Spider-man has returned in this sequel, with Peter Parker (Tobey Maguire) now going to university. His personal relationships are shakey as his beloved Marey Jane (Kirsten Dunst) is being wooed by other men, his best friend Harry Osborn has a growing hatred of Spiderman, and his Aunt May has fallen on hard times. Things get even worse when a new villian, Dr. Octopus (Alfred Molina), is out to get him.