There's plenty to be scared of in The Amazing Spider-Man.

Like dark family secrets, swinging hundreds of feet above the NYC streets with only some sticky spider webs keeping you alive and, of course, an enormous half-man, half-lizard hybrid with some serious anger issues. Yikes!

But Andrew Garfield, Emma Stone and the rest of the cast were left trembling by something far more sinister...the third dimension!

"The buildup was the best part," Andrew Garfield explained to E! News' Alicia Quarles about donning the infamous Spider suit, before revealing the downside of playing the web-slinging' superhero: "The last 25 years of dreaming what that suit would feel like is kind of the greatest thing. And then when it happens reality sets in…and reality is spandex."

And as if wearing a skintight superhero suit wasn't intimidating enough in 2-D, the audience will be getting more than an eyeful of Andrew when the movie drops in all its 3-D glory.

"You're wearing spandex," Andrew laughed. "In 3 motha hubba D."

A sentiment echoed by his onscreen love interest:

"I mean, how would you feel seeing yourself IMAX size in 3-D?" Emma asked. "It is so intense to watch yourself that big in 3-D, so obviously I can't be objective. It's like examining yourself in a magnifying mirror. Nobody should have to do that. It felt like punishment!"

The actress—who just graced the cover of Vogue in her skivvies—continues, "I'm just kidding, it was fine but it was so cool to see the stunts, and Spider-Man swinging in 3-D. It was like they were made for each other."

Even the big, bad Lizard himself wasn't a fan: "Well, I mean, you're in 3-D right now, so that's not spooky," Rhys Ifans revealed. "What is spooky is seeing yourself eight foot tall in 3-D from the proximity of a mosquito. You kind of just fly around your face. That's trippy."

So what body feature does the cast fear seeing most on the big screen?

Denis Leary jokes, "In 3-D? With this nose?"

But Sally Field—who plays the lovely Aunt May—agrees, "It's hard. What we do, you go up on a screen or on the television and they're judging you not only on the quality of your work and your craft and all that, but they're judging you on your nose and your chin and your butt. I don't want to see my nose in 3-D. Not now, not ever."

Here's hoping Field and her costars get over those 3-D reservations real quick because the movie hits theaters next week!

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