How The Amazing Spider-Man 2 Turned Up the Spectacle

8 minute read

Long before The Amazing Spider-Man premiered in the summer of 2012, the reboot had plenty working against it. “Too soon!” cried fans of Sam Raimi’s well-received Tobey Maguire trilogy, which concluded just five years before. “Too green!” cried skeptics of Marc Webb, whose directorial debut with (500) Days of Summer made him an unlikely choice to helm the superhero story.

Even its star, Andrew Garfield, had his doubts about stepping into such an iconic role, though the British actor’s inner child — Garfield dressed up as Spider-Man for his very first Halloween costume, he says — eventually won out.

“I have reservations about getting out of bed every morning,” Garfield says. “What the hell is going on? What is this weird rock that we’re on, floating through the universe? It’s scary out there. I may as well do something. We may as well tell a Spider-Man story.”

He made the right choice. Garfield’s turn as awkward, tongue-tied Peter Parker was irresistible, and his on-screen chemistry with Emma Stone’s Gwen Stacy proved electric, transforming the action-packed franchise into something moviegoers had yet to see: Spider-Man as an earnest rom-com dressed up in all the extravagance and special effects of a summer blockbuster. “Spider-Man has always had a strong romantic component to it,” Webb says. “That part of his personality is something we all hopefully go through, and [it] makes Peter Parker relatable and interesting.”

While preparing for the sequel, Webb says he had another goal in mind: capture the thrill of the source material. “I had a very specific intention at the beginning of the film to embrace the spectacle,” he says. “Not, ‘I just want to make it bigger than ever!’ That comes from a feeling, it comes from being a kid and reading comic books and leaning back between panels and imagining yourself doing the things Spider-Man was doing.”

It certainly shows. When audiences reunite with Peter Parker this weekend, the thrill-seeker is flying through the streets of New York while trying stop a colorful car chase on the way to his own high school graduation. Reboots are about setting up a universe and telling an origin story; sequels, on the other hand, are about letting loose and having some fun.

“We felt liberated,” producer Matt Tolmach says. “Now we’re free to tell a Spider-Man story in whatever we want to tell it.” First, that meant giving the sequel a light-hearted energy: Spider-Man serves up hammy one-liner after one-liner throughout the movie, showcasing a more humorous side of the character that longtime Spidey fans will recognize from the original comics. To inject some physical comedy in the movie, the crew looked to old Buster Keaton gags, while Garfield studied the movements of Bugs Bunny, Charlie Chaplin, Muhammad Ali and Usain Bolt and practiced “ridiculous contemporary dance” with choreographers to bring out his inner arachnid. “The potentiality of a spider’s movement is it can be here and it can be over there in a split second,” Garfield says. “The lightness and stillness it can achieve is balletic and so beautiful to witness. I hope it’s not just a guy in a suit beating people up.”

The other goal of The Amazing Spider-Man 2, Tolmach says, was to flesh out Oscorp, the mysterious research corporation that becomes a hotbed of evil and science experiments gone wrong. The film has several new villains — Jamie Foxx as Electro, Dane DeHaan as Harry Osborn and the Green Goblin, Paul Giamatti as the Rhino — and the trailer for the movie makes clear references to Doctor Octopus and Vulture, paving the way for the Sinister Six and Venom spin-offs the producers are planning for after the reboot’s third installment in 2016. “There’s going to be a lot of crossover, and the universes are going to make sense,” Tolmach says.

When it came to reimagining Electro and the Green Goblin, Webb let the actors take the lead. Foxx says it was his idea to make the nerdy Max Dillon, who becomes Electro after falling into a tank of supercharged electric eels, the “first black man with a comb over.” DeHaan’s vision for Harry Osborn helped him land the role in the first place: During one audition, stylists planned to slick back his hair and dress him in suits as they’d done for other actors, but DeHaan surprised them by opting for the “trust-fund baby hipster kid” look he thought better modernized Harry — swoopy bangs and sleek blazers.

“It was a risk, but it was worth taking,” DeHaan says. “Why not bring to the table everything you have to offer and see if they buy what you’re selling, rather than try to be the best version of what you think Sony wants Harry Osborn to be?”

Unlike the first movie, which shot primarily in Los Angeles, the crew took to the streets of New York City to bring the film back to the comic books’ original home. New York makes several appearances in the film, partly by accident — in trying to capture the intimate moments between characters on such a large set, the production picked up the ambient sounds of the city, including trucks, sirens and even the crowds that gathered to watch the actors. “Marc does such a good job of making you feel like you’re making an independent movie, even though the movie you’re making is Spider-Man,” DeHaan says.

But the city has a prominent role in the action, too. As Electro comes to terms with his powers, he almost destroys Times Square (well, an extremely detailed replica built on a backlot in Queens, that is) and nearly plunges New York into a blackout that may seem all too familiar post-Hurricane Sandy. Though the filmmakers avoided making the film too dark — Foxx says they cut a scene where Max electrocutes and kills his mother out of concern for their young moviegoers — treating the city almost like its own character lends a real gravitas to a film intended to be more light-hearted than its predecessor. “You can’t have sunshine without having absolute darkness,” Foxx says.

The heart of the film, of course, remains Peter and Gwen. After promising Gwen’s dying father in the last film that he’d stay away from her, Peter struggles with his conscience in their on-again, off-again relationship. Gwen, on the other hand, is having it all: She’s a high school valedictorian interning at Oscorp, and her science background comes in handy as she occasionally puts some brains behind Spider-Man’s brawn. Their tit-for-tat lovers’ banter, some of which was improvised, returns here, but don’t mistake Gwen for just an ancillary love interest — while filming an emotionally charged breakup early in the movie, Stone says she ugly-cried her way through a take before Webb asked her to show a stronger side of the character. “They never insinuated for a second that she was a damsel in distress,” says Stone. “She’s so set on following her destiny, and she knows what she wants out of life. She has a lot of clarity where Peter has a lot of messiness.”

That may be ultimately drive the two apart. Gwen’s academic success earns her an opportunity to attend the University of Oxford in England; there’s also the question of whether or not the film will stay loyal to its source material and kill her off, as the comics did in 1973’s “The Night Gwen Stacy Died.” The idea of their love story tragically concluding may be tough to swallow for fans of a superhero movie that succeeded by being super human, but that may also be what keeps audiences coming back to Peter Parker movie after movie.

“If it was too easy, we wouldn’t want to watch him,” Garfield says. “The wonderful thing about Peter is that he is all of us, and he goes through the same struggles we go through — he just goes through them in the course of two hours as opposed to two years.”

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Write to Nolan Feeney at nolan.feeney@time.com