The Spectacular Leaping Dude! It's the Sensational Talking to myself guy!