First off, the film will begin right after Uncle Ben's death. Flashbacks of events occuring before that will be shown during the opening credits. Therefore, Peter has already been bitten by the radioactive spider so it is not exactly an origin story but does however begin right in the early days of Peter's crime fighting days as Spider-Man.
The film begins at Uncle Ben's funeral and mostly the film shows Peter having to cope with the loss of his uncle, taking care of his Aunt May and fighting crime all while balancing out his new abilities. He has just met a girl in his science class, Gwen Stacy, who he quickly falls for and she falls for him. His best friend Harry Osborn however is jealous of there new relationship, but learns to cope with it.
The villain of the story is Adrian Toomes, better known as The Vulture. Toomes is an inventor who is hired by Harry's father, Norman Osborn, the owner of OsCorp Industries, to make revelutionary army equiptment. However, overnight Toomes uses the equiptment he is given from OsCorp to create a suit to use in an attempt to break into OsCorp at night while no one is there, so that he can break in and steal blue prints so that he can take all the credit for OsCorp's inventions.
Toomes triumphs and while making his way out, blows it up with nano-bombs he had created. This ruins Norman and his company and makes him depressed, which makes Harry angry at the world.
Peter decides to apply for a job at the Daily Bugle so that he can help pay rent for Aunt May and almost loses it to another applicant named Eddie Brock, but he gets lucky and gets it.
His first assingment is to take pictures at the scene of the incident, where OsCorp had once stood. He is alone and after taking some pictures, decides to investigate the debris. He finds one of Toomes bombs and carefully tucks it into his pocket.
When he gets home after telling his Aunt May the great news about his job, he begins studying the bomb and finds finger prints on it. Later that night he sneaks into the police headquarters in his suit and hacks into the computer database to find out whos finger prints they belong to - Adrian Toomes pops up. It says that he once tried to make a generator so powerful that it almost destroyed the whole city of New York, but was quickly apprehended before anything could become of it.
Right before Peter is about to log out, Captain George Stacy, Gwens father, finds him and reaches for his gun. While he goes for it, Peter makes his way out of the building and just misses a shot from Stacy. Stacy then calls out a SWAT team and they go after him in the streets of NYC.
Spider-Man is almost shot down by one of the SWAT men but he misses and eventually the brakes get stuck and the pilot of the helicopter the SWAT is in loses control. Spider-Man then saves them by webbing them onto the side of a building.
The next day Peter finds out that Gwen had heard about what happened and Gwen tells Peter that she finds Spider-Man very mysterious and that she likes men that are mysterious. Peter then feels more obligated to tell Gwen that he is Spider-Man but feels that it could ruin there relationship or put her in danger.
There science teacher, Dr. Curt Connors, has the class work in groups of two and go to a local museum to find something to report on. Peter and Gwen get paired up and go, and while there, they decide to report on nano-technology. They listen to an exhibitor give a talk on nano-technology and while standing there listening, Peter notices a strange man in a turn coat and hat listening in on it too. Right when he realises it is Adrian Toomes, Toomes rips the coat and hat off and is in an upgraded version of his original Vulture suit. Peter then leaves Gwen and runs into the bathroom to change into his suit. Toomes breaks into a glass and grabs some things on nano-technology and right before he gets away, Peter stops him and a big fight ensues. However, Vulture has the upper hand and winds up defeating him by knocking him out. Vulture then proceeds to grab Gwen and he flys out of the building. Right after he escapes, Captain Stacy shows up with three of his men and sees Spider-Man. Stacy blames him for Gwens kidnapping but Spider-Man pleads to him and tells him that he had nothing to do with it and that he wants to help get her back. It takes some convincing but Stacy eventually agrees but wants him and his men to be with him at all times.
Spider-Man figures out that the Vulture is hiding in a warehouse near the remains of OsCorp and as he proceeds there, Captain Stacy and his men wait outside of it. Inside Spider-Man hides in a shadow in the corner of a wall, and sees a nude Gwen tied up in a chair. He quickly then retreats to her aid but is stopped by Toomes. It is a huge battle and during it, Vulture presses a button on his wrist which turns on his finally completed generator. The generator is improved with even more dangerous parts Toomes had taken from the blue prints of OsCorp Industries. Captain Stacy and his men move in while Spider-Man keeps Vulture busy and get Gwen out as quickly as possible, they make it out. In the battle Spider-Man is able to keep the Vulture away and stops the generator before it blows up New York City. However, the generator blows up the warehouse and in it Spider-Man is able to escape while Toomes is impaled by a falling debris.
The next day at school Peter sees Gwen and she is shaken, but Peter tells her that he is there for her. Gwen confides in Peter and tears up saying that her mother had been raped right before her murder. Gwen then proceeds by telling Peter that she thinks it is best if they remain friends. Peter agrees and watches her walk away into the hallway. The film ends with Harry apologizing to Peter about there breakup, showing that Harry feels sympathy for his friend. Peter then goes on to give a speech about "With Great Power, Comes Great Responsibilty" during Spider-Man swinging through New York with iconic music playing.
THE CAST
Jake Abel as Peter Parker/Spider-Man


Molly Burnett as Gwen Stacy
Ben Kingsley as Adrian Toomes/The Vulture
Cloris Leachman as Aunt May Parker
Andrew Garfield as Harry Osborn
Kurtwood Smith as J. Jonah Jameson
John Slattery as Captain George Stacy
Kevin Bacon as Norman Osborn
Gary Sinise as Dr. Curt Connors
Alexander Skarsgård as Eddie Brock
Phill Lewis as Joseph "Robbie" Robertson
Gemma Arterton as Betty Brant