Two years after the first film, we find Spider-Man tired of his relentless life. Peter's friend and role model Dr. Otto Octavius has begun to experiment with sustained fusion, funded by the current head of Oscorp, Harry Osborn. In a freak accident, Octavius' experiment becomes unstable fusing his robotic arms to his spine and killing his wife

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Two years after the first film, we find Spider-Man tired of his relentless life. Peter's friend and role model Dr. Otto Octavius has begun to experiment with sustained fusion, funded by the current head of Oscorp, Harry Osborn. In a freak accident, Octavius' experiment becomes unstable fusing his robotic arms to his spine and killing his wife.

The psychological effects of the accident plague Octavius and morph him into Doctor Octopus, a villainous fiend obsessed with his deadly experiment. Despite his conflict with Octavius, Peter Parker must deal with the emotional distress of his love Mary Jane becoming engaged to another man. He soon finds himself pondering what life would be like without his crime-fighting alter ego. Spider-Man must choose between his personal life and his obligations to the public. more