Spider-Man 2 is the second Spider-Man movie, released on 2004. It is the sequel to Spider-Man, and the prequel to Spider-Man 3. Set two years after the events of Spider-Man, the film focuses on Peter Parker struggling to manage both his personal life and his duties as Spider-Man, and Dr. Otto Octavius (Alfred Molina), who takes a turn for the diabolical following a failed experiment and his wife's death. Using his mechanical tentacles, Octavius is dubbed "Doctor Octopus" and threatens to endanger the lives of New York City's residents. Spider-Man must stop him from annihilating the city.


Peter Parker struggles to balance his crime-fighting duties as Spider-Man with the demands of his normal life. Parker is estranged from both love interest Mary Jane Watson and best friend Harry Osborn, the latter still bent on revenge for Spider-Man's involvement in his father Norman's death.

Harry, now head of Oscorp's research division, sponsors the research of brilliant nuclear scientist Otto Octavius. Octavius, who dreams of perfecting fusion power, wears a harness of powerful robotic arms with artificial intelligence for an experiment in sustained fusion. It quickly becomes unstable; Octavius' wife is killed, the neural inhibitor chip which prevents the arms from influencing his mind is destroyed, and the arms are fused to his spine. He is taken to a hospital, but the tentacles savagely kill the medical crew. The tentacles lead him to the resolution that he must complete his experiment. To finance his work, Octavius - now called Doctor Octopus or "Doc Ock" by the Daily Bugle - robs a bank.

Peter misses Mary Jane's debut play, and in retaliation she becomes engaged to J. Jonah Jameson's son, renowned astronaut John Jameson. Peter soon discovers that his powers prove unreliable due to his emotional breakdown, and decides to abandon his alter ego altogether and live normally as Peter Parker. He tries to reconcile with Mary Jane, to no avail.

A garbage man brings Spider-Man's discarded costume to J. Jonah Jameson, who takes credit for Spider-Man's disappearance. Meanwhile, Peter, out of guilt, tells his aunt May that it was his fault for his uncle Ben's death. May forgives Peter, but when his nine-year-old neighbor becomes aware of Spider-Man's disappearance and the rising crime rate in New York City a major concern, Peter decides to fight his personal evils and become Spider-Man once again, after much-needed advice from May that every person "needs a hero".

Ock, having restored his project, needs tritium for his reactor, and goes to Harry to get it. Harry agrees to give Octavius all the tritium he possesses in exchange for bringing Spider-Man to him, and tells him that Peter, who is supposedly good friends with Spider-Man, is the key to finding him; however, he tells Ock not to harm Peter. Ock finds Peter and tells him to find Spider-Man, and abducts Mary Jane in the process. Determined to bring her back, and realizing that his powers are restored, he dons his costume again after stealing it from the Bugle.

Spider-Man meets and battles Ock, where they fall onto a passing train. Ock increases the train's throttle to full, then disables the controls and jumps off. With great effort, Spider-Man manages to stop the train before it can plunge over the end of the track. The passengers express their gratitude, but suddenly Ock returns, knocks Spider-Man unconscious and delivers him to Harry.

After giving Ock the tritium, Harry prepares to kill Spider-Man, only to see Peter behind the mask. Peter convinces Harry to reveal Ock's whereabouts and makes his way to his waterfront laboratory. Although Spider-Man attempts to rescue Mary Jane discreetly, one of Ock's tentacles senses him and they fight once more. Spider-Man ultimately subdues Ock and reveals his identity to him, and convinces him to let go of one's own ambitions for the benefit of the greater good. Octavius finally relents and commands his tentacles to obey him; he decides to drown the fusion reactor into the Hudson River to prevent it from leveling the city, taking his own life in the process. Mary Jane finally learns of Spider-Man's true identity and true feelings, as well as why they can't be together. He returns Mary Jane to John and leaves.

Meanwhile, Harry, still traumatized by what he witnessed, is visited by the ghost of his father in a hanging mirror, pleading him to avenge his death. Refusing to hurt Peter, Harry shatters the mirror, revealing a secret room containing the Green Goblin's equipment.

Mary Jane, on her wedding day, changes her mind and arrives at Peter's apartment, admitting her true feelings for him. After a passionate kiss, they witness a police chase and Mary Jane encourages Peter to respond as Spider-Man.


A superhero, a Columbia University physics student and photographer for the Daily Bugle. Juggling these separate lives means he briefly gives up his responsibilities as a superhero in a moment of adversity. When Maguire signed on to portray Spider-Man in 2000, he was given a three-film contract. While filming Seabiscuit in late 2002, Maguire suffered injuries to his back and Sony was faced with the possibility of recasting their lead. Negotiations arose to replace Maguire with Jake Gyllenhaal, who at the time was dating Kirsten Dunst, who portrayed Mary Jane Watson. However, Maguire recovered and was able to reprise his role, with a salary of $17 million.

A friend Peter Parker has loved since he was a child, yet he gave up the chance of being with her due to his obligations as a superhero.

Oscorp's leader and Norman Osborn's son who holds a resentment against Spider-Man over his father's death.

A scientist and Peter's role model who goes insane after his failure to create a self-sustaining fusion reaction. Octavius is bonded with his handling equipment, four artificially intelligent mechanical tentacles. Molina was cast as Octavius in February 2003 and immediately began physical training for the role. Raimi had been impressed by his performance in Frida and also felt he had the physicality. Molina only briefly discussed the role and was not aware that he was a strong contender for the role, and was excited, being a big fan of Marvel Comics. Although he wasn't familiar with Doc Ock, Molina found one element of the comics that he wanted to maintain, and that was the character's cruel, sardonic sense of humor.

Ben Parker's widow and Peter's aunt.

The miserly chief of the Daily Bugle who carries a personal vendetta against Spider-Man, whom he considers a criminal.

Otto Octavius' wife and assistant

J. Jonah Jameson's son, Mary Jane's fiancé and a national hero.

One of Peter's college physics professors. He is a colleague of Octavius.

Harry Osborn's deceased father who appears as a hallucination. Dafoe came up with the idea during promotion for Spider-Man, which he compared to King Hamlet haunting his son to avenge him.

As with the previous film, Bruce Campbell has a cameo appearance as an usher who rudely refuses to let Peter enter the theater when he is late for Mary Jane's play, thus causing a rift in their relationship. Spider-Man co-creator Stan Lee portrays a man on the street who saves a woman from falling debris during a battle between Spider-Man and Doc Ock. Scott Spiegel portrays a man who attempts to eat some pizza Spider-Man is delivering, only to have it webbed from his hands. Joel McHale portrays the teller in the bank who refuses Aunt May's loan. Hal Sparks portrays an elevator passenger who has a conversation with Spider-Man. Donnell Rawlings portrays the New Yorker who exclaims that Spider-Man stole "some guy's" pizza. Emily Deschanel portrays the receptionist who tells Parker she is not paying for the late pizza. Aasif Mandvi portrays Mr. Aziz, the pizza store owner who later dismisses Parker. Joey Diaz portrays a train passenger who tells Doctor Octopus that he has to get past him to get to Spider-Man. Vanessa Ferlito portrays one of Mary Jane's co-stars. Joy Bryant has a cameo appearance as a spectator that witnesses Spider-Man in action. John Landis plays one of the doctors who operates on Doctor Octopus. Phil LaMarr portrays a train passenger who is most easily seen to the right of Spider-Man when he is holding two webs to slow the train down.

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