2007 · 2h 19m · PG-13
The greatest battle lies within.
A strange black entity from another world bonds with Peter Parker and causes inner turmoil as he contends with new villains, temptations, and revenge.
Peter Parker has finally managed to piece together the once-broken parts of his life, maintaining a balance between his relationship with Mary-Jane and his responsibility as Spider-Man. But more challenges arise for our young hero. Peter's old friend Harry Obsourne has set out for revenge against Peter; taking up the mantle of his late father's persona as The New Goblin, and Peter must also capture Uncle Ben's real killer, Flint Marko, who has been transformed into his toughest foe yet, the Sandman. All hope seems lost when suddenly Peter's suit turns jet-black and greatly amplifies his powers. But it also begins to greatly amplify the much darker qualities of Peter's personality that he begins to lose himself to. Peter has to reach deep inside himself to free the compassionate hero he used to be if he is to ever conquer the darkness within and face not only his greatest enemies, but also...himself.
Tobey Maguire
Spider-Man / Peter Parker
Kirsten Dunst
Mary Jane Watson
James Franco
New Goblin / Harry Osborn
Thomas Haden Church
Sandman / Flint Marko
Topher Grace
Venom / Eddie Brock
Bryce Dallas Howard
Gwen Stacy
Rosemary Harris
May Parker
J.K. Simmons
J. Jonah Jameson
James Cromwell
Captain Stacy
Dylan Baker
Dr. Curt Connors
Theresa Russell
Emma Marko
Bill Nunn
Joseph 'Robbie' Robertson
Bruce Campbell
Maître D'
Elizabeth Banks
Miss Brant
Ted Raimi
Hoffman
Perla Haney-Jardine
Penny Marko
Willem Dafoe
Green Goblin / Norman Osborn
Cliff Robertson
Ben Parker
Elya Baskin
Mr. Ditkovitch
Mageina Tovah
Ursula
John Paxton
Houseman
Becky Ann Baker
Mrs. Stacy
Stan Lee
Man in Times Square
Michael Papajohn
Dennis Carradine / Carjacker
Joe Manganiello
Flash Thompson
Hal Fishman
Anchorman
Lucy Gordon
Jennifer Dugan
Steve Valentine
Photographer
Tim Maculan
Play Director
Marc Vann
Play Producer
Joe Bays
Jazz Club Manager
Gregg Daniel
Precinct Detective
Rogelio T. Ramos
Emergency Room Doctor
Timothy Patrick Quill
Crane Operator
Austin Hendrickson
Kid in Times Square
Taylor Hemhauser
Kid in Times Square
April Parker Jones
Test Site Technician
Edward Padilla
Test Site Technician
Robert Curtis Brown
Test Site Technician
Terrell Clayton
Test Site Technician
Carolyn Neff
Test Site Technician
Christina Cindrich
Test Site Technician
Sonya Maddox
ICU Nurse
Andre B. Blake
Crane Disaster Radio Policeman
Derrick 'Phoenix' Thomas
Cop at Crane Disaster
Emilio Rivera
Policeman at Sand Truck
Keith Woulard
Policeman at Sand Truck
Reynaldo Gallegos
Armored Car Driver
Jim Coope
Newstand Patron
Dean Edwards
Newsstand Patron
Margaret Laney
Newsstand Patron
Toni Wynne
Congratulatory Woman at Daily Bugle
Aimee Miles
Coffee Shop Waitress
Tanya Bond
Jazz Club Waitress
Mark Kubr
Jazz Club Bouncer
Emma Raimi
Girl With Camera
Samantha Ressler
Girl at the Final Battle
Dan Callahan
Jazz Club Musician
Daniel Cummings
Jazz Club Musician
Frank Anello
NYPD Officer (uncredited)
David Backus
Bucket Boy (uncredited)
Tony Besson
Photoshoot Client (uncredited)
Michael Ciesla
Photographer (uncredited)
Irina Costa
Jazz Club Waitress (uncredited)
John Crann
Theater Patron (uncredited)
Crystal Marie Denha
Jazz Club Girl (uncredited)
Logan Fry
Automobile Driver (uncredited)
Brian Hopson
News Reporter (uncredited)
Andrew James Jones
Jazz Club Bouncer (uncredited)
Natalie Jones
Girl at Key Ceremony (uncredited)
Christopher Jude
Student (uncredited)
Brittany Krall
ER Nurse (uncredited)
Pierangeli Llinas
Woman in Court (uncredited)
Bernadette Lords
British Publicist (uncredited)
Natalie McNeil
Girl Screaming in Camaro (uncredited)
Martha Millan
Oscorp Receptionist (uncredited)
Claudia Katz Minnick
Robbie's Assistant (uncredited)
Jen Oda
Beautiful Girl (uncredited)
Anjelia Pelay
Beautiful Woman (uncredited)
Nick Poltoranin
Police Officer (uncredited)
La Rivers
Beautiful Woman (uncredited)
Bria Roberts
Businesswoman (uncredited)
Vanessa Ross
Sandman Victim (uncredited)
Brenna Roth
Bad Girl (uncredited)
Shade Rupe
City Hall Cheerer (uncredited)
Abbey Skinner
Café Girl (uncredited)
Kristin Somo
Jazz Club Patron (uncredited)
Jennifer Sparks
Jazz Club Waitress (uncredited)
Christopher Stadulis
NY Firefighter (uncredited)
Evelyn Vaccaro
Beautiful Woman (uncredited)
Nick Vlassopoulos
Bar Patron #5 (uncredited)
Sincerely A. Ward
Model (uncredited)
Jennifer Weston
ER Nurse (uncredited)
Ray Wineteer
Spectator (uncredited)
Emily Eckes
Beautiful Woman (uncredited)
Craig 'Radio Man' Castaldo
Radioman (uncredited)