Mild-mannered Peter Parker (Tobey Maguire) is juggling the delicate balance of his dual life as college student and superhuman crime fighter. Peter's life becomes even more complicated when he confronts a new nemesis, the brilliant Otto Octavius (Alfred Molina) who has been reincarnated as the maniacal and multi-tentacled Doc Ock. When Doc Ock kidnaps MJ (Kirsten Dunst), Spider-Man must swing back into action as the adventure reaches new heights of unprecedented excitement.