A rather odd thing has just occurred in the life of nerdy high school student Peter Parker(Tobey Maguire): after being bitten by a genetically modified spider, his body chemistry is altered mutagenically. He can now scale walls and ceilings, he has superhuman strength and super-fast reflexes, and he develops a precognitive sense that warns him of approaching danger. Adopting the name Spider-Man, Peter first uses his newfound powers to make money, but after his uncle(Cliff Robertson) is murdered at the hands of a criminal Peter failed to stop, he swears to use his powers to fight the evil that killed his uncle. At the same time, scientist and businessman Norman Osborn(Willem Dafoe), after exposure to an experimental nerve gas, develops an alternate personality himself: the super-strong, psychotic Green Goblin! Peter Parker must now juggle three things in his life: his new job at a local newspaper under a perpetually on-edge employer, his battle against the evil Green Goblin, and his fight to win the affections of beautiful classmate Mary Jane Watson(Kirsten Dunst), against none other than his best friend Harry Osborn(James Franco), son of Norman Osborn! Is this challenge too much for even the Amazing Spider-Man to handle?