So far, the game has taken it easy on you. In this level, you will run into a new slew of challenges including doors that change destination depending on what buttons are pushed and rooms that have altered gravity. As usual, keep on your toes. If you get too hurt, don't hesitate to return to the healing room. There's not a time limit, so be careful.
The Sci-Fi Scene[edit]
You know the drill. Jump on top of the clacker to save your progress and open the passageway through the ceiling. You'll come out in a room with a cat running in front of a backdrop of mountains and some blue and red spiky crushy things at the top. Ignore them for now and crawl left. You'll find yourself among towers of burning buildings. Being careful not to touch the blue mummy robot, crawl out of your hiding place and up the right-most wall. Stop just before the green goo or you will slide off the wall. Stand up and walk as close as you can to the green goo without slipping. Jump up and left by holding + to leap off the right wall and land on the left wall above the green goo. Climb up the left wall into the blackness.
Scaling Skyscrapers[edit]
Near the top of this wall, you'll see more green goo, so jump to the other side to avoid it and climb the right wall. Walk up the right wall as far as you can, then jump back to the left wall. If you look closely, you will see a button in the middle of the green goo on the right wall. From the left wall, shoot a web over to the button to create a bridge across the chasm. The green dinosaur will begin to walk across this new bridge. Hit the button again when it is in the middle of the bridge to send it down to its doom. Climb up to the top of the building and jump down the chasm on the other side.
Hit the green button on the floor here to open a passageway under the building. Climb back up the building and hit the slimy button to create the bridge across the chasm. Drop to the bottom and crawl through the passage that goes under the building and climb the wall on the other side. At the top of the building, cross the bridge and walk off the screen to the right. You'll find that it wraps around and puts you on the left side. Look up to see a bunch of flashing lights. Stand under the orange thingy that is neither a candy cane nor a flashing light and hit it with a web. This will open a hole in the top of the building. Jump off the ledge to the right and crawl up the wall. Hop down the hole into the building.
There's a green button down here that seems like it doesn't do much at first, but you'll see what it does later. Climb up the left wall, holding + as you walk. If you hold left while you climb, you can climb past spots one block wide of slime without falling. As you pass the flashing light on the left wall, you will slip, but then catch your footing above it. The light will activate another flashing light on the right side of the screen that will toggle four lights on and off. Crawl up to near the top of the screen. Wait until the four lights are showing before climbing up into the next section. If you crawled up when the four lights were visible, you will see the lights at the top right here are raising and lowering. Crawl up to the top of this building and cross the bridge to the left. Jump on the raising and lowering flashing light platform and let it take you up.
Spaceship[edit]
Be careful here, for the gravity is strange in certain areas. Try to avoid jumping whenever possible. The orange bars here all hurt you when you stand on them, as does the blue, wavy electricity. What you want to eventually do here is to remove all the orange bars in the left shaft, allowing you to climb up.
Jump up to a section of the candy cane above you that isn't slimed. Shoot a web to your right to hit the green button. This will remove the orange bar on the left side. Shoot a web to the left and hit the green button there, removing the first orange bar. From here, walk on the ceiling into the slime. The gravity will pull you slowly to the right. Grab the ceiling again as soon as you can. Jump to the ground and walk over to the right. You'll take a small bit of damage from the orange here, but it is better than flying out of the room. Walk to the very right and shoot the green button at the top of the room. This will remove two orange bars. Find the other green button on the ceiling, which is now within web's reach. Walk under it and shoot a web up.
We're over halfway there, now. This button opened a section of the candy-cane into the center of the room. Climb up through the passageway, staying on the ceiling, away from the slime. Climb up the wall and stand on the top where there is no slime. Shoot a web to the left, hitting the center button and removing the second-to-last orange bar in the shaft. Turn and fire a web to the right, hitting the center button and opening the way into the very center.
Crawl into the center, making sure to stay on the left wall. You cannot avoid taking damage here, so work as quickly as possible. Crawl down onto the orange bar, stand up, and shoot a web at the center button hiding among the blue wavy electricity. When the buttons disappear and the last orange bar is gone, crawl back up off the orange bar. Crawl down the passageway you climbed up. Now that the slime is gone, you can safely crawl across the candy cane to the left and up the newly opened doorway.
Stand at the entrance of this room until R2D2 is close. Follow closely behind him. When you reach the section of ceiling that is raised a little, jump up and crouch until R2D2 goes under you. Then drop down and continue to the right. There is a seemingly all-important red button on the wall here. Hit it with your web so it turns green, then go back the way you came. The way you came into the spaceship is blocked, so you'll have to find another way out. Climb down the left wall of the spaceship to the bottom, then crawl across the bottom. From the bottom right corner, jump up and let the gravity take you to the ceiling. Now that you're done with the spaceship, jump out of the hole in the top right corner
Into the Laboratory[edit]
You'll fall out at the top of the set with the running cat and mountain backdrop. Taking care not to get crushed by any of the blue and red bundles, walk across the top under each bundle as it goes up. The button here will open a hole in the ceiling, but it really doesn't do much. If the cat is really annoying you, you can shoot a web at it, causing it to freeze under the falling bundle, but it really doesn't make a difference. If you get hurt a little, it's fine because we're about to walk right past the healing room. If you need it, jump down and heal yourself before moving on.
In the room with burning buildings, you will see that you can now move to the left. Jump over the blue mummy robot and crawl under the building. On the other side of the wall of slime, shoot a web up and climb up to the top. This part is a little tricky. Someone sprayed Pam on the ceiling here and now you can't stick to it. At the top of the web, he will try to stick to the ceiling, but will fail miserably. Hold + and keep hitting to shoot webs wildly. After a few glitchy movements and with a bit of luck, Spider-Man will successfully land on the top. If not, just try it again.
Walk to the left to find a room where a mummy appears and walks around on the bottom. Shoot a web straight across to summon a lift. Walk on it and it will take you down. Walk into the room and the door will shut behind you. Shoot the switch on the ceiling with a web, but don't go through yet. Instead, jump up above the mummy and walk over the orange switch up here. This will turn on a flashing blue floor of pain. Eventually, the mummy will disappear, but the floor of pain will remain. Crawl back down and through a new opening in the floor.
Time Travel?[edit]
The opening in the floor leads to a time machine of sorts. Run blindly past the "Danger" sign and crawl down the wall and through the only opening available. Jump past the blue crushers while the top one is going up and hop down to the bottom when the blue, wavy electricity is removed. Walk to the right until you are standing right next to the wall and shoot a web up. It should hit a switch in a tricky to reach alcove, opening the way to another button.
Brave the blue munchers again and hit the orange button just above the blue flashing floor of pain. This switch starts both munchers, but also opens a new path down. Go through the openings on the right and down to the bottom. Walk to the left and through the opening when the muncher switches it open. If you hit the important looking button in the spaceship, this will lead to the top of the elevator shaft. Crawl up and along the ceiling and jump down on the far left side. If you jump down the center, because the middle poles are slippery, you will be stuck and will have to restart. A button at the bottom of the right side will open a passage down through the middle of the shaft. Climb back up and jump down the middle, landing in the elevator from the very beginning. Walk through the opening on the right to heal yourself (you will need it for the next section), then crawl down the hole in the floor
The Sewers, Part I[edit]
Jump down from the roof onto the stairway. It will collapse as you near the bottom, but that's a good thing. Go to the landing under the stairs. Below the slab of cement, there is a break in the small rocks and a little red light at the bottom. The slab of cement over this area is an illusion. Drop through it and walk on the red light to switch it to a green light and block the flow of water. Once you have blocked the water, crawl out of the small area. The ceiling is web-resistant, the edge of the stairs is slimed, and the wall to the left is coated with Pam. It may seem like you're stuck, but there is a way back up. Walk all the way to the left and hit the small ledge sticking out above you with your web. Climb up and crawl onto the ledge. From here, you can jump across the broken stairs to the other side. Walking over a small patch of slime will restore the stairs, but don't go that way. Instead, find the triangular mark in the floor and step on it to open a gate. Drop down and step on the red light to open another gate. Drop into the canal where the water once flowed and crawl to the right.
This next part is a bit tricky, and if you mess it up, you won't have to restart, but you'll have to wade through the very damaging water. You can't crawl to the right because there is slime on the ceiling. Instead, crawl down the wall and stand up on the bottom where there is no slime. Fire a web to the left and immediately crouch back down. The log will start floating toward you. As it floats toward you, crawl over the slime to the right, which will cause you to and fall (hopefully onto the log). If you mistime it and fall into the water, don't worry about it too much. Get to the right side as fast as possible and hop back onto the log. Crawl to the right, through the opening, and the gate will shut behind you.
In the next room, crawl all the way to the right and walk over the triangle button. This will open the gate into the upper chamber. Crawl over to the unslimed part of the cement and stand on the bottom of it. Jump down and to the right to land safely on the rock in the water. Shoot a web up to close the gate and allow you access the red light switch. You'll have to jump into the water to get it, so hit it quickly, then jump back to the rock. This switch will open another gate on the top. From the rock, shoot a web up to reopen the gate to the chamber you're in. Climb back up and out of this chamber using the gate to crawl up. Hit the triangular switch on the top to close the gate to the chamber.
Crawl over to the ledge and carefully slide off, falling to the left. Shoot webs to the left side and try to land on the orange logs. If you do hit the water, just jump out as quickly as possible. Find the button at the base of the logs and hit it with a web. The log will begin to float to the right. Jump onto the concrete wall as you pass under it and hold . The log will hit a switch and the wall you're holding onto will swing back. If you are holding right, you should catch the floor before you hit the water. In the back of the chamber, about halfway up, there is a red light switch. It can be tricky to hit, so it might take a few tries. Climb a web up above the blue circle then cut the line and hold hoping to walk on the switch. Alternatively, you can try to shoot the switch with your web as you fall. Either way, it will block the waterfall and make the log below you start moving. If the log takes off without you, don't panic. It will keep going back and forth for as long as it has to. walk onto the log as it floats toward the left under you. Then jump off as it reaches the far shore and walk through the doorway.
Yay, more rats. Jump across the water as quickly as you can and climb up onto the safety of the rock pile. These rats do more damage than the water, even when frozen with your web, so go out of your way to avoid them. When the first one starts walking to the left, climb up and crawl after it. Stand up and jump up into the passage upward before it turns around and starts walking back. As you crawl onto the gray crate, it will fall, trapping the rat. To get past the next two rats, look up and find the few spots on the ceiling that aren't covered in slime. Use these spots to evade the rats as they patrol this area. When you reach the far end, stand up and shoot a web up to hit the triangle button on the ceiling. This will cause two boxes to drop. Jump onto the box next to you and fire a web diagonally to hit another triangle button hiding in the top right corner. This will cause a patch of slime and a gate to disappear. Don't miss this button or you will be in big trouble later! Creep past the rats again and drop down onto the gray crate on the bottom. Crawl into the next section holding + to stick to the ceiling over two slime sections.
The next part is a bit easier than the rest of the sewer. Jump down and stand on the red light to gain access to the next chamber. Crawl across, avoiding the rat, to the bottom left side of the room and hit the red light switch on the floor. Now you can go up to the middle section. If you crawl on the ceiling here holding , you can stay on the ceiling until the very end. Hit the light switch on the ceiling of the middle section to lower another gate. Crawl to the right and hit the light switch at the very right bottom corner of the middle section. From here, go up to the top section and hit the triangle button on the ceiling. This opens a path back to the bottom. In the very bottom left corner of the screen, you will notice that the rock covering one switch has now moved. Go down and hit that light switch. Do the same thing you did at first to get back into the top section. Hit the newly available switch in the top right corner, then go to the very right and hit the light switch on the ceiling. Crawl into the top left chamber and hit the last light switch of this section to gain access to the top. There are single patches of slime here, so hold left and up to make sure you stay up and crawl to the right.
The Sewer, Part II[edit]
Now that the patch of slime is gone, you can crawl across the ceiling of the center section. Do so and crawl up the opening of the far right side. Once up, look up and find the triangle button on the ceiling. Stand under the conveniently placed hole and fire a web up to hit the button. Once the cement pillars have fallen, crawl back down the hole, back the way you initially entered the sewer, all the way back to the large staircase. Go up the large staircase until it disappears. Then get up to the roof by shooting the cement ledge sticking out as you did before. Crawl up the hole into the lift. Take the door on the right to get to the healing room and heal all your wounds. The next part is absolutely evil and you will need all the health you can get.
Go back down into the sewer, but instead of dropping down, crawl across the ceiling to the right. In the next room, jump down to the platform just before the slime. Then jump to the right and sling a web on the bottom of next platform landing on the two safe squares in the middle of the damaging orange floor. From here, use the platforms to shoot webs and try to stay off the floor as much as possible. At the far side, you will run into a rat patrolling the top of a row of boxes. If you stand on the side of the box, you can avoid the rat and be off the floor. Get past the rat and onto the slimy, slippery staircase. Fight your way up the stairs by jumping and shooting webs up and right. When you're at the top, hit the triangular button on the floor. Instead of opening the door, as it should, it removes the lower part of the stairs.
Slide back down the stairs and stand on the side of the box to avoid both rats. When you can, crawl under the stairs, over the rat, and hit the triangular button on the floor beside the lone gray crate. Finally, the red door at the top opens. This next part is, by far, one of the worst and hardest parts of the game. The ceiling is web-proof, the stairs are slimy, and now the bottom two stairs are gone. There's no easy way to do this next part. Get past the rat under the stairs and crawl to the row of gray crates. Standing on the right-most part of the crate, jump up and right toward the stairs, firing webs as often as possible. Fight for every inch you can get. If you're having trouble, try jumping up from the base of the stairs and firing webs up and to the right. It will be ugly, but don't give up. Eventually, you will either reach the top or die from exposure to rats. If you make it, give yourself a pat on the back- you just got past one of the hardest parts of the game.