'Spider-Man: Far From Home' Set Visit: Everything We Learned About Mysterio, Nick Fury, MJ, And Peter Parker's Globetrotting Adventure

Tom Holland sprints around a Venice street corner, skids to a stop, and turns to shield himself as a blast of water slams into a nearby bridge, blowing it into pieces which whiz past him. Peter Parker is facing off against a villain made of water, and our friendly neighborhood Spider-Man isn't exactly in familiar territory – the streets of Italy are a far cry from Queens, New York.

It's August 2018, and I'm on the set of Sony and Marvel Studios' Spider-Man: Far From Home. The production will be heading to the real Venice shortly, but in the meantime, they've rebuilt a massive section of the city above a water tank on the Warner Bros. lot just outside of London where they can safely control stunts like this one, in which the famous Rialto Bridge explodes. Keep reading to discover everything I learned on the set of the new sequel, including the level of involvement for characters like Nick Fury and Maria Hill, the surprising truth about Jake Gyllenhaal's Mysterio, details about Spidey's new costume, and much more.

Sony sent us a new official synopsis for the film to accompany our coverage today:

Following the events of Avengers: Endgame, Spider-Man must step up to take on new threats in a world that has changed forever.

But our set visit was conducted long before the movie's time period was confirmed, and though we tried to find out back in August, the filmmakers were all extremely tight-lipped about the answer. Before we knew how Endgame concluded, our group asked executive producer Eric Hauserman Carroll if Tony Stark is going to appear in this sequel:

"Obviously, Tony is a big part of Peter's life. He's not actually in this film, but yeah, his presence is very much felt. He still obviously references the fact that this is the suit that Tony gave him. Tony and [Jon Favreau's] Happy [Hogan] sort of help him out in ways along this movie, so he's very present, he's just not in the movie."

Thanks to the new trailer that debuted earlier this week, we now know exactly what he's talking about: it's instantly clear that Tony's legacy looms large in Far From Home.

Marvel Studios has experimented with specific genre riffs in several of their superhero films (The Winter Soldier is a '70s-style conspiracy thriller, etc.), and Spider-Man: Far From Home is a European road trip movie. The word "home" in Far From Home creates a subtle connection to Spider-Man: Homecoming for audiences, but that subtitle is literal, too. "We're not just going to take Spider-Man out of New York City like we did last time, but we're going to take him out of the States altogether," says Carroll. "So this is an adventure that takes place totally outside of New York as far as the main plot is concerned. We wanted to make it feel like one of those great spy movies where they hop from cool location to cool location, and you can tell they actually went there."

At the beginning of the movie, Peter's best friend Ned (Jacob Batalon) is trying to get Peter hyped about going to Europe – he "thinks this is going to be some raunchy '80s comedy," Carroll laughs, with Peter and Ned as American bachelors looking for ladies in foreign countries. But Peter already has his eye on one specific girl (Zendaya's MJ), and despite Ned's early ideas about the trip, Ned finds himself with a girlfriend by the time they all land in Venice – reflecting a relationship that was originally laid out in the comics, Ned is now with Betty Brant (Angourie Rice), who "has a much larger role in this movie." That relationship puts Ned in the middle of a triangle that causes him some headaches throughout the film: does he stick with his first major girlfriend, or slip away to help Spider-Man when the going gets tough?

"Weirdly, I thought there were going to be more 'high school European trip' movies," director Jon Watts told me in a phone interview several weeks later. "There aren't. There wasn't as rich of a world to draw from, so I sort of drew from everything for this one. I guess [we are creating our own subgenre]: sort of a young, James Bond, globetrotting – I think the closest thing would be If Looks Could Kill with Richard Greico," he laughed, "but I'm not going to say that that was a huge reference for this movie."

A trip across Europe may sound glamorous, but these students won't be living the high life. "This is a group of high school students on a trip being paid for by the New York City public school department, so this is not Tony Stark flying private," Carroll explains, showing us concept art of a sinking hostel in Venice with feral cats in the lobby and a sketchy barber shop in the corner. But he says spending time with these kids is the "heart of the movie," and despite their sub-optimal accommodations, "they're not jaded, and they think this is awesome."

During a scene set in that crappy hotel room, Nick Fury (Samuel L. Jackson) emerges from the shadows and says to Peter, "You're a hard man to get a hold of, Spider-Man." In Far From Home, Fury, a special agent who oozes cool, is juxtaposed with Peter Parker, a teenager who never looks cool no matter how hard he tries. Case in point: when Fury shows up in the hotel room, Peter's dressed in his pajamas and is holding his toothbrush.

While we never got a straight answer out of anyone on the set about exactly when this movie takes place, producer Amy Pascal has previously said it begins "a few minutes" after the conclusion of Endgame and Watts confirmed in a separate interview that this begins "almost immediately after" that movie ends. So Fury and fellow agent Maria Hill (Cobie Smulders) have been brought back to life thanks to the Hulk's snap in Endgame, but they don't just pop up for a quick cameo here: Jackson and Smulders worked on this movie for more than a month. And the two agents have a new member on their team: Quentin Beck, aka Mysterio. Marvel has been wanting to bring this character to the big screen for a long time (we even learned there were discussions to potentially bring him in during Spider-Man: Homecoming), and now he's being brought to life by Jake Gyllenhaal, an actor who himself nearly played Spider-Man in the early 2000s.

In the comics, Mysterio is a stunt man and special effects whiz who uses his expertise with illusions to commit low-level crimes and psychologically toy with Spider-Man. In this film, Mysterio has more of a super-powered angle and is seen working alongside Fury. Remember the scene I mentioned with Tom Holland running around on that Venice set? The one with water flying everywhere? We'll get to the reason things were all wet in a second, but suffice it to say there's a new villain who's making trouble. We saw some pre-visualization footage that showed Peter pole vaulting across a water taxi and doing everything he could to stop the villain, but he's too outmatched to save everyone by himself. Luckily, Mysterio swoops in and takes on the villain while Peter gets innocent bystanders to safety.

But while Mysterio is an ally this time around, it sounds like Sony and Marvel are already thinking ahead to a potential turn to villainy. "We wanted to find our 'in,' and similar to what we did with Mordo in Doctor Strange, we wanted to give them kind of a relationship so that when, if we get to do something different with Mysterio, it really feels like a betrayal," Carroll tells us. "Not unlike Chiwetel [Ejiofor], we got this amazing actor, we really want to do something interesting with it, we think we have this fun new 'in' for it, and we're hopefully setting the stage for something really spectacular and it feels really Spider-Man...if we get to do something else with this character, they've already got this really personal relationship by that time."

We got to examine Mysterio's costume up close, and it's gorgeous: it has tech aspects like Iron Man's suit (there are over 400 practical LED lights on the front of the suit alone), but also aspects of Vision, Thor, and Black Panther's costumes mixed in, with ancient runes sewn into the fabric and tiny statues emblazoned in gold inlays. It's a far more high-tech version of the suit than his traditional comic outfit,  but the filmmakers plan to carry over at least one aspect of that old look to the new design: the fishbowl helmet, which will be created using visual effects. In fact, at one point the entire costume was going to be created in VFX because they didn't want to force a star like Gyllenhaal to wear an uncomfortable costume all day. But the actor told them he actually preferred to be in the suit because it allowed him to get more into the character, so he ended up wearing it all the time – even going as far as to do some of his own stunts in it.

In this film, the world is being plagued by four Elemental creatures: Water, Fire, Earth, and Air. Each one is based on an existing Spider-Man villain from the comics, and all of them are reinterpretations of those characters. You may have seen some early rumors that a B-list Spidey villain named Hydro Man was going to appear in this movie – the truth is that the Water Elemental, who's reminiscent of a huge version of Sandman and can manipulate his size as long as he's in a body of water, was only inspired by Hydro Man.

"When we took a step back and started talking about the characters we wanted to bring to the big screen this time around, we decided that there were two levels of Spider-Man villain," Carroll explained. "The trademark of a great Spider-Man villain is his relationship to that villain. He has to have some deeply personal connection to that character, whether it's the Osborns and being best friends, whether it's what we did with Vulture in the last movie, we think that's what makes one of these marquee Spider-Man villains. But there's this other subset of Spider-Man villains that are awesome and we'd love to bring to the big screen, but it seems like maybe a whole movie about Hydro Man might not be the way to go."

The Fire Elemental is based on Molten Man, another B-level baddie. While his initial designs looked too close to the Balrog from The Lord of the Rings or Surtur from Thor: Ragnarok, they eventually settled on a look that incorporates the metallic yellow from the comics into this melting monster figure. Carroll explained why the Elementals were such an attractive prospect to the filmmakers from a storytelling perspective:

"[Spidey] can't web this guy. He can't punch this guy. So how does he beat this guy? He has to use his real superpower, which is his genius-level intellect. So we thought that was a really fun 'in' here, to take these characters that keep putting Spider-Man in interesting positions where we guarantee ourselves it's not going to be just two guys punching each other until one guy passes out. The idea of bringing these four Elemental creatures together is something we got excited about, and we get to play with these characters who would probably never get brought to the big screen in any other way."

The production team didn't give us any early peeks at the designs for the Earth or Air Elementals, and they'd only tease that those two are also inspired by B-level comic characters of the same tier as Hydro Man and Molten Man. Feel free to speculate away about who they could be. (Maybe Man Mountain Marko and Will o' the Wisp?)

The movie kicks off with Fury and Hill in Mexico as they investigate the aftermath of an Elemental event, and the story spans tons of different countries throughout: we briefly see the kids in New York City, they travel to Venice (where Peter becomes involved in the Water Elemental attack I described earlier), and then roll on to Prague (where he'll encounter the Fire Elemental), Berlin, and the Netherlands (expect to see Spider-Man running through tulips). The movie climaxes in London.

In a world in which toy sales are arguably as important as box office numbers, it's a given that in each new superhero movie, the heroes are going to get new costumes. Typically they just involve slight upgrades, but for much of Far From Home, Peter rocks a whole new look.

Carroll explains what happens during Peter's first briefing with Fury in Venice. "Peter Parker pulls Nick aside and says, 'Listen man, I really want to help. It sounds like you're really up against it. But there's gotta be somebody else you can call, and besides, last time I went on a field trip, Spider-Man showed up and saved the day. Don't you think somebody's going to connect the dots? My secret identity is important to me. If this guy shows up, saves the day, somebody's going to do the math. I really want to help you, but it seems like you've got everyone you need anyway, so if you don't mind...' and Nick Fury is like, 'I totally understand.' He's like, 'You do? That's great!' So he thinks he's off the hook and he takes off."

But the next morning, Fury gives Peter the Stealth Suit, a black tactical costume that looks more like a S.H.I.E.L.D. uniform than the colorful suit he's used to wearing from Tony Stark.

"It's inspired by a bunch of different looks in the comics," Carroll says. "We have Noir, we have Big Time, but when [Marvel Studios' head of visual development] Ryan Meinerding was designing this, he had all of those past S.H.I.E.L.D. agents in mind, so it's very reminiscent of what Black Widow or Hawkeye would wear. It's got amazing little details. This would be the patch where there would be a S.H.I.E.L.D. logo if S.H.I.E.L.D. were still a thing, stuff like that. This is supposed to be a really tactical version of the suit. It doesn't have all of the bells and whistles of the suit Tony gave him. But that's OK, it allows him to operate in Europe without everyone just assuming Spider-Man's on the scene."

"The one thing he asks for them to keep were his goggles, because they help him focus his heightened senses," Carroll continues. "Because it's Spider-Man and we thought this was so cool, Jon Watts really wanted to find a way to make it less cool, so he gave him these cheesy flip-up versions of the Spider-Man goggles, like those '80s glasses. He has to operate them manually, there's no cool mechanism. It's so funny because we sent the design off to costumes and props, and of course the first design they sent us was awesome, like an Iron Man helmet. We're like, 'No, that's the point – dumber. It's gotta look really dumb when he flips it up.' So we have a lot of fun with that, where he's talking to really imposing-looking characters and has to flip this up to talk to them."

In addition to the obvious conflicts between Spider-Man and the Elementals, there are a few other obstacles he'll need to overcome.

On the Peter Parker side of the equation, Peter spends much of the movie trying to woo MJ, who has a much bigger role in this sequel after her scene-stealing appearance in Homecoming. Peter gets a piece of jewelry made for her, and he carries it around trying to work up the courage to give it to her. But stepping in to ruin his romantic pursuit is a new character named Brad, played by actor Remy Hii.

"He is the kind of guy that guys like me and Peter hated in high school," Carroll explains, "because their hair always looked [great], their clothes always fit the way they were supposed to, he always had something funny to say and he's read all the same books as MJ – or at least he lies and says he's read all the same books as MJ. We wanted to keep that high school soap opera thing alive in this movie, because if you really look back at old Spider-Man comics, that side of it is really as important as the superhero. It was this winning combination of taking what people loved about Archie and throwing it into a superhero comic. We wanted to keep that alive and introducing the character of Brad is a fun way to do that. Again, he's not the stereotypical bully, but he is an obstacle. He's not mean-spirited, he doesn't pick on Peter or shove him in lockers. He just happens to make the girl that Peter likes laugh a lot, which makes Peter uncomfortable."

Although Peter's a superhero, he's still a teenager – which means he's not immune to the combination of jealousy and stupidity. Throw in some weapons-grade technology that Peter has access to (thanks to his dealings with Nick Fury), and you get a scene where things go wrong. "Basically, he tries to make Brad look bad and almost blows up his bus by launching some weaponized drones that the spy team has access to," Carroll says sheepishly, as if he's embarrassed on behalf of this fictional character. I'm pretty sure we saw those drones laying in a corner of one of the sound stages during our visit: they're round and outfitted with guns on their sides, which make them look like something out of RoboCop or the Tom Cruise sci-fi movie Oblivion.

"At the end of the day, it's always about saving people and doing the right thing," Tom Holland tells us during a break from shooting. "The world is at risk in this film. I feel like The Vulture was sort of low-level crime, it was under the radar, not many people knew about it. But this is a worldwide event. So the stakes are much higher for [Peter], and he understands that, meaning he has to really show up and bring his A game. But at the heart of the film, Peter Parker just wants to tell the girl he really likes that he loves her and have a nice holiday. But that all gets ruined. Brad gets in the way."

On the Spider-Man side of the equation, Peter has to deal with a man who's theoretically on his side: Nick Fury. The veteran spy has learned how to maneuver through a morally complex world, and his outlook clashes with Peter's wide-eyed naivety. "I don't think Nick Fury draws a line anywhere," Watts says over the phone. "I think he operates in a professional grey zone. But from the very beginning, I wanted to get Nick Fury and Spider-Man in the same room together. That was one of the elements of my original pitch to Marvel. If Tony [Stark] is the cool rich uncle, Fury's more like the mean new stepdad. To put him up against this idealistic, fresh-faced young kid, I think is going to be a really fun thing to watch."

"One of the things that is a timeless theme in these coming of age movies is why do adults operate in the grey?" Carroll elaborates. "Spider-Man's like, 'This is easy. Let's just do the right thing!' Or 'Let's just tell people what's going on, and everything will be OK!' and Nick Fury's like, 'That's not how the world works, kid.' So he just gets wrapped up in this spy adventure being driven by Nick Fury and sort of feeling more and more caught in the middle between how he wants to operate and how he's been told he should operate."

Later that day, I asked a question about the Stealth Suit, and Carroll provided some more insight into Peter and Fury's relationship: "He is given it not long after he crosses paths with the Water Elemental, and he wears it right up until the third act of the movie. By that point, allegiances have shifted and so on, so maybe he's decided he doesn't want to wear Nick Fury's costume anymore. But it is a big part of the movie and it is what he's wearing for more or less the entire second act of the movie."

And what about Mysterio? How is he connected to all of this? "He's got a mystical slant in this one," Carroll says. "That's why he is on the team. He's got a working history with these Elementals, and his power is tied to something similar." If Peter ends up butting heads with Fury so strongly that he abandons the Stealth Suit, does that mean Fury could be turning heel? Could Fury even be a Skrull, perhaps? Is Mysterio secretly controlling the Elementals the whole time? OK, enough speculation: let's get back to the facts.

Speaking of facts: an early report claimed that Michael Keaton would be coming back to reprise his role as The Vulture in this sequel, but Carroll tells us it's not true.

"He's not [in the film]. We literally don't know where that came from. It showed up on IMDb one day and I was like, 'What is this? Does anyone know what this is about?' I think [someone] showed me the article, and he's like, 'Everyone on the internet is talking about how he's in the movie right now.' We don't know how that rumor started. We adored Michael Keaton's take on the character and definitely kept him in mind when we were writing it, but once we went down this path, all our ideas to include him started to feel like, 'Are they just shoehorning him in because he's a great actor and wanted to work with him one more time?'...We [also] teased the Scorpion [in Homecoming's post-credits scene]. He is not in this movie. Nor is Michael Mando."

Marisa Tomei returns as May Parker, and since that character discovered Peter's secret identity at the end of Homecoming, she has a different dynamic with Peter this time around. "Marisa herself has pitched a lot of fun ideas about May's sensibilities," Carroll says. "One was, we were asking her where we could take this relationship, because we want to do something different than just having her be the doting grand matron sitting at home worrying about her nephew – 'Oh my gosh, is he going to be OK? Is there gunfire? Oh, was that gunfire?' – and she was like, 'What if May's a bit of an activist, and she's like, 'This is great! You should drop out of school. You could be the face of the Red Cross. You could generate all this money doing fundraisers. You've gotta sell your Xbox. You're never going to have time to play PlayStation anymore. You've gotta spend all your time helping people and generating money for worthy causes!'"

Marvel and Sony enjoyed that take, so expect to see a more involved Aunt May this time out, even though Tomei won't be in a majority of the movie.

Meanwhile, Jon Favreau's Happy Hogan is also back, serving as a sort of chaperone on the trip. In addition to the big Tom Holland Water Elemental scene, we were able to watch a quieter indoor sequence being shot that's supposed to take place inside the Tower of London near the Crown Jewels. Happy is trying to protect MJ, Ned, Betty Brant, and Flash Thompson (Tony Revolori) from an encroaching threat that's looking to knock down the door. The situation looks dire, and in their darkest moment, the characters all start admitting their faults in front of the others because they think they're on the brink of death. "My dream is to be an influencer, but I buy all my followers," Flash admits. "I stole a denim vest," says the goody-two-shoes Betty, embarrassed. Piecing together what we could from these and other lines of dialogue we overheard, it seems as if Flash posts something on social media that alerts Happy to the kids' location and allows Happy to find and save them.

In one take, Betty doesn't even know who Happy is. They filmed this scene a dozen different ways as we watched, with alternate takes on many of the lines so Watts can build the perfect version in post-production. But it was Happy's revelation that surprised us the most: "I'm in love with Spider-Man's aunt!" he blurts out. Flash doesn't understand Happy's confession: "You can't date, because Spider-Man is your boss!" he exclaims. "Spider-Man is not my boss," says Happy, "Tony Stark is."

At the time, that seemed like a line we may not have been supposed to overhear, because it seemed to indicate that Stark was still alive. Could this movie be a prequel to Endgame after all? Or did Favreau specifically say that line to throw us visiting journalists off the scent? If you'll recall, Spider-Man: Homecoming played a little fast and loose with the MCU timeline, so maybe this movie will do something similar.

Sequels can be creatively risky. There are two key mistakes directors often make when approaching them: one is to just repeat what they did the first time, and the other is to expand the story too much and, amid that expansion, lose the elements that made the original great. Watts recognizes these mistakes and hopes to sidestep them.

"That second movie bloat is definitely something I was always aware of and trying to avoid," he told us. "For me, it's just really continuing to make the story be a personal story about Peter's coming of age...If the last one is about wanting more responsibility and not being able to get it, this movie's about getting that responsibility and not necessarily wanting it – at least at the moment. What Peter wants in the moment is to just go on this European trip with his friends, and he doesn't want to get swept up into this world of intrigue with Nick Fury. In a way, Peter's story is trying to resist the pitfalls of a sequel. It's as if Nick Fury's saying, 'Come on, we're going to expand the scope. We're going to go to all of these different places.' And Peter's like, 'Eh, I kinda just want to be hanging out with my friends still.' So we kind of embraced it on a mildly meta level."

This article has covered a significant amount of what happens in Spider-Man: Far From Home. But what is the movie truly about? Jon Watts brings it all home with a nice summary: "You know how when you're a kid and you really want to be treated like an adult and be given more responsibilities, and you beg and beg and beg for that chance, and then one day, you wake up and suddenly you are being treated like an adult, and you're like, "Hey, wait. It was way better when I was a kid. I want to go back!" and then you can't? That's a little bit of the story I wanted to tell here and where it fits, for me, on Peter's timeline of growth. The last movie he was so desperate to be a part of the Avengers and have bigger responsibilities and be more than just a neighborhood Spider-Man. And then in Avengers [Infinity War], he goes to space! So much happens, that I wanted to capture that feeling of when you're finally given that thing you've been chasing...what do you do with it?"

Spider-Man: Far From Home hits theaters on July 2, 2019.