'Marvel's Spider-Man' is Insomniac's biggest game to date. This talk looks back at how their technology evolved to make it possible, and the setbacks and pitfalls along the way. This session will discuss the challenges of rapidly growing asset count, and adapting rendering, streaming, and lighting to build a New York City that fits on a Blu-Ray. It will cover the procedural tools for marking up Manhattan, and how their approach to building the city changed over time. Also discussed will be how the pedestrians, traffic, street vignettes, and random crimes grew from humble beginnings to an interactive part of a living city. Lastly, this session will cover making the wrong vertical slice, the perils of pre-baked lightmaps, how Photo Mode came together one volunteer contribution at a time, and more.