Columbia's Spider-Man 000002

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## Plot

Peter Benjamin Parker is finding his double life increasingly difficult. Precariously struggling to balance his crime-fighting duties as Spider-Man with the demands of his normal life, Peter often finds his personal life taking a back seat. He loses a job delivering pizzas in Manhattan, faces financial difficulties, and struggles to maintain his physics studies at Columbia University.
Moreover, he has become estranged from both love interest Mary-Jane Watson, who to Peter's disappointment is in a relationship, and best friend Harry Osborn who falsely accuses Spider-Man of murdering his father, and his Aunt May Parker is threatened with foreclosure.

Harry, now head of Oscorp's research division, has invested in the research of brilliant scientist named Professor Otto O. Octavius, Peter's idol. To perform a sustained atomic fusion experiment using an extremely sun-hot radioactive machine, Octavius has developed a set of artificially intelligent mechanical robot octopus-tentacle-like arms named Harry, Larry, Mo and Flo, which are impervious to heat and magnetism and are telepathically controlled by Octavious around his waist. Though the experiment overloads and becomes unstable, Dr. Octavius refuses to halt it, with devastating results: his wife is killed; the neural inhibitor chip which prevented the advanced AI of the arms from influencing Octavius's own mind is destroyed and the arms become permanently fused to his spine and damaged brain.

Unconscious, he is taken to a hospital to have the appendages removed, but the tentacle claws "Death Flowers" have minds of their own and develop their own ability to move at will and brutally kill the surgeons, and Octavius escapes. Uncontrolled, the tentacles begin to corrupt and take control and possession Octavius' mind, playing on his vanity and ego, and he decides he must complete his experiment at any cost. Mr Jonah J. Jameson nicknames him "Doctor Octopus" or "Doc Ock" for short. In an effort to finance his experiments, Doc Ock attempts to rob a bank where Peter Parker and his Aunt May happen to be present. After a short glitch in his powers (little does he know that he is suffering from a crisis known as his "Mutation Disease"), Spider-Man manages to recover and soon the two take their fight outside the bank where Doc Ock takes Aunt May as a hostage. When Spider-Man rescues her, she revises her former opinion of him and realizes that he is a hero. Octavius escapes unharmed.

During a party, Peter learns that M.J. is planning to marry Jonah Jameson's son, Jonathan Jameson, an astronaut. He also gets into a physical altercation with Harry, who is drunk because Octavius' failed experiment left Oscorp bankrupt; shortly after, Peter suffers again from the Mutation Disease and loses his powers while web-slinging across town; he is unable to spin webs, his ability to adhere to smooth surfaces fails and his spider sense is greatly diminished. Meanwhile, Octavius rebuilds his experimental reactor. Peter questions if he could ever have what he "needs", a life as Peter Parker, which involves a vision of Uncle Ben, and resolves to give up being Spider-Man, to which J. Jonah Jameson is delighted, having been given the abandoned Spider-Man suit. Back home, after visiting Uncle Ben's grave, Aunt May is distressed by Peter's confession that he was somewhat responsible for his Uncle Ben's death.

Aunt May and Peter reconcile, and she tells Peter of the hope that Spider-Man brings to others, in spite of what dreams he may have to sacrifice. Peter attempts to re-connect with Mary Jane, but she informs him it is too late. In the meantime, Doc Ock has completed rebuilding his reactor, and needs one final item: tritium, a rare metal which fuels the reactor. He goes to Harry Osborn for it, dangling him over the edge of the Osborn mansion balcony when he refuses. Harry agrees to give Ock what he needs in exchange for capturing Spider-Man.

Mary Jane meets Peter in a coffee shop to ask if he still loves her, but Peter tells her that he does not. Doc Ock, having been advised by Harry that Peter was the key to finding Spider-Man as he takes his photos, destroys the coffee shop. Peter regains his Spider-Sense at the right moment to throw Mary Jane and himself out of the way of a thrown taxi, but Doc Ock abducts Mary Jane in a plot to lure Spider-Man into a trap. Peter's powers fully return, and he dons his costume (stealing it back from an infuriated Jameson) and engages Doc Ock in a battle, which starts off at the top of a bell tower and then on top of a train. During the battle, Octavius disables the brakes to the train, forcing Spider-Man to rescue the runaway train.

Spider-Man manages to stop the train before it can plunge over the end of the track and crash from great height into the lake, but at great physical exertion. He nearly falls, but the people in the train catch him and see him without his mask on. They agree to keep his identity a secret and try to protect him from Doc Ock, but his mechanical arms are too much for them. Weak from his exertions Spider-Man becomes dizzy and faints and he is captured by Doctor Octopus and delivered to Harry Osborn. Harry unmasks Spider-Man and is shocked to discover that his sworn enemy is his best friend.

Spider-Man awakens and convinces Harry to reveal Octavius' whereabouts so he can rescue Mary Jane, learning that Octavius is rebuilding his machine and threatening the world. Spider-Man finds Doctor Octavius in an abandoned warehouse on a waterfront pier, where he's restarted his fusion experiment. After battling with Doc Ock, Spider-Man manages to stun the villain with an electric shock. Peter then reveals his true identity to Octavius and pleads with him to stop the machine. Returned to his senses by the shock and determined to end his doomsday experiment before it causes more harm, Octavius uses his mechanical arms to collapse the floor of the building, successfully drowning the device at the cost of his own life. Mary Jane sees Peter without his mask on, but Peter tells her they can never be together, as he will always have enemies.

Across town, Harry has visions of his father, the late Norman Osborn, in a hanging mirror. The illusion demands that his son kill Peter Parker to avenge his death. Harry refuses and hurls a dagger at the mirror, shattering it and revealing a secret room containing the Green Goblin's suit, combat gear and the serum that gave him his super strength.

At the end of the film, Mary Jane leaves her wedding and finds Peter in his apartment, telling him that she has decided to be with him despite the risks. She persuades Peter to finally let her in while accepting the need of his vows by letting him respond to a sudden call for help. She looks on in uncertainty as Spider-Man swings away...

Two years after becoming Spider-Man, Peter Parker is estranged from both his love interest Mary Jane Watson and his best friend, Harry Osborn, and discovers that his Aunt May is facing eviction. He finds himself suffering temporary but recurring losses of his powers, often in life-threatening situations.

Harry, who is now head of Oscorp's genetic and scientific research division, is sponsoring a fusion power project by nuclear scientist Otto Octavius, who befriends and mentors Peter. While handling hazardous materials, Octavius wears a harness of powerful mechanical tentacles with artificial intelligence. During a public demonstration that Peter and Harry attend, a power spike causes the fusion reactor to destabilize. Octavius refuses to shut down the reactor, which goes critical, killing his wife and burning the inhibitor chip blocking the arms from his nervous system. As Spider-Man, Peter manages to shut the experiment down. At a hospital, doctors prepare to surgically remove Octavius' harness. Without the inhibitor chip, the tentacles have become sentient and defend themselves by killing the doctors. Afterward, Octavius takes refuge at a harbor. Now corrupted by the arms' AI, he decides to re-try his experiment and robs a bank to fund it. The *Daily Bugle* dubs the scientist "Doctor Octopus".

Mary Jane becomes engaged to astronaut John Jameson, the son of *Bugle* editor J. Jonah Jameson. Peter suffers an emotional breakdown over his inability to balance his life, with the stress stripping him of his powers as a result. He quits being Spider-Man, returns to his normal life, and attempts to reconcile with Mary Jane. He also finally confesses to Aunt May the truth about Uncle Ben's death. Aunt May forgives him, but the rise in the city's crime rates worries Peter.

Requiring the isotope tritium to fuel his reactor, Octavius visits Harry to demand it, threatening to kill him if he does not comply. Harry agrees in exchange for Spider-Man, whom he still believes is responsible for his father's death. He tells Octavius to seek Peter, whom Harry believes is friends with Spider-Man, but tells him to not harm Peter. Octavius locates Peter, tells him to find Spider-Man, and captures Mary Jane. Her endangerment leads to Peter's powers returning, and he goes after Octavius. As they battle, they fall onto a New York City Subway train. Octavius sabotages it and leaves Peter to save the derailing train, which he does at a great physical toll. Octavius captures the now-weakened Peter and delivers him to Harry. Harry prepares to kill Spider-Man, only to be shocked to see Peter under the mask.

Peter convinces Harry to put their conflict aside and direct him to Octavius' lair. They battle again as the nuclear reaction starts threatening the city. Peter reveals his identity and persuades Octavius to let his dream go for the greater good. Octavius commands the tentacles to obey him and sacrifices himself to destroy the experiment. Mary Jane sees Peter's true identity, which he says is why they cannot be together.

Meanwhile, Harry is visited by a vision of his father in a mirror, pleading for Harry to avenge his death, but Harry refuses to hurt Peter. Enraged, Harry shatters the mirror, inadvertently revealing a secret room containing his father's Green Goblin equipment. On her wedding day, Mary Jane abandons John at the altar and runs to Peter's apartment in her wedding dress. After they kiss, they hear police sirens, and Mary Jane encourages him to go help as Spider-Man.

Two years after the death of the Green Goblin, Peter Parker is struggling to balance his crime-fighting duties as Spider-Man alongside the demands of his normal life. Peter is growing further apart from both his love interest Mary Jane Watson and best friend Harry Osborn, who still harbors resentment towards Spider-Man, thinking him guilty of killing his father. His obligations as Spider-Man take their toll on his ability to focus on his academic work as well as his financial situation. As a result, Peter starts to think about giving up being Spider-Man.

Now head of Oscorp's research division, Harry sponsors the research of brilliant nuclear scientist Otto Octavius. Octavius's goal is to perfect fusion power. He wears a harness of powerful robotic arms with artificial intelligence for an experiment in sustained fusion. Though the experiment succeeds at first, it quickly becomes unstable but Octavius refuses to shut it down, before Spider-Man intervenes. Octavius's wife, Rosalie Octavius is killed in the accident, 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, having developed their own artificial intelligence with the inhibitor chip destroyed, savagely kill the medical crew. The tentacles corrupt Octavius's mind, and lead him to the resolution that he must complete his experiment regardless of the moral cost. To finance his work, Octavius - now called Doctor Octopus or "Doc Ock" - robs a bank, where he takes Aunt May hostage. When Doctor Octopus is about to stab Spider-Man with his spear, May smashes a sunglasses lens with her umbrella, sparing Spider-Man, but Doctor Octopus drops her from a building. Spider-Man manages to save his aunt, but Ock returns to his lair with loot stolen from the bank.

While attending a party to take photographs, Peter learns that Mary Jane is engaged to J. Jonah Jameson's son, renowned astronaut John Jameson, and gets into a fight with Harry over his "loyalty" to Spider-Man. As Doctor Octopus rebuilds his experimental reactor, Peter's powers prove unreliable. After a doctor tells him that his physical problems are due to mental stress, he gives up being Spider-Man and disposes of his costume. During this time, Peter begins to succeed in college and subsequently mend his relationship with Mary Jane.

A garbage man brings Spider-Man's discarded costume to sell at the *The Daily Bugle*. Jameson takes credit for Spider-Man's disappearance, but later admits that he was indeed a hero, and the only person capable of stopping Octavius. Peter, out of guilt, tells Aunt May that it was his fault for his Ben's death. After Peter tells his aunt everything from the thief to Ben's death, May forgives Peter and advises him that sometimes it is necessary to sacrifice one's dreams for the greater good. Realizing that the city's need for Spider-Man is greater than his personal ambitions, Peter decides to become Spider-Man once again. Even so, his powers continue to be lost.

Doctor Octopus, having rebuilt his device, 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 Doctor Octopus not to harm Peter. Doctor Octopus finds Peter and tells him to find Spider-Man, and abducts Mary Jane in the process. Following this, Peter finds that his powers have been restored, and he dons his costume again after stealing it back from the Bugle. A furious Jameson continues to denounce Spider-Man as a menace. Spider-Man then angrily proceeds to battle Doctor Octopus across town. Eventually, they battle on a train which Doctor Octopus destroys the speed bar on the train, as it explodes on Peter's mask making it blurry as he takes it off. He tries to stop the train in many ways but he uses his webbing to stop it, almost making the train fall off the unfinished track. He saves the people and is tired and almost falls off but the people catch him and learned that he is only a kid as Peter wakes up. Two boys hand Peter his mask and promise not to reveal his true identity. Doctor Octopus returns, and ends up knocking Spider-Man (due to him still being tired) unconscious and delivers him to Harry.

After giving Doctor Octopus the tritium, Harry pulls out the knife and prepares to kill Spider-Man, but he first relents and unmasks him. He is shocked when he discovers that Peter is Spider-Man. Peter wakes up, and convinces Harry to reveal Doctor Octopus's whereabouts, before leaving him in tears. Spider-Man makes his way to Doctor Octopus's waterfront laboratory, with the doctor putting the finishing touches on his makeshift reactor. Although Spider-Man attempts to rescue Mary Jane discreetly, Doctor Octopus catches on and they fight once more. Spider-Man ultimately subdues Octavius and reveals his identity to him, pleading for a way to stop the reactor. Free from the tentacles, Octavius uses his mechanical arms to collapse the building, successfully drowning the reactor at the cost of his own life. Mary Jane sees Peter unmasked and understands that as long as he is Spider-Man, she and Peter cannot be together. Spider-Man returns Mary Jane to John and leaves.

Meanwhile, Harry, shocked by the trauma caused by revelation of Peter's identity as Spider-Man, has visions of his father Norman in a hanging mirror ordering him to avenge his death. Enraged, Harry shatters the mirror, revealing a secret room containing all of his father's Green Goblin equipment (which Peter hid after his death). He looks at the equipment and takes the green serum his father did. Meanwhile, Mary Jane is getting ready for her wedding, but she has a quick change of mind, and leaves John on the altar and arrives back at Peter's apartment. She tells Peter that she wants to be with him no matter what. After a passionate kiss, a fire truck is heard and Mary Jane encourages Peter to respond as Spider-Man, quietly apprehensive of the dangers they are about to face together in the near future.

It has been two years since Peter Parker first donned his webs, and he is now finding a double life very difficult. He loses a job, faces financial difficulties, is having trouble with his estranged friend, Harry Osborn, who still blames his father's death on Spider-Man (Harry does not know that Norman was actually the villainous Green Goblin or that Peter is Spider-Man, but is angered that Parker's trust is not in his best friend, but in Spider-Man, his "bread and butter"), struggles with his studies and school work, as Professor Curt Connors reprimands him, and finds that he is losing his powers. Moreover, he has learned that Aunt May is being threatened with foreclosure on her house, and his potential girlfriend, Mary Jane, has acquired a new boyfriend, John Jameson, the son of Peter's employer, J. Jonah Jameson. MJ turns increasingly hostile to Peter after he fails to keep a promise to see a play in which she is the female lead. Further, he questions if he could ever have what he "needs", a life as Peter Parker, which climaxes in a vision involving Uncle Ben.
Peter's idol, a brilliant, gentle scientist named Otto Octavius becomes a mechanically-controlled lunatic, as the result of a disastrous fusion accident and the loss of his wife. "Doc Ock", as he is now called (due to the metal tentacles wired to his spine), desperately wants to rebuild his experiment, and Spider-Man, in the meantime, must stop him from robbing a bank. In the robbery attempt, Aunt May is nearly kidnapped and is enlightened to the fact that Spider-Man is a hero after he saves her. Peter's morale hits a nadir when Harry lashes at him in a drunken rage, MJ and John Jameson announce their engagement and he loses his powers due to a form of burn-out syndrome. Peter temporarily gives up Spider-Man, shirking his responsibilities.
As Peter has much more spare time now, not only does he excel at his physics courses, but at least one of his relationships improves. Peter and MJ connect once again, but as MJ is engaged, it seems too late. On the other hand, Aunt May is distressed by Peter's confession that he was somewhat responsible for Uncle Ben's death. Soon after, though, she sees his bravery in admitting the truth and inadvertently inspires him to become Spider-Man once more, as she speaks of how he gives hope to others and that one must do things for the greater good in spite of one's own dreams. In the meanwhile, Doc Ock and Harry Osborn, now head of Oscorp's research division, make a deal: Harry supplies him with tritium for his experiment, and the Doctor agrees to capture Spider-Man for him.
MJ remembers the upside-down kiss she had with her savior, Spider-Man, and that Peter's kiss felt suspiciously similar. She arranges a meeting with Peter, and although she is very fond of him, Peter's secretive behavior estranges and intrigues her. Before things can develop, however, they are attacked by Doc Ock. Because he knows that Peter and Spider-Man are close, he attacks Peter. Doc Ock threatens Peter and tells him to tell Spider-Man to fight him unless he wants MJ killed. Then he abducts her.
This shock brings back Peter's powers. He has a massive fight with Doc Ock, and the insane scientist forces Peter to rescue a rogue train. With the utmost effort, Peter stops the train before it falls off an unfinished bridge. Before that, he took off his mask to avoid burning himself, but the people on the train return his mask, promising not to tell anyone. Unfortunately, he is weak from stopping the train and is captured easily by Doc Ock and brought before Harry. Harry unmasks him and is stunned that Spider-Man is Peter Parker. Peter implores him to tell him where Doc Ock went, or MJ will be killed.
Peter finds Doc Ock in an abandoned warehouse, where he holds MJ hostage and has just launched his doomsday experiment, which is clearly going astray, extending flares, sucking up and incinerating anything metal (except Doc Ock's tentacles, which were designed to be impervious to heat and magnetism). They fight a second time, and in the end, Doc Ock regains his sanity. He also understands why Parker is "brilliant but lazy", as the student leads a double life. Old advice dispensed from the doctor to Parker and some of Aunt May's words are repeated by Parker that forces Doc Ock to realize the monstrosity of his actions. Determined to end his doomsday experiment by drowning it, Octavius destroys it and ends up dying a hero ("I will not die a monster!"). MJ finds out that Peter is Spider-Man, and is in awe and full of joy at the same time. But Peter tells her they can never be together, as he will always have deadly enemies, and M.J. should spare herself the grief of coming too close to him.
As he hears of the warehouse disaster in the media in his penthouse, a distraught Harry meets face to face with his own father, the late Norman Osborn in a mirror. Norman demands his son to kill Parker, which prompts Harry to lash out and throw a dagger through the mirror. This, for the first time, marks Harry's possible departure into mental decline, furthered when he finds that the mirror is actually a passageway. The passageway reveals Norman Osborn's secret lifestyle as the Green Goblin, as a full assortment of his weapons and gear can be found, as Harry realizes who his father really was.
MJ runs away from her marriage with John Jameson. She gatecrashes Peter's apartment, telling him that she has decided to live with him - despite the risks - because a full dangerous life is better than a half, carefree life. She - almost forcefully - persuades Peter to finally be her boyfriend while accepting the need of his vows by letting him respond to a sudden call for help. As Peter joyfully swings to the rescue, Mary Jane remains, still somewhat apprehensive of the bizarre and potentially dangerous relationship they have committed themselves to.

Two years after Norman Osborn's death, and Peter Parker is finding his double life increasingly difficult. Precariously struggling to balance his crime-fighting duties with the demands of his normal life, Peter often finds his personal life taking a back seat. He loses a job, faces financial difficulties, and struggles to maintain his physics studies at Columbia University. Moreover, he has become estranged from both love interest Mary Jane and best friend Harry Osborn, and Aunt May is threatened with foreclosure.
Harry, now head of Oscorp's research division, has invested in the research of brilliant scientist Otto Octavius, Peter's idol. To perform a sustained fusion experiment, Octavius has developed a set of artificially intelligent mechanical arms, which are impervious to heat and magnetism. Though the experiment overloads and becomes unstable, Dr. Octavius refuses to halt it, with devastating results: his wife is killed; the neural inhibitor chip which enabled him to control the arms is destroyed; and the arms are fused to his spine. Unconscious, he is taken to hospital to have the tentacles removed, but the tentacles kill the surgeons, and he escapes. Uncontrolled, the tentacles begin to influence Octavius' mind, playing on his vanity and ego, and he decides he must complete his experiment at any cost. J. Jonah Jameson names him Doctor Octopus or "Doc Ock". Doc Ock attempts to rob a bank where Peter Parker and his Aunt May happen to be present. After a short glitch in his powers, Spider-Man manages to take back most of the stolen money, but Doc Ock takes Aunt May as a hostage. When Spider-Man rescues her, she revises her former opinion of him and realizes that he is a hero. Peter Parker gives up being Spider-Man
During a party, Peter learns that M.J. is planning to marry John Jameson, and Harry lashes out at him in a drunken rage due to his loyalty to Spider-Man; shortly afterwards he loses his powers while web-slinging across town. Meanwhile, Doc Ock rebuilds his experimental reactor. Peter questions if he could ever have what he "needs", a life as Peter Parker, which involves a vision of Uncle Ben, and resolves to give up being Spider-Man. Back home, after visiting Uncle Ben's grave, Aunt May is distressed by Peter's confession that he was somewhat responsible for his Uncle Ben's death. Aunt May and Peter reconcile, and she tells Peter of the hope that Spider-Man brings to others, in spite of what dreams he may have to sacrifice. Peter attempts to re-connect with Mary Jane, but she informs him it is too late. In the meantime, Doc Ock has completed rebuilding his reactor, and needs one final item; the tritium which fuels the reactor. He goes to Harry Osborn for it, dangling him over the edge of the Osborn mansion balcony when he refuses. Harry agrees to give Ock what he needs in exchange for capturing Spider-Man. Mary Jane meets Peter in a coffee shop to ask if he still loves her, but Peter tells her that he does not. Amidst this exchange, the two are ambushed by Doctor Octopus, who abducts Mary Jane in a ploy to lure Spider-Man into a trap. Peter's powers return, and he dons his costume and engages Doc Ock in battle, culminating with the insane scientist forcing Spider-Man to rescue a runaway subway train. Spider-Man battles Doctor Octopus atop a subway train Spider-Man battles Doctor Octopus atop a subway train
Spider-Man manages to stop the train before it can plunge over the end of the track, but then passes out. Unconscious, he is captured by Doctor Octopus and delivered to Harry Osborn. Harry unmasks Spider-Man and is stunned to discover that his sworn enemy is also his best friend. Peter awakens and convinces Harry to reveal Octavius' whereabouts so he can rescue Mary Jane. Spider-Man finds Doctor Octavius in an abandoned warehouse on a waterfront pier, where he's restarted his fusion experiment.
After battling with Doc Ock, Spider-Man manages to stun the villain with an electric shock. Peter then reveals his true identity to Octavius and pleads with him to stop the machine. Returned to his senses and determined to end his doomsday experiment before it causes more harm, Octavius uses his mechanical arms to collapse the floor of the building, successfully drowning the device at the cost of his own life. Mary Jane sees Peter without his mask on, but Peter tells her they can never be together, as he will always have enemies.
Across town, Harry has visions of his father, the late Norman Osborn in a hanging mirror. The illusion demands that his son kill Peter Parker to avenge his death. Harry refuses and hurls a dagger at the mirror, shattering it and revealing a secret room, containing the Green Goblin's war gear. Harry thus learns that Green Goblin was his father. At the end of the film, Mary Jane leaves her wedding and finds Peter in his apartment, telling him that she has decided to be with him – despite the risks. She persuades Peter to finally let her in while accepting the need of his vows by letting him respond to a sudden call for help.

## Cast

* Tobey Maguire as Spider-Man / Peter Parker
* Alfred Molina as Doctor Octopus / Otto Octavius
* Kirsten Dunst as Mary Jane Watson
* James Franco as Harry Osborn
* J. K. Simmons as J. Jonah Jameson
* Daniel Gillies as Col. John Jameson
* Dylan Baker as Dr. Curt Connors
* Donna Murphy as Rosie Octavius
* Rosemary Harris as Aunt May
* Bill Nunn as Joseph "Robbie" Robertson
* Ted Raimi as Hoffman
* Elizabeth Banks as Betty Brant
* Elya Baskin as Mr. Ditkovich
* Cliff Robertson as Uncle Ben
* Willem Dafoe as Norman Osborn
* Kelly Connell as Dr. Isaacs
* Mageina Tovah as Ursula Ditkovich
* Bruce Campbell as Snooty Usher
	+ Campbell also made a cameo appearance in *Spider-Man* as the wrestling ring announcer.

* Tobey Maguire as Peter Parker/Spider-Man
* Alfred Molina as Otto Octavius/Doctor Octopus
* Kirsten Dunst as Mary Jane Watson
* James Franco as Harry Osborn
* J.K. Simmons as J. Jonah Jameson
* Bill Nunn as Robbie Robertson
* Elizabeth Banks as Betty Brant
* Rosemary Harris as May Parker
* Daniel Gillies as John Jameson
* Dylan Baker as Curt Connors
* Donna Murphy as Rosalie Octavius
* Willem Dafoe as Norman Osborn
* Ted Raimi as Ted Hoffman
* Vanessa Ferlito as Louise
* Mageina Tovah as Ursula Ditkovich
* Elya Baskin as Mr. Ditkovich
* Daniel Dae Kim as Raymond
* Bruce Campbell as Snooty Usher
* Gregg Edelman as Dr. Davis
* Joel McHale as Mr. Jacks
* Kelly Connell as Dr. Isaacs
* Jason Fiore-Ortiz as Henry Jackson
* Christine Estabrook as Joan Jameson
* John Paxton as Bernard Houseman
* Taylor Gilbert as Madeline Watson
* Reed Diamond as Algernon
* Dan Callahan as Jack
* Donnell Rawlings as Pizza "Heist" Witness
* Joey Diaz as Train Passenger
* John Landis as Doctor
* Scott Spiegel as Man on Balcony
* Joy Bryant as Woman at Web
* Emily Deschanel as Receptionist
* Aasif Mandvi as Mr. Aziz
* Hal Sparks as Elevator Passenger

Tobey Maguire as Spider-Man/Peter Parker
Kirsten Dunst as Mary Jane Watson
James Franco as Harry Osborn
Alfred Molina as Doc Ock/Otto Octavius
Rosemary Harris as Aunt May
J.K. Simmons as J. Jonah Jameson
Donna Murphy as Rosalie Octavius
Daniel Gillies as John Jameson
Dylan Baker as Dr. Curt Connors
Bill Nunn as Joseph "Robbie" Robertson
Vanessa Ferlito as Louise
Aasif Mandvi as Mr. Aziz
Willem Dafoe as Green Goblin/Norman Osborn
Cliff Robertson as Ben Parker
Ted Raimi as Hoffman
Elizabeth Banks as Miss Brant
Bruce Campbell as Snooty Usher
Gregg Edelman as Dr. Davis
Elya Baskin as Mr. Ditkovich
Mageina Tovah as Ursula
Daniel Dae Kim as Raymond
Hal Sparks as Elevator Passenger
Joel McHale as Mr. Jacks
Stan Lee as Man Dodging Debris
Kelly Connell as Dr. Isaacs
Brent Briscoe as Garbage Man
Emily Deschanel as Receptionist
Jason Fiore-Ortiz as Henry Jackson
Scott Spiegel as Man on Balcony
Andy Bale as OsCorp Executive
Christine Estabrook as Mrs. Jameson
Molly Cheek as Society Woman
John Paxton as Bernard Houseman
Joy Bryant as Woman at Web
Joanne Baron as Skeptical Scientist
Peter McRobbie as OsCorp Representative
Timothy Jerome as Injured Scientist
Taylor Gilbert as Mrs. Watson
Peter Vouras as Stage Manager
Donnell Rawlings as Pizza 'Heist' Witness
Zachry Rogers as Boy Saved by Spider-Man
Ella Rogers as Girl Saved by Spider-Man
Louis Lombardi as Poker Player
Marc John Jefferies as Amazed Kid
Roshon Fegan as Amazed Kid
Brendan Patrick Connor as Theater Traffic Cop
Reed Diamond as Algernon
Dan Callahan as 'Jack'
Elyse Dinh as Violinist
John Landis as Doctor
Tim Storms as Chainsaw Doctor
Susie Park as Clawing Nurse
Tricia Peters as Screaming Nurse
Michael Edward Thomas as Man at Fire
Anne Betancourt as Woman at Fire
Venus Lam as Child in Burning Building
Bill E. Rogers as Fireman
Joe Virzi as Fireman
Tom Carey as Train Conductor
Jopaul Van Epp as Boy with Mask
Weston Epp as Boy with Mask
Peter Allas as Train Passenger
Brianna Brown as Train Passenger
Bill Calvert as Train Passenger
Tony Campisi as Train Passenger
Joey Diaz as Train Passenger
Chloe Dykstra as Train Passenger
Simone Gordon as Train Passenger
Dan Hicks as Train Passenger
Julia Max as Train Passenger
Savannah Pope as Train Passenger
Timothy Patrick Quill as Train Passenger
Jill Sayre as Train Passenger
Rickey G. Williams as Train Passenger
Uncredited
Dakota Anderson as Mugger #1
Sal Ardisi as Parent
Michael Arthur as NYPD Officer
Damian Bailey as Extra
Alan Blackney as Astronaut
David Blanc as Street Walker
Frank Bonsangue as Pizza Man
David Boston as Pedestrian
Sho Brown as Passenger
Luke Burnyeat as Train Passenger
John Cameron as Man Buying 'Spider-Man No More' Newspaper
Joseph M. Caracciolo as Priest at Mary Jane's Wedding
Cindy Cheung as Chinese Daughter
Peter Cincotti as Piano Player in Planetarium
Lee Cogburn as Train Passenger
Al Collado as Cab Driver
Christina R. Copeland as Chainsaw Nurse
Dono Cunningham as Pedestrian
Vince Cupone as Victim
Grant Curtis as Hot Dog Vendor
Barbara Ann Davison as Woman with Dog
Calvin Dean as Boomer
A.M. Driver as Teenage Girl at the Bank
Fabrizio Fante as Businessman
Doug Ferony as Detective
Phillip Gramm as NYPD Officer
Halla as Wedding Attendee
Mohammed Hassan as Middle Eastern Taxi Driver
Sabrina Hunter as Model
Andre Johnson as Fireman #2
Edward Johnson as Planetarium
Janis Jones as Homeless at Burning Car
Michael Kilcullen as Subway Passenger
Eileen Kovener as Street Walker
Phil LaMarr as Train Passenger
Frank Langley as Doc Ock Tentacle Puppeteer
Rachel Lehrer as Hot Girl
Peyton List as Little Girl Playing on Steps
Spencer List as Little Boy Playing on Steps
Lorelei Llee as Bank Employee
Fancy Macelli as Reporter
Paul-Dean Martin as Bugle Lawyer
Carina Mastrippolito as Girl
Daniel Maysen as Train Passenger
Tony Mazzucchi as Newsstand Vendor Near Fire
Troy Metcalf as Blue Collar Guy
Altara Michelle as Teenage Girl at the Bank
Claudia Katz Minnick as Robbie's Assistant
Ismael Moreno as Rescued Crosswalker
Joseph Nelson as Extra
David Orris as Police Officer
Ronn Ozuk as Cop
Christopher Porto as Man Waiting For Train
Sam Raimi as University Student
Randy Reinholz as Train Passenger
Carla Rhodes as Phone Booth Girl
Rachelle Roderick as Jane - Engineer
Scott Ross as Pedestrian
Sylvia Ross as Pedestrian
Bonnie Somerville as Screaming Woman
Jimmy Star as Reporter
Douglas Swander as Train Passenger
Angel Katherine Taormina as Female Onlooker on Street
John Thurner as EL Train Passenger
Jason Toler as Guy on El Train
Henry Truong as Doc Ock Lab Assistant #2
Michael Urbanski as Man on Street
Wesley Volcy as Columbia University Student
Lou Volpe as Man at Web
Garrett Warren as Bearded Doctor
Jack Wetherall as Train Passenger
Ken Wharton as Uptight Businessman

* Tobey Maguire as Peter Parker / Spider-Man: A superhero, 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.
* Kirsten Dunst as Mary Jane Watson: An aspiring Broadway actress and a friend Peter has loved since he was a child, yet he gave up the chance of being with her out of concern for her safety. Still harboring feelings for Peter, Mary Jane begins dating John Jameson and eventually becomes engaged to him, in an effort to make Peter jealous. She also has a crush on Spider-Man, who saved her life numerous times in the past, and is unaware that the hero and Peter are one and the same.
* James Franco as Harry Osborn: Oscorp's current CEO, Norman Osborn's son and Peter's best friend, who holds his alter-ego Spider-Man responsible for his father's death. He is also Mary Jane's ex-boyfriend and still harbors feelings for her.
* Alfred Molina as Dr. Otto Octavius / Doctor Octopus: A scientist working on behalf of Oscorp and Peter's role model and mentor who goes insane after his failure to create a self-sustaining fusion reaction, which also resulted in the death of his wife, Rosie. Octavius is bonded with his handling equipment, four artificially intelligent mechanical tentacles, which influence his mentality and convince him that he must finish his experiment at all costs.
* Rosemary Harris as May Parker: Ben Parker's widow and Peter's aunt.
* Donna Murphy as Rosie Octavius: Otto's wife and assistant.

J. K. Simmons reprises his role as J. Jonah Jameson, the miserly manager and editor-in-chief of the *Daily Bugle*, while Daniel Gillies portrays his son John Jameson, an astronaut and Mary Jane's fiancé. Christine Estabrook appears briefly as Jameson's wife and John's mother.

As with the previous film, Bruce Campbell has a cameo appearance, this time as an usher who refuses Peter entry for arriving late to Mary Jane Watson's show. *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 Doctor Octopus. Dylan Baker portrays Dr. Curt Connors, one of Peter's college physics professors and a colleague of Octavius, while Willem Dafoe reprises his role as Norman Osborn, Harry's deceased father who appears to him 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. Elizabeth Banks, John Paxton, Ted Raimi and Bill Nunn reprise their roles as Betty Brant, Osborn family butler Bernard Houseman, Ted Hoffman, and Robbie Robertson, respectively. Elya Baskin portrays Mr. Ditkovitch, Peter's landlord, (whose name is a reference to *Spider-Man* co-creator Steve Ditko) and Mageina Tovah plays his daughter Ursula. Cliff Robertson reprises his role as Peter's uncle Ben Parker in a flashback.

Scott Spiegel portrays a man who attempts to eat some pizza Spider-Man is delivering, only to have it webbed from his hands. Elyse Dinh portrays a violinist. Joel McHale portrays Mr. Jacks, a bank teller. 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 that guy's pizzas" and Emily Deschanel portrays a receptionist. Brent Briscoe plays the garbage man who finds Spider-Man's costume in the trash and gives it to Jameson. Peter McRobbie plays an OsCorp representative. Reed Diamond plays Algernon. Peyton List and her brother Spencer List make their film debuts playing a little girl and boy playing on steps respectively. Daniel Dae Kim plays Raymond, an assistant of Otto Octavius working in his laboratory. Aasif Mandvi portrays Mr. Aziz, the owner of Joe's Pizza. Joey Diaz, Dan Hicks and Chloe Dykstra portray train passengers. Vanessa Ferlito portrays Louise, one of Mary Jane's co-stars. Joy Bryant appears as a spectator that witnesses Spider-Man in action. John Landis plays one of the doctors who operate on Doctor Octopus. Phil LaMarr portrays a train passenger who is most easily seen to the left of Spider-Man (the viewer's right) while the hero uses webbing to slow the train down. Gregg Edelman portrays Dr. Davis.

### Continuity and References to the Spider-Man Universe

* Peter Parker/Spider-Man appears.
* Mary Jane Watson appears.
* Harry Osborn appears.
* May Parker appears.
* J. Jonah Jameson appears.
* Robbie Robertson appears.
* Betty Brant appears.
* Ted Hoffman appears.
* Norman Osborn/Green Goblin appears.
* Ben Parker appears.
* Otto Octavius/Doctor Octopus is introduced.
* Rosalie Octavius is introduced.
* Curt Connors is introduced.
* Ursula Ditkovich is introduced.
* Mr. Ditkovich is introduced.
* The events from *Spider-Man* are mentioned.
* Hoffman suggested Doctor Strange before Jameson came up with Doc Ock. Jameson then states that it's already taken.

## Taglines

This summer a man will face his destiny. A hero will be revealed.

## Production

The film was shot in New York and California.

## Videos

### Trailers

Spider-Man 2 (2004) - Teaser TrailerTeaserSpider-Man 2 Theatrical TrailerTrailerSpider-Man Ultimate Trilogy Trailer HDGet Ready for Spidey with Spider-Man Movies on Sale!Welcome Home, Spider-Man - Disney+It’s p̶i̶z̶z̶a̶ -SpiderMan time. 🕷Welcome home, Spider-Man. ❤️🕸 -DisneyPlusComplete Spider-Man Cinematic Arc - Voyage
### Scenes

"It's Pizza Time!" - Spider-Man 2 - VoyagePeter Parker Meets Otto Octavius - Spider-Man 2 - VoyagePeter Misses MJ's Show - Spider-Man 2 - VoyageDoc Ock Escapes From Hospital - Spider-Man 2 - VoyageSpider-Man & Doc Ock's First Encounter - Spider-Man 2 - VoyagePeter Renounces Spider-Man - Spider-Man 2 - VoyagePeter Parker Saves A Child From A Burning Building - Spider-Man 2 - VoyageDoc Ock Crashes A Date - Spider-Man 2 - VoyageSpider-Man Stops A Train From Crashing - Spider-Man 2 - VoyageHarry Discovers Spider-Man's True Identity - Spider-Man 2 - VoyageDefeating Doc Ock - Spider-Man 2 - CineClips"Avenge Me!" - Spider-Man 2 - VoyagePeter Misses MJ's Play - Spider-Man 2Sometimes You Just Need To Take The Elevator... - -Shorts - Spider-ManThe Power Of The Sun... - -Shorts - Spider-ManRunning Out Of Webs - Spider-Man 2Quipping It Up For Spider-Man DayOtto Octavius' Mechanical Arms Demonstration - Spider-Man 2 - VoyageThe Original Spider-Man Timeline - VoyageWhat it Means to Wear the Mask – Spider-Man RetrospectiveBust a move 🕺 because -SpiderMan 2 is now streaming on -DisneyPlus! -ShortsOur Spidey-Senses are ✨tingling.✨Spider-Man 2 summarised in one minute! - -shorts
## Gallery

Spider-man2.jpgTeaser poster featuring Doctor Octopus.Sm2 poster.jpgTeaser poster.Spider-man 2 poster.jpgSpiderman 2 choice L.jpgChoice poster.Spiderman 2 sacrifice L.jpgSacrifice poster.Spiderman 2 destiny L.jpgDestiny Poster.MPW-10566.jpgPromo poster.161 0.jpgPromo poster.Spiderman 2 street L.jpgPromo poster.ThCAIOSQBY.jpgPromo poster.Spider-Man 2 Disney+ Poster.png
## Notes

* ***Spider-Man 2*** is the Academy Award-winning sequel to the popular 2002 film *Spider-Man* and was released in the U.S. on June 30th, 2004. Its soundtrack was a major hit in the United States and elsewhere.

### Credits

The film, directed by Sam Raimi, stars Tobey Maguire, Kirsten Dunst, James Franco and J.K. Simmons reprising their roles of Peter Parker (Spider-Man), Mary Jane Watson, Harry Osborn and J. Jonah Jameson, respectively. Alfred Molina plays the role of the villain, Doctor Octopus ("Doc Ock").

The screenplay is credited to Alvin Sargent, with screen story credit given to Alfred Gough, Miles Millar, and Michael Chabon. Stan Lee and Steve Ditko receive additional screen credit for "comic book & characters".

### Box office success

In its first six days, *Spider-Man 2* generated $180 million at the North American box office, a record at the time. It took in $88 million in its first weekend and an opening day record of $40,442,604. However, it was beaten a year later by *Revenge of the Sith*, which grossed about $10 million more. Altogether, *Spider-Man 2* made $373,585,825 in North America, making it 2004's second highest-grossing movie (behind *Shrek 2*). Worldwide, *Spider-Man 2* made $783,964,497, making it the 3rd highest grossing movie of 2004 worldwide (behind *Harry Potter and the Prisoner of Azkaban* and *Shrek 2*).

### Budget

* **Story rights:** $20 million
* **Screenplay:** $10 million
* **Producers:** $15 million
* **Director:** $10 million
* **Cast:** $30 million
	+ **Tobey Maguire:** $17 million
	+ **Kirsten Dunst:** $7 million
	+ **Alfred Molina:** $3 million
	+ **Rest of cast:** $3 million
* **The shoot:** $45 million
* **Special effects:** $65 million
* **Music:** $5 million
	+ **Composer:** $3.5 million
* **Total:** $200 million

### Critical reaction

The general critical reaction to the film was very enthusiastic, with many critics saying the film had a dramatic power and emotional content that many summer blockbusters lack. Metacritic gave the film a collective rating of 83 out of 100 based on an average of 41 reviews citing "universal acclaim". Rotten Tomatoes gave it a rating of 94%, based on 222 reviews.

Roger Ebert, who was lukewarm on the first film, praised the second movie and gave it four stars. He went on to call it the "greatest super-hero movie since "*Superman*". A number of other newspapers also gave it good marks, and the movie was listed in AFI's Top Ten Films of 2004

However, *The New Yorker* rated it as average, while *Salon.com* and *Village Voice* rated it as poor.

In the 77th Academy Awards, the movie won the Academy Award for Visual Effects. It was also nominated for the Academy Award for Sound and the Academy Award for Sound Editing. There were many rumors that the film was in contention for the Academy Award for Adapted Screenplay, as many fans and critics alike regarded Alvin Sargent's screenplay as superb in terms of emotional depth and character development. There have also been a few critics and websites arguing that it even deserved a Best Picture nomination.

Particular praise was lavished upon Alfred Molina for his sympathetic performance as Doc Ock, as well as Tobey Maguire's continued portrayal of the troubled and tormented super hero.

### Awards and nominations

**2005 Academy Awards (Oscars)**

* Won - Best Visual Effects — John Dykstra, Scott Stokdyk, Anthony LaMolinara, John Frazier
* Nominated - Best Sound Mixing — Kevin O'Connell, Greg P. Russell, Jeffrey J. Haboush, Joseph Geisinger
* Nominated - Best Sound Editing — Paul N.J. Ottosson

**2005 Academy of Science Fiction, Fantasy & Horror Films (Saturn Awards)**

* Won - Best Actor (Film) — Tobey Maguire
* Won - Best Director — Sam Raimi
* Won - Best Special Effects — John Dykstra, Scott Stokdyk, Anthony LaMolinara, John Frazier
* Won - Best Writing — Alvin Sargent
* Nominated - Best Supporting Actor (Film) — Alfred Molina
* Nominated - Best DVD Special Edition Release
* Nominated - Best Music — Danny Elfman

**2005 BAFTA Film Awards**

* Nominated - Best Sound — Kevin O'Connell, Greg P. Russell, Jeffrey J. Haboush, Paul N.J. Ottosson
* Nominated - Outstanding Achievement in Special Visual Effects — John Dykstra, Scott Stokdyk, Anthony LaMolinara, John Frazier

**2005 BMI Film & TV Awards**

* Won - BMI Film Music Award — Danny Elfman

**2005 Broadcast Film Critics Association Awards**

* Won - Best Popular Picture
* Nominated - Best Family Film (Live Action)

**2005 Cinema Audio Society**

* Nominated - Outstanding Achievement in Sound Mixing for Motion Pictures — Joseph Geisinger, Kevin O'Connell, Greg P. Russell, Jeffrey J. Haboush

**2005 Sony Ericsson Empire Awards**

* Won - Best Director — Sam Raimi
* Nominated - Best Actor — Tobey Maguire
* Nominated - Best Actress — Kirsten Dunst
* Nominated - Best Film
* Nominated - Scene of the Year — Spider-Man battles Doc Ock on the train

**2005 Hugo Awards**

* Nominated - Best Dramatic Presentation, Long Form

**2005 Kids Choice Awards (Blimp Award)**

* Nominated - Favorite Movie
* Nominated - Favorite Movie Actor — Tobey Maguire

**2005 Motion Picture Sound Editors (Golden Reel Award)**

* Nominated - Best Sound Editing in Domestic Features: Sound Effects/Foley — Paul N.J. Ottosson, Christopher Flick, Scott G.G. Haller, Ruben Simon, Jussi Tegelman, Lisa Hannan, Ai-Ling Lee, Martin Lopez, Bernard Weiser

## Trivia

* *Spider-Man 2* won the Academy Award for Best Visual Effects, making it the only film from Marvel to win one of those prestigious awards.
* Before *Spider-Man 2* was even released, it was announced that *Spider-Man 3* was to be released in 2007.
* There are two references to *Evil Dead*, one of Sam Raimi's earlier films:
	+ The Booth Memorial Hospital in which Dr. Isaacs attempts to remove Octavius' tentacles with disastrous results.
	+ At different points in the film, Peter and Harry both sport the same outfit as Ash from the Evil Dead films.
* Promotion, marketing and anticipation for this film had grown so much in late 2003 that Sony considered putting webbing along with the *Spider-Man 2* logo on the bases at the 2003 All-Star Game. This was canceled due to negative baseball fan reaction.
* Before the film was released, it was well-publicized that Tobey Maguire may have had to pull out of doing the film due to severe back pain. At one point, the producers had Jake Gyllenhaal on standby to take up the part. However, Maguire was in the end cleared to reprise his role as Peter Parker. The controversy was rumored to have made early shooting on the movie somewhat uncomfortable, as Kirsten Dunst was dating Gyllenhaal at the time, but the actors were eventually able to put the controversy behind them.
	+ Maguire's back problems were also referenced in the film itself. When Peter Parker tries to leap off of a building shouting "I'm back! I'm back!", he falls to the ground in an alleyway. When he stands he winces crying "My back! My back!".
* The name of Peter's landlord, "Ditkovitch", was an obvious hat-tip to Spider-Man co-creator Steve Ditko.
* Spider-Man creator Stan Lee makes yet another cameo appearance (as he did in *Spider-Man*) during Spidey's first battle with Doc Ock. This time, he also saves a person from harm.
* Again, the main villain is nearly given a name that ends up being dropped. This time, the names are "Science Squid" and "Doctor Strange" are the two suggested names. When the latter is suggested, Jonah says that he likes it, though then states that it's already been taken.
* Actor Bruce Campbell also makes another cameo as the usher who would not let Peter into Mary Jane's play.
* In the scene where Parker watches police cars go by, Tobey Maguire is actually eating a tofu hot dog as he is a vegetarian.
* *Spider-Man 2* is the first movie to be released in UMD format for the PSP. The first one million copies of the U.S. PSP included the movie free.
* Doctor Octopus uses tritium to create nuclear fusion. The device he uses seems to be inspired by those used for inertial confinement fusion.
* Toward the end of the movie, it was rumored that the Punisher was noticeable. This turned out to be false and is only someone who resembled Thomas Jane. This is purely coincidental. He was never intended by the makers to be the Punisher.
* When Peter stops the runaway subway, his first attempt echoes Superman's usual method of stopping a train by catching it by the locomotive and planting his feet until it stops.
* The scene in which J. K. Simmons (as J. Jonah Jameson) shouts "Spider-Man was... A THIEF!" caused much hilarity. Simmons was wearing false teeth for Jameson's trademark scrooge smile, and whenever he tried to form the "TH" he spat out his false teeth. These scenes can be seen on the blooper reel of the DVD.
* The typeface used for publicity and title purposes within the film is also used for the logo of PlayStation 3, also made by Sony.
* The film follows in the footsteps of another super hero film, *Superman II* where are some basic plot elements in common, including the hero losing his powers, the love interest finding out the secret identity, etc.
* The scene in which Doc Ock kidnaps Mary Jane, and carries her screaming to the top of a small building, is reminiscent of the scene in the original *King Kong* film in which Kong carries a screaming Ann Darrow to the top of a motel.
* There is a cameo of *Queer as Folk* star Hal Sparks, in the elevator scene when Spider-Man had lost his powers, as a reference to the character of Michael Novotny, a comic nerd in the television series. However, Sam Raimi says in the DVD audio commentary that he picked Sparks for his stand-up routine, and does not mention the television series.
* **Spider-Man 2** was originally set to be released in May 2004.
* It was the first film with over 4,000 theaters for an opening day and second for overall counts. *Shrek 2* was the first film with over 4,000 theaters in overall counts.
* This movie also had a burning building scene, but with a different plot. In the first film, the building was a trap set by the Green Goblin, while in this movie the fire was not.
* Film Director John Landis has a cameo appearance in the scene in which Doctor Octopus is in the hospital after the accident.
* In works of literature (comics included) it is common for a person's name to reflect their powers (as the powers are usually set before the name is created), hence Dr. Octopus's real name is Otto Octavius, which has similar sounds to Octopus. In real life, however, it would be incredibly coincidental for such an occurrence, causing J. Jonah Jameson to sarcastically remark "A guy named Otto Octavius winds up with eight limbs. What are the odds of that?"
* A television airing from FX included some footage from the 2.1 Extended DVD, but did incorporate never seen before footage.

## Other Spider-Man media references

* At one point, the working title of *Spider-Man 2* was *The Amazing Spider-Man*, which was the title of the first ongoing comic book series starring Spider-Man and is the title of the original 2012 reboot.
* Elements of the film's plot are taken from the Stan Lee-written Spider-Man storylines "If this be My Destiny" (Amazing Spider-Man #31-33), Amazing Spider-Man #50, and the first *Amazing Spider-Man* annual.
	+ The scene when Peter throws away the Spider-Man costume in a garbage can and walks away from it in an alleyway is a direct recreation of the final panel of *Amazing Spider-Man* Vol 1 50.
* Throughout the whole movie, the only points when Otto Octavius is called 'Doc Ock' or 'Doctor Octopus' are when Jonah Jameson suggests the names at the Daily Bugle, and in the final battle at the docks, where Spider-Man calls him "Ock". One of the suggested names is Doctor Strange, which is Steve Ditko's other major co-creation for Marvel Comics.
* In the film, Peter Parker is a physics major, interested in experimental nuclear physics and fusion power, while his comic book counterpart studies biochemistry/biophysics at the fictitious Empire State University. His textbooks include Liboff's *Introductory Quantum Mechanics*, fourth edition, and *Photonics* and he volunteers an eigenvalue to a problem in Professor Connors' class.
* The movie includes multiple references to the comic story arc where John Jameson becomes Man-Wolf. Jameson wears the same medallion that in the comics turned him into Man-Wolf, and he is portrayed next to a full moon in one scene.
* Some of the plots in *Spider-Man (1994 animated series)* were incorporated into this movie:
	+ Major plot points about Doctor Octopus were from the episode Spider-Man S1E04 (February 11, 1995) , including Octavius being a good man and Peter's mentor before the accident, and the idea of Doc Ock creating a dangerous fusion machine.
	+ The scene in which Peter is late for MJ's theater performance was taken from the animated episode involving the Chameleon (with the Chameleon disguising himself as Peter).
	+ The scene with Aunt May receiving bills was from the animated episode in which Peter is asked to take a photograph of the Lizard.
	+ The scene with Peter losing his powers was taken from the animated episode where he had problems with his powers, prior to turning into a six-armed monster.
* The woman with the violin sings a song about Spider-Man. That song was actually the theme song of the original early cartoon series. The tone and tempo were changed in the movie. It was also used in the first movie with the guy singing inside the subway station.
* The second time Spider-Man lost his spider-powers, he fell down into a back alley. That alley was the same place he discovered his powers. When he went up to the rooftops to test his powers, the building he was on was the same building used in the first movie, where Peter was practicing his web slinging.
* Dr. Curtis Connors actually appears in the film as Peter's physics professor. No mention of the Lizard has ever surfaced in the movie, though. Although, in the film he is missing his arm. In the comics, Connors becomes The Lizard due to a serum he makes from Lizard DNA to regrow that arm.

## External links

* IMDb
* Wikipedia
* TVTropes
* Spider-Man 2 on IMDB.com
* Spider-Man 2 on AllMovie.com
* Spider-Man 2 on Marvel Movies wiki
* Spider-Man 2 on Spider-Man Films wiki
* Marvel Films
* *Spider-Man 2 (film)* at Rotten Tomatoes
* *Spider-Man 2 (film)* at Box Office Mojo
* *Spider-Man Movies* hype at the SuperHeroHype!
* Metacritic Spider-Man 2 review summary
* Allmusic.com soundtrack review
* IMNO Interviews Ryan Woodward Storyboard Artist for Spider-Man 2
* Spiderman 2 (2004) Trailer on Youtube