Spider Man
Console: Game Cube
Creator: Activision
Complete Walkthrough/FAQ
Author: Matthew M
Web site: http://www.nintendodude.50megs.com
Version 1.3
Last Updated: 7/08/02

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Legal Info: This document Copyright 2002 Matthew M. All rights reserved.  Any 
reproduction or distribution of the guide without permission is prohibited 
and any action of this will be prosecuted.  
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If you would like to receive permission to use this guide please ask me and I 
most likely will let you.  But remember I have the right to refuse 
permission.  You can contact me at nintendodude@nintendodude.50megs.com. 

Table of Contents
1) Story
2) Controls
3) Updates
4) Walkthrough
  (1) Search for Justice
  (2) Warehouse Hunt
  (3) Birth of a Hero
  (4) OsCorp's Gambit
  (5) The Subway Station
  (6) Chase Through the Sewer
  (7) Showdown with Shocker
  (8) Vulture's Lair
  (9) Vulture Escapes
  (10) Air Duel With Vulture
  (11) Corralled
  (12) Scorpion's Rampage
  (13) Coup D' ETAT
  (14) The Offer
  (15) Race Against Time
  (16) The Razor's Edge
  (17) Breaking and Entering
  (18) Chemical Chaos
  (19) OsCorp's Ultimate Weapon
  (20) Escape from Oscorp
  (21) Mary Jane Kidnapped
  (22) Face Off at the Bridge
  (23) Conclusion 
5) Cheats
6) Other Info
7) Thanks






###############################################
*******************Updates*********************
###############################################

7/8/02-Finished the FAQ/Game Guide. I will add secrets, cheats, and review 
next update.

*********************BEGIN*********************
###############################################
*********************STORY*********************
----this is taken Spider Man 
from Instruction Booklet----
###############################################


BIRTH OF A HERO...
Orphaned at a young age, Peter Parker lives in Queens, New York with his 
beloved Aunt May and Uncle Ben.  Peter leads the life of a good-hearted, yet 
solitary, teenager making his way through high school.

On a school trip to a research institute, Peter Parker's class is given a 
demonstration of genetically altered spiders.  The next morning, Peter 
previously scrawny body has become muscular-he now has incredible strength, 
and his hands mysteriously adhere like glue to everything. 

Peter gradually teaches himself to gain better control of his powers. 
Initially, he uses his ESP- like "Spider-Sense" and superhuman strength, 
speed and agility to make it is only though the tragic death of his uncle 
that Peter learns that "with great power comes great responsibility." It is 
these words that transform Peter Parker from a teenager with extraordinary 
powers into the amazing Spider-man, a super-hero out to protect the city from 
a never-ending supply of perils.

Meanwhile, in a lab at OsCorp, Spider-Man's ultimate nemesis is about to be 
born...

Are you up to the challenge? 


















********************Controls*******************##############################
#################
***********************************************
----this is taken Spider Man 
from Instruction Booklet----
###############################################

Do Whatever A Spider Can

CLASSIC CONTROLS

Main Buttons

Punch/Action--b
Kick----------x
Web-----------y
Jump----------a

Control Stick

WEB WEAPONS

Y button + <- on the Control Stick-web gloves

Y button + -> on the Control Stick-web dome

Y button + up arrow on the control stick---impact webbing

Y button + down arrow on the control stick---yank you targets with a web line

Classic Controls

+ = up, down, right, left 

Web Swing------------R Button
Zip-Line-------------L Button
Look Around Mode-----Z button + C stick
Camera Lock Mode-----up on the c stick
Rotate Camera---------<- -> on the C Stick
Yo-Yo Spidey-----------Y+L Buttons
Riding Enemies--------A button
Pause----------------Start
Directional Attacks--+ Control Pad + Punch/Kick
Dodging---------------+ Control Pad + Jump
Zip-Line Attack-Press-Y Button While Zip-Lining









ENHANCED CONTROLS

Main Buttons

Punch/Action-b
Kick---------x
Web----------y
Jump---------a

Control Stick - Push a little to walk or push all the way to run.

L+B Buttons---web gloves
L+X-----------web dome
L+Y-----------impact webbing
L+A-----------yank you targets with a web line

Enhanced Controls


Web Swing--------R button
Web Zip----------Z button
Look Around Mode-L Button + C Stick
Camera Lock Mode-up on the C Stick
Rotate Camera----left or right on the C Stick
Re-Center Camera-down on the C stick
Yo-Yo Spidey-----L Button + Z button
Riding Enemies---A
Pause------------Start


+ = up, down, right, left

Instant Swing Turns-L Button + A Button

Directional Attacks-+control pad and jump

Dodging-------------+Control Pad and Jump

Zip-Line Attack-----Y button while zip-lining

Twirl Yank----------L Button and A button and left or right on the control 
Stick then rotate


******************Walkthrough******************
###############################################
**************Search for Justice***************
###############################################

After losing Uncle Ben Peter Parker begins to look for his Uncle's killer.  
The killer is a member of the skull's gang. You should play close attention 
to your compass and height meter to find each thug.  After the cinema stops 
you are in skull territory. Right below you is a combo you can pick up if you 
crawl underneath the statue.  You must find out where the Uncle Ben's killer 
is so you have to defeat thugs.  Use your compass and height meter to find 
each one.  After you defeat a few another cinema starts and you get the 
information you need.  Go to the Warehouse.  If you have a problem either 
defeating the thugs or using your compass or height meter go back to the main 
menu and do the tutorial.  Step in to the Spider indicator.  Another cinema 
starts and you enter the warehouse.  Congratulations this level is complete.    

###############################################
*****************Warehouse Hunt****************
###############################################

This level is a little tougher than the first.  You need to keep an eye out 
for ventilation ducts that spider man can crawl through. The covers will be 
on the ground.  As you begin a cinema will play.  A thug comes out at closes 
the door you open.  Hope down off the ceiling and head through the door down 
the hall.  Pick up the combo and continue down through the hall way but stay 
in the shadows and zip up to the ceiling crawl towards the corner but before 
the corner head down side of the wall until you get to the first divider. 
Stay still and zip across the room.  If you did this right you will find your 
self underneath a metal walkway. Wait till the thug in red turns his back and 
walks away and drop down and enter either through the door or garage type 
door.  Defeat all these thugs and before you continue through the next garage 
door.  Head back to where the question mark told you about picking up items. 
Crawl through the open in the boxes and pick up the health.  Even if you 
don't need it this room is a secret room.  Now head through the garage door 
and another cinema begins.  You will need to get the fuse to open the door to 
continue. Defeat the thugs.  It would be best when fighting any thugs to 
defeat the thugs with weapons or guns first.  Once defeated head over to the 
semi truck and you will see a bunch of gas cans on the ground. Now make sure 
you pay attention to your spider sense and head into this opening and 
immediately web zip up to the ceiling and continue crawling down the hall. 
Don't go all the way because a gas can will roll down the hallway and then 
explode.  Drop down and defeat the thug who jumps out of the forklift. At the 
end of the hallway head up the ventilation duct on the ground.  Make your way 
through the air duct. When you come to a fork take the way that doesn't have 
electrical wires. Drop down and hit the red switch by hitting b.  If you need 
more help use the blue question mark. Now head back up the ventilation duct 
and go the way you didn't come.  You can tell by the deactivated wires 
hanging down. Drop down and you will find a bunch of doors and a locked one. 
Make your way into the room that has an open hole near the ceiling on the 
wall.  Crawl through there and hit the switch like before.  Then go back 
through the hole and enter the ventilation duct you haven't used yet.  Drop 
down through there and defeat the thug.  This is a tough one so be careful.  
Get the fuse and make your way through the doors back to the control panel.  
Hit the switch using b and crawl through the nearest air duct right by you. 
Head back through and back out to the man room.  Make sure you get some 
health if you can because you are going to have to defeat a lot of thugs.  Go 
through the newly opened garage door and beat the thugs.  Grab the health in 
the opening the thugs came out if you need it.  When they are beat head 
through the door and this level is complete. 

  ###############################################
*****************Birth of a Hero***************
###############################################

Go ahead through the air duct and make your way through. It doesn't matter 
with hole you drop through drop through one and don't worry about the thugs.  
Just make a mad dash for the upper left corner to the blue question mark. Web 
zip through the chamber.  Only one thug usually follows you so defeat him. 
Head through the door and be ready for a lot of thugs to be beaten. One of 
these guys will have a key.  So take it slow use all the health in the room, 
as you need it. If you are stuck and all the thugs are defeated you will need 
to search for the glowing key. (It won't be too hard to miss.) When you have 
it head through the door.  Head down the hallway.  When you get it to a room 
where the is a stairwell.  BIG SHORTCUT!!!--> Go into the center and web zip 
up the ceiling.  You can then jump to do platform right by the door.  Head 
through and down the hallway. When you step through the doorway.  Your battle 
with Uncle Ben's killer begins. Use the health if there is any in there.  
Watch out for the flash grenades and you can use the ceiling and jump down 
for the moment to strike. When you defeat him a cinema will start and this 
level will be complete. HINT: When he uses a flash grenade try to continue 
punching and kicking him. 

###############################################
*****************Oscorp's Gambit***************
###############################################

For this next level, do ask the instructor instructs.  Then following the 
compass and height meter to the Spider indicator and enter it. Then on your 
way you run into some mechanical machines.  You will need to use camera lock, 
which you should know if not.  When facing your enemy hit C up and you will 
lock on to them. Destroy all of these and keep in eye on your health.  There 
might be health and web refills on the building tops below. This level will 
teach you good air fighting skills.  This level is complete.  HINT: When in 
camera lock mode fly above your enemies break your web line and try to fall 
towards them and either kick or punch them. Then continue web slinging 
around.  You can continue to repeat this.    

 ###############################################
*****************The Subway Station************
###############################################

In this level it is real important you pay attention.  Especially to your 
allies health not to mention your own.  When your spider sense goes off pay 
real close attention to where your allies are.  Always save civilians and 
then security when you have that option. Security guards are trained so they 
have better health. To save them simply defeat the attacking thugs. You have 
to save a security guard, hostage, security guard, security guard, and such. 
I think in the harder levels you might not get a compass. If you have it use 
it. Now there is a guy talking on his cell phone and a support beam is about 
to fall on him. You will need to go up to him press b and carry him to the 
safety zone. Again you should use the compass. Then again you have to defeat 
more thugs. Your spider sense goes off again and you must save more guards. 
Pay attention to where they are and get there. Use the compass if available 
to you. The two guards here are side by side. Another cinema appears and this 
level is complete. 






###############################################
***********Chase Through the Sewer*************
###############################################

HINT: When thugs gang up on you use web dome.
Shocker has set up a sabotage party for Spider man. Be prepared to fit a lot 
of thugs. Go down the hallway and defeat all the thugs. Defeat the thug to 
the right at the end of the hallway and continue through the doorway. Head 
right down the sewer by web slinging, jump off to the left, and defeat the 
thug and grad the spidey health. Again I don't know if the health is there on 
the harder levels. Cross to the other side. Defeat the thugs. And continue to 
the left of the entrance. In this large circular room. Defeat the thugs and 
drop down one level. You can do this by carefully web slinging down. Defeat 
the thugs and hit the two switches with unlock the door. Drop down, defeat 
the thugs, and continue through doorway. Again, defeat the thugs. Go left 
over the current. Jump of to the right platform. A cinema begins.  You need 
to get the water key from the thug. Continue to the entrance right of the 
switch. When in there just run around and find a thug running with the water 
key, target lock and L+A if you are using enhanced mode which is twirl yank. 
It brings him back in hitting and kicking distance. Continue this till 
defeated and get water wheel control.  Go over to the red flashing light to 
the control hit B.  Continue through waterway. Jump out of it and defeat the 
thugs. Continue to the far right corner. Defeat the thugs. As you continue 
take the hallway on your left. Exit the hallway on the other side head right 
and the door locks. Defeat all of the thugs. Careful there are a lot. Go to 
the area below where you entered hit the switch in the room to the right. The 
door on the left gets you the impact-webbing combo. Go through the door and 
this level is complete. 


##############################################
**************Showdown with Shocker************
###############################################

The first part of the level is easy to beat if you just follow these 
guidelines: Shocker is going to send electrical blast down the tunnel your 
running down. They key is not to run.  If you run to the right in the gap 
between the tunnels you can' get hurt. Use L+C stick to make your way to 
these similar places. You may need to peak around the corners a step out a 
little or put your back as far back as you can without leaving the safety 
area to see your next safe area. Or you can run and the web zip real fast to 
these areas. You chose. To get more time step out into the tunnel you aren't 
going to use and then make a mad dash.  After a few times a cinema starts and 
you can now continue. Hit the two switches to the left and right where 
shocker was. Head left and up the stairs. Go right through the sewer hop off 
to the right and head down the stairs. Make your way through the hallway and 
when you enter the room head through the doorway you see right in front of 
you. As soon as you go through the gate at the end your battle with Shocker 
starts. Use the health in the room battle him as normal and watch out for 
this tornado and eletrical attacks.  When he uses these attacks web-zip up to 
the ceiling and hid by a subway kart for protection until he is done. A big 
hint: --> Lure Shocker over by the gas cans and throw them at shocker but be 
careful not to hurt yourself. It takes a big chunk out of his health<---
Battle till he is defeated. He gives you the information you need and this 
level is complete. 

##############################################
**************Vulture's Lair*******************
###############################################

Start climbing the tower. Watch out for grenades and mechanism. Avoid the 
swinging log. Web zip up to the higher platforms and continue climbing. When 
the first whole in the center in available enter and web zip to the ceiling 
and exit on the upper level. Climb straight up through the broken stair well. 
Head to the next broken stairwell and drop down into it. Walk left don't go 
through the doorway. When you hit a dead end crawl up through the broken 
walkway. Now enter the next doorway and zip to the top and exit onto the 
upper level. Continue running when you hit a dead end zip up and head through 
the next entrance. Drop to the floor of this room and exit on this lower 
level. Continue climbing. You should see another stairwell to start climbing. 
Watch out for bombs and mechanisms. It is best to web sling, jump, and web 
zip through this real fast. At the top this level will be complete. 








##############################################
**************Vulture Escapes****************** 
###############################################

This level you just simply follow Vulture and repair what he breaks. Watch 
your spider distance meter.  You can't fall to far behind.
You can repair things by facing it and pressing and holding Y to web them up. 
You will need to repair a billboard and a water tank. You might want to c-
target him while chasing him because it makes it easier to following him. 
After you repair and chase him this level is complete.

##############################################
**************Air Duel With Vulture************
###############################################

The level you need to fight Vulture. Use your air attacks. When he is hurt 
enough he will land on a buildings ledge follow him there and continue to 
fight. He will start to fly again repeat the above. After he is defeated this 
level will be complete. 

##############################################
*****************Corralled********************
###############################################

Your temporary ally Scorpion needs help.  Stay close to him and I mean close.  
Watch where he goes and follow him. Remember that there are multiple floors 
in this level so you may need to web sling around. If you lose him find him 
fast by using the compass and height meter.  It may have to use some common 
sense to see which floor he is on because he may be on the ceiling making him 
appear on the next level.  After you beat the certain number in the right 
upper hand corner of the screen.  This level will be complete.

##############################################
**************Scorpion's Rampage***************
###############################################

Fight Scorpion keep him off the wall by L+A. Use your camera lock and watch 
him for his power attacks.  When you see him charging off web sling away. 
Once you beat him this level is complete.






##############################################
*****************Coup D'ETAT*******************
###############################################

Save Mary Jane. Web sling to her on top of the balloon and stand by her hit B 
to pick her up and following your compass to the safety zone to keep get her 
safe. Then go take on Goblin. Chase goblin and web up the tower and bridge he 
destroys while fighting him in between. After you fix the bridge he goes to a 
field fight him to a cinema plays and this level is complete. 

##############################################
*****************The Offer*********************
###############################################

Fight Goblin till he enters a building keep an eye on your health there is 
some in here and on the buildings top. He gets on his glider again. You need 
to fight him in the air again and following him into the last building. C-
target him. Just wait till he comes out of the electrical area attack him 
when he is out of there. Once you beat him this level is complete.

##############################################
**************Race Against Time***************
###############################################

Follow your compass and go up to each bomb machine and press B. It will 
deactivate and you can continue to the bombs. Don't waste time. You don't 
have any to waste. Once all of these are deactivated this level will be 
complete.

##############################################
**************The Razor's Edge*****************
###############################################

You need to destroy 50 Razor Bats. Stay in the air unless you need to health 
on the rooftops. Use all your attacks the swing kick (web sling and X) works 
good through a crowd of them and just your normal web attack while web sling 
is good. They are easy to beat but there sure are a lot. After you defeat 50 
use your compass to a height meter to go to the construction are don't try to 
defeat all of them you can't. Step into the spider indicator and this level 
is complete.  

###############################################
**************Breaking and Entering************
###############################################

Before we get started lets get a few things out of the way. If a guard or 
camera sees and you trip and alarm hide quickly but after a minute or so the 
alarm will turn off. When you are hiding make sure the face of Spider-man 
next to your health bar is shadowed in. This means no one can see you.

All right lets get started. Now that that is out of the way, make your way 
through the vent. Try to stay in the shadows as much as possible later on. 
Now don't worry about being super sneaky just yet. I will tell you when you 
need to but for now just don't get caught. You will see a guard down the 
hall. Wail until he turns his back and either fun or web zip to the next 
shadowed area. Repeat it until you get to the doors. Enter and STOP!!!Now you 
can start being super sneaky. Walk left straight into the corner. Don't let 
the camera see you. When the camera isn't looking go through the door. Now in 
the room turn right and climb the wall, jump off by the door and enter. Web 
zip up to the ceiling after you watch a cinema and learn about the security 
system. There is a computer in this room. Crawl over to the far left computer 
room. From the ceiling you can see an active computer. All right now look 
around and make sure that the guard isn't looking. At these points in the 
game you might want to watch the guard and learn his patter for a minute and 
wait till you have the most time. When the time is right jump down go up to 
the active computer hit the B button. When you have 1/5 of the password web 
zip back up to the ceiling. Now you need to find 4 more computers with 
passwords. On the ceiling crawl to the middle of the room in the shaded area 
and when the guard isn't looking drop down and head through the door. In this 
room there are two computers. Repeat the above strategy. Watch out for the 
camera right as you go through the door. After you get those passwords that 
are across the room and just on the right and left side of the middle. Don't 
head through the door to the left of the door you came in. (If you just came 
through it the door would be to your left.) Go to the other door. Be careful 
of the camera and guard. The first code for this room is right in front of 
you and then second is on the other side just past the middle. Now after you 
have all five follow the compass to the door. Be careful that neither the 
camera nor the guard sees you and enter the door. Don't touch the door 
because I think the alarm will go off. But press B in front of the control 
panel and enter the code. The alarm won't go off if you get it wrong so try 
to figure it out if you want it is fun but if you don't want to I think it is 
purple/blue, blue/pink, pink/orange, orange/pink, orange or something like 
that. Congratulations this level is complete. 


###############################################
**************Chemical Chaos*******************
###############################################

A cinema starts like usually. This time it is about a scientist who is going 
to help you with the chemical problem. Head through the door. (If you haven't 
figured it out by now you press B in front of the control panel. Zip line up 
to the ceiling and head down the hallway take the left. You should pass over 
a health. In the next shady area before the door drop and wait of the guard 
to come then leave. Run across the hallway and enter the door. Now be careful 
L + C stick across but wait until the laser leaves the area you are going to 
zip line through. Now zip fast! Good you made it. If not head back to that 
shadowy spot and wait. Try again if you need to. Lets continue. Zip up to the 
ceiling and follow the hallway. Looks a little tuff these laser field. Well 
not with this technique. Line up in the middle of the hallway but on the 
ceiling. L+Z down about a body length of Spider-man. Then L+C stick but try 
to be even with the spidy health on the other side. You should have a clear 
zip line pass here. Just use your L+C stick and hit Z. No probably right. But 
if you trip an alarm either head back which would be the safest idea or find 
another shadowy spot ahead. The scientist will talk to you and explain more. 
Head down the hallway but make a left head down that one. Go to the end. Wait 
till the guard is not looking and go in the door. The control panel is on the 
side of the door. Hit the button to open it. Once inside the scientist will 
explain again. Go up to the control panel and hit the switch, which is the 
flashing light. Look out for guards when exiting your spider sense will go of 
but if you stand next to the window you will see him a couple seconds later 
if you wait until he turns then you can go. Now do it again at the door at 
the beginning of the hallway. Now head through the center chamber once you 
have exited using the previously mentioned strategy, hit the switch on the 
right or if your picky the one that says AB above it. Now head down the other 
hallway, the one you are not in or came in. Go all the way to the end of the 
hallway and enter watching out for the guard. Go to the behind the back 
bookcase in the corner. Jump on top and L+C stick the bookcase on the 
opposite side. Careful you can only touch the bookcases in this room. Then 
L+C stick to the bookcase on the other side, if you trip an alarm you can 
either go back to the corner you were in to hide using L+C stick but if they 
see you if won't work or you can go further without them seeing you to hide 
and wait or continue and hide and wait you decide. Now remember if you don't 
hurry you will notice a chemical spill. Make you way through the force field 
again. You know how by now. Use the compass and go through the door and 
activate the third switch. The final switch the door is locked. The scientist 
will explain. Web zip up to the ceiling, wait for the scientist to appear, 
wait for the robot to leave, drop down give the scientist a good punch or 
whatever, get the key card and enter. Hit the switch in here. Go back o the 
room we were in before with the two switches. Hit the switch on the left and 
this level is complete. 

###############################################
**********OsCorp's Ultimate Weapon*************
###############################################

The level is simple but a little challenging. Take out all the close shield 
generators then the farthest. If you get to far from the machine it will 
fire. Be careful of your health. Health is located in a lot of places this 
level. You will need to climb all over the droid to find all the shield 
generators. Destroy some of the machines while you do it. It is easier this 
way. Four are on its back, two are by its neck and chin sort of on a 
platform, and the last four are located on the opposite wall as the droid. Be 
careful though when getting the last four. After you have 10 defeated you can 
web sling over to him and hit the thing that used to be protected by the 
field generators a good kick and punch a couple of times and your done. 



###############################################
**************Escape From OsCorp***************
###############################################

Don't worry about being sneaky now the alarm is already on and the machines 
are after you. Head down the left hallway all the way turn right and head 
through the door. Hit the button to deactivate the force field walls. Exactly 
on the other side hit that button that takes care of the gun turrets. Head to 
the first foyer on your left there and go to the opposite side. The door is 
force fielded shut but the button on the opposite side door hit it and it 
opens. Head through the door and then hit that button the door opens head the 
hallway fast because you will be attacked. At the end of the hallway you will 
be done. 

###############################################
**************Mary Jane Kidnapped**************
###############################################

This level is easy as long as you move fast and are graceful. Just follow 
Goblin. Go as fast as you can. And look out for grenades and bombs. Go 
around, above, or below them.

###############################################
**************Face off at the Bridge***********
###############################################

You'll need to save Mary Jane first. Web sling over to her press B to pick 
her up and use the compass to take her to the spidey safe area. Hit B to put 
her don and go take on Goblin. Fight him like before use your C-stick 
targeting. There is more health if you web sling under the bridge and pick it 
up. Once you knock Goblin off his glider fight him on the ground. He will get 
back on his glider after a bit. Continue and repeat this. Then the game saves 
and the conclusion begins with a cinema.

---->Don't forget to check out the secret store in the Specials area of the 
Main Menu. <-------

5)
###############################################
********************Cheats*********************
###############################################

Coming Next Update.

###############################################
******************Other Info*******************
###############################################

You can find other game guides, cheats, and reviews at my site. 
http://www.nintendodude.50megs.com. 

###############################################
*********************Thanks********************
###############################################

I would like to take a minute to thank you for reading and using my FAQ/Game 
Guide, Nintendo for making the Game Cube, Activision for making the game, 
Marvel Comics for making Spider-man, GameFaqs for putting on this on their 
site, and myself for writing this FAQ/Game Guide.