- Norman Osborn, dying from the genetic disease in his one scene. The scene is shot in shadows, but his skin is deathly green, and his nails have grown to be practically claws.
- From the score we have The Electro Suite. Its creepy whispery lyrics are scary as hell:
Bones are shaking / Madness breaking / I can feel the darkness taking over / DENYING / ARISING / THE CRYING / I'M DYING
He lied to me, he shot at me, he hates on me, he's using me! He's dead to me! That Spider-Man... he is MY ENEMY!
- The implication that the song's lyrics are what Electro hears in his head makes them more unsettling.
- It first appears as he obsesses over Spider-Man, signaling how he's not all quite right in the head even before he gets powers.
- The Electro Remix gives a few more creepy lyrics, too.
They lied to me / They shot at me / They hate on me / They're dead to me / And now they're all my ENEMY!
- It gets worse when Electro decides to use his powers to destroy Times Square. By that point, he's been shot at by policemen and jeered at by pretty much every New Yorker present. The lyrics reflect his mental state perfectly:
- The Green Goblin. He looks like an absolute maniac, and he has a very disturbing evil grin.
We have PLANS for you, Peter Parker!
- Harry's transformation, for that matter.
- The way Max becomes Electro. First electrocuted by joining two loose cables, then falling into the vat of electric eels, with the disconnected cables, leaking electricity into the water. With the twitching Max gives while he's getting a shock... It's quite unsettling.
- Even worse is his body afterwards. It's basically just a human shaped lump of hardened flesh. And the fact that he wakes up in a crematorium immediately confirms the worst: that incident rendered him clinically dead. And the way he breaks out of his hardened corpse looks like something out of a horror film.
- When he takes over the city's electricity, the ensuing chaos sends two planes on a collision course! At the same time, the hospital Aunt May works at suffers from a power outage, taking out the life support systems and endangering many patients. Later on, as Spider-Man swings through New York, it's eerily dark—- save for a nearby building, whose lights are lit up strategically to form Electro's face as he stares at Spidey.
- Hell, Max BEFORE he becomes Electro is pretty terrifying. The guy obsesses over Spider-Man to the point of having conversations with himself and Spider-Man...by himself. It gets worse when you see the sequence where he fantasizes about assaulting Smythe for daring to make light of Spider-Man.
- Gwen's death. Peter webs her, buts he's too late, even if he doesn't realize it at first. What's worse is you can hear the sound of her hitting the ground, so the audience can know that she's dead before Peter himself does.
- The Amazon.com exclusive Blu-ray set of the movie has the discs being stored in a creepy-looking bust of Electro's head. See it here!
- When Electro teleports out of his container in the prison, he makes an extremely creepy Nightmare Face.
- Cletus Kasady even before he becomes Carnage, is a Death Seeker and Serial Killer. He targets criminals and has earned his status as The Dreaded solidified by the fact the criminal underworld fears him.
- During the climax, he isn't satisfied with just him being Carnage, oh no, he decides to spread a symbiote to morph the other Ravencroft prisoners into a family.
- During his speech to Spider-Man he is wearing a Slasher Smile even when the symbiote isn't covering his face.
- The Flavor Text for the Spider-Carnage alternate costume. Since all the alternate costume descriptions are written from Spidey's perspective as he gives an in-universe explanation for them, this one has him to his horror being slowly taken control of by a piece of the Carnage symbiote that appearently latched on to him during his fight with Carnage. Also worth mentioning that this takes place in his home where Aunt May also lives.
- Still doesn't stop you from being a friendly neighboorhood (if terrifying) Spider-Man/Carnage. In fact, watching Spider-Carnage save innocent citizens from kidnappers, help out cops in shootouts and help people out of burning buildings, all while giving the typical Spidey quips, is actually pretty hilarious.