Two years later, Peter Parker continues to fight. He has new abilities. He combines the life of an ordinary student and a superhero. The guy hides his gift of nature from family and friends. The relationship with his friend Harry Osborn, who still wants to take revenge on Spider-Man for his father's death, becomes difficult. Aunt May suspects something. But then the supervillain Doctor Octopus appears, transformed from the scientist Otto Octavius. To defeat this cruel madman - octopus, our hero must use all his superpowers.