The film should open with a robbery taking place. Spider-Man soon crashes the party, violently taking out the criminals in anger and stringing them up in awkward positions (this rage stems from Peter’s recent loss of Gwen). Not much time has gone by since the last film (a month at the most). Peter is clearly still bitter over Gwen’s death, and it doesn’t help that Gwen’s father, Captain George Stacy, is leading a manhunt on Spider-Man (Spidey is the believed killer of not only Norman Osborn, but also Gwen herself).
Harry has fallen into a drug addiction, trying to cope with the loss of his father. These issues lead to conflict early on. The drugs Harry is taking drive him crazy and he dons one of his father’s Goblin suits.
Spider-Man discovers Harry and, being blinded by anger and pain, attacks him in a rage. Spider-Man beats on Harry for a good minute or two until he realizes the mistake he’s made (really, he only stops because the Goblin mask rips, revealing Harry underneath). Harry almost kills himself by walking straight off of the rooftop. Luckily, Spider-Man catches him in time (there is a moment of relief when Peter finds that the fall only knocks Harry unconscious as opposed to killing him). Soon afterward, Aunt May sets up a date for Peter with Mary Jane. Peter is reluctant to go along with it, but he soon finds that Mary Jane is quite the looker.
The date heals some of Peter’s emotional wounds (needless to say, though, Peter is no where near ready for another relationship). Peter has also taken a job as the lab assistant of Dr. Curtis Connors to further assist in paying for his college (lizard references a must). This film should introduce Felicia Hardy, the girlfriend of Flash Thompson (who will become Black Cat in a later film). Spider-Man is soon confronted by a copy-cat villain known as the Hobgoblin (this is Fisk’s hired hand, Roderick Kingsley, whose mission is to eliminate the “wall-crawler,” as Kingsley constantly calls him).
Hobgoblin is by no means like Green Goblin in anything other than appearance. Kingsley is trained and calculated. Hobgoblin has a cool, devious demeanor, opposed to Green Goblin’s wild, insane persona. Spider-Man is rocked by this assassin’s skill and soon retreats from the first battle with severe wounds. Wanting to ensure Spider-Man’s demise, Fisk has Kingsley free Electro and Rhino, as well as hiring Shocker. These four make up a team guaranteed to bring down Spider-Man (this is a dulled-down version of the comics’ “Sinister Six”). The police continue to plague Spider-Man, but turn some of there attention to the “Sinister Four.” The pre-climatic battle has Spidey facing each one of the “Sinister Four” one-by-one (Electro first, Shocker second, Rhino third, and Hobgoblin last). By the time Spidey has worked his way up to Hobgoblin, he has worn himself out. This was exactly what Kingsley planned for and he takes advantage.
Spider-Man is all but defeated when Kingsley is shot from behind. Captain Stacy turns out to be the gunman and Spidey sneaks away as he cuffs Kingsley (Stacy has pinned Peter as Spider-Man’s secret identity, knowing that the boy would never have killed his daughter). Spider-Man goes back to Shocker and interrogates him, learning that Fisk is the Kingpin (Shocker doesn’t tell him, but Spidey finds a Fisk Corp. logo on Shocker’s gauntlet).
This leads to the climatic battle where Spider-Man faces Fisk. Spider-Man actually loses the fight and Fisk gets away. This will be the longest film of the first three with three more to come.