After his previous adventures, Peter Parker (Toby Maguire) hopes to marry his girlfriend Mary Jane (Kirsten Dunst). But Peter is told by the police that the orinigal killer of his uncle is still on the loose and his trail has been lost. The killer, Flint Marko, runs into a neuclear weapon testing facility and his atoms are fused with sand. After that he becomes the evil SANDMAN. But thats not all, as Harry Osbourne (James Franco) wants his revenge and become the second Green Goblin! Also, an alien life force fuses to Spiderman and starts to poison him / kill him / make him go crazy and Spidey finally rips the suit of. But Peter's rival photographer, Eddie Brock Jr. takes the suit and becomes the powerful yet lethal Venom.
Will Spiderman defeat all of these enemies?