After all this while, Peter Parker (Tobey Maguire) has managed to balance his duty as Spider-Man and his love for Mary Jane (Kirsten Dunst). But a new challenge faces him when his suit turns black increasing his powers but changing him into a superhero with a negative side. Torn between his positive and negative sides, Peter is forced to face new enemies in the form of Sandman (Thomas Haden...

After all this while, Peter Parker (Tobey Maguire) has managed to balance his duty as Spider-Man and his love for Mary Jane (Kirsten Dunst). But a new challenge faces him when his suit turns black increasing his powers but changing him into a superhero with a negative side. Torn between his positive and negative sides, Peter is forced to face new enemies in the form of Sandman (Thomas Haden Church) and Venom (Topher Grace).