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Spider-Man 2 Walkthrough
Chapter 11 - Chapter 17

Spider-Man 2 Buy Spider-Man 2

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Spider-Man 2 Guide >
4. Chapter 11 - Chapter 17

This guide has been broken into chapters. Please click the appropriate link to find your answers. Because this is the free version, you will be served a few ads in the process.


1. Introduction and Spider-Man 2 Home
2. Chapter 1 - Chapter 5
3. Chapter 6 - Chapter 10
4. Chapter 11 - Chapter 17
5. Hero Points, Tips and Extras
6. LB's Spider-Man 2 Review
7. ***Spiderman 2 Ad-Free and Printer-Friendly Walkthrough and Strategy Guide***



*Important Information About This Guide*

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"Spider-Man 2"
Walkthrough and Strategy Guide




Chapter 11: The Underworld of Crime

Meet Aunt May at the Bank

Head to the white destination marker and change your clothes on the roof of the bank. When you gain control of Spidey again, you are facing a lot of bad guys...including Dr. Octavius. First, focus on the other men. Take them out so they don't harm you when you're dealing with Octavius. Once you do take care of them, face Octaivius. He will attack you with his tentacles. They move fast, so it's best to slow down and use your Spider Reflexes on him. When you head glows white, "Evade" his attack, then immediately hit your "Web" button to tie his tentacles down. When one or two are tied and he's anchored down, go house on Octavius, punching him with all you have. You only need to get his meter down about a third of the way and he'll leave.


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Exit through the door and fight the remaining men. Watch out for their bombs (bringing them to you with your web is a good way to deal with them). Once you defeat them, you'll get a cutscene. Climb up to the blue destination marker, then follow the helicopter. Stay close to the helicopter, or you will fail. If you're good, you can actually attach yourself to the helicopter, then you just have to focus on avoiding the buildings. Eventually you'll get another cutscene where Aunt May is placed on the train tracks. Get to her (blue destination marker) before the train does. Once May is safe, your mission is complete. Earn 4000 More Hero Points

Travel around town, collecting money via your favorite means.

Chapter 12: Shocking Developments

Go to Your Apartment

Head to the white destination marker, your apartment. You'll enter via a side balcony. Once you do that, head to the blue destination marker. Here, you'll meet Black Cat. Follow her as she'll guide you to Shocker. Follow her into the warehouse (the blue destination marker). Inside, continue forward, through the open garages. Here you'll meet Shocker.

You defeat Shocker the same you you defeat any enemy, you punch them to a pulp. The trick with Shocker is to avoid his attacks. The most dangerous of all of his attacks is the huge force shield he generates when you beat him up. The second you see the shield form around him, sprint or swing away from him. If you are close to the huge fans which are blowing straight up, hop into one and it will lift you high enough to evade his evil bubble. If Shocker is pushing you away with his blue stream, slow down time so you can move around it and get to him. Let Black Cat take care of the other enemies in the room. Like everything in this game, this just take patience.

Earn 4000 More Hero Points

Once you've run Shocker's meter out, exit out of the warehouse via the garage by the fans and start collecting points.

Chapter 13: Cleaning the Slate

Complete Daily Bugle Assignment

Head to the Daily Bugle (white destination marker). After the cutscene, exit back out and go to the blue destination marker. When you get close, someone will warn you of aliens holding up a convenience store. Head to the destination marker. Inside you'll meet the head alien. Watch as his health meters charge up. Then, attack. One punch and Mr. Alien is toast. Exit out and return to the Daily Bugle. Speak to the Secretary. Exit out and you'll come to another cutscene. When it ends, you mission will be complete.

Earn 4000 More Hero Points

Upon completing the Daily Bugle Assignment, you'll get another blue destination marker. Climb to the rooftop of the Daily Bugle and you'll find Black Cat. Follow her, yet again, to Shocker. Along the way, you'll have to fight a few of Shocker's goons. Do so and continue along.

At the warehouse, enter and climb the stairs. Move along the hall toward the yellow marker and you'll meet Shocker. Battle Shocker the same way you did before. This time, however, there is a new element. Shocker has a shield up around him. Black Cat will find a switch to power down half of his shield. It is up to you to find the other one. Your switch is always directly opposite the balcony Black Cat is on. When you power down his shield, attack. Shocker moves around a bit, so it's easiest to lock-on to him. When he starts to form his evil bubble, swing high and away. Repeat the process. Keep in mind, evading his attacks builds your Hero Meter, so it's a good idea to stand still until Black Cat finds the control panel and evade his attacks. This way, you can have a decent Hero Meter when attacking Shocker. Eventually Black Cat will completely destroy Shocker's shield. When she does, simply attack him with all you have.

Exit out of the warehouse and finish collecting your Hero Points.

Chapter 14: Burning Bridges

Earn 3000 More Hero Points

Start off looking for ways to earn points. Eventually, you'll be given the task of making it to MJ's play. Head to the blue destination point and get there within five minutes (easy). Walk into the green beam of light. Even though you made it in time, you managed to miss the play, but you are there to see Mary Jane exit and get attacked. Take on her attackers. Once that's complete head to your next destination marker atop a tall building, again, designated with a green beam of light.

You'll meet up again with Black Cat. This time, you are racing her to the blue destination marker, so get there as fast as you can. If you lose, don't worry about it, you just missed out on some Hero Points. When you arrive at your destination, you will encounter some men and bots below you. This is tough, so take them on carefully. Start off by turning around and running along the rooftop. You will notice a lone enemy below to your right. Take him on and wait for enemies to come to you. You should get three or for men and one robot. When fighting with the robot, simply stay behind him at all times and he can't hurt you. Once you've taken out this gang, run over to the next set of exclamation points, where Black Cat is already doing damage. Finish them off for her, using the surrounding dumpsters for cover. When you're done, continue making your way through town, earning Hero Points. Eventually, you'll get another blue destination marker. Go to it and speak to Black Cat.

After speaking to Black Cat, go to the next blue destination marker and change your clothes. For this you will get some Hero Points. Continue swinging around and you'll get a cutscene. From here, simply collect the remaining Hero Points you need.

Mission 15: To Save the City

Go to your Apartment

Head to your apartment, as indicated by the white destination marker. Climb in through the balcony and you'll get a cutscene. Immediately after the cutscene, head to the blue destination marker within the time limit. Walk into the green beam of light and change your clothes. MJ will be taken by Octavius. You have to go get her within the time limit. Head to the next blue destination marker.


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Walk into the green beam of light to meet up with Octavius again. He'll jump on a train. You need to catch him on that train. So, swing to the blue destination marker, indicating his location. Do it quickly or you'll fail. Once you get on top of the train move toward Octavius. Fight him as you did before. Slow down time, then wait for him to attack you. When your head glows white, hit your "Evade" button, immediately followed by your "Web" button to tie his tentacle down. Tie two down, then attack his anchored body. Repeat until you run his meter down. Next, you'll get a cutscene, followed by another timed run to a blue destination marker. Get there. It's the tightest time run throughout the game, so it may take a few tries. When you get to the building, climb up on the roof and walk into the beam.

Inside, there's a lot of action within the cutscene. Immediately after, you're on. This is your final showdown. First, you must deactivate the nine control panels in the room while avoiding the pulsing force field and Octavius. To avoid Octavius, simply swing as far away from him as possible. It takes time for him to get to you, so moving around is a good thing. You can tell where the control panels are and which ones you've deactivated as the active ones clearly and visibly have energy flowing from them. There is a control panel in each of the four corners of the level where you start. There's one high up on a wall. There are three in rooms on the level below where you start, then there's one mean one below the docks. This one is rotten, as, if you fall in the "water" below, you will die. So, get to the wall and crawl over to it.

Once you deactivate all of the terminals, it's battle time with Octavius. You know how to do this by now...the only difference is you'll need to tie down at least three (preferably four) tentacles before you can attack him, and, after attacking him, quickly move out of his way before he performs a double tentacle grab on you. So, again, go into slow motion mode, hit "evade" when your head glows white, followed by a quick web sling to tie his tentacles down, then start beating on his body. Finally, when you have a few punches in, quickly swing out of his way. To build up your Hero meter, stand in front of Octavius and continue to "evade" his quick attacks. Like everything in this game, it takes patience, but can be done.

Upon defeating Octavius, you will be done with the story part of the game. Nice work!

Chapter 16: The First Day of the Rest of Your Life

Earn 50000 More Hero Points

Yep, it's true, collect 50,000 Hero Points by doing what you do best. What do you get for completing such a task? Nothing. Well, that's not true. The final swing upgrade is unlocked, but is that worth the time and effort spent getting these points? Not in my humble opinion.

Chapter 17: The Second Day of the Rest of Your Life

This is simply the mission that starts after you collect the 50,000 Hero Points. There's nothing to do here but complete "extras" and collect tokens. Check out our Spider-Man 2 Hero Points and Tips for those "extras".


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