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The game's plot expands on the film by including additional characters and elements from the Spider-Man comics and the Marvel Universe. Depending on the platform, different villains from the comics are featured, but all versions of the game feature the film's main villains: Venom, New Goblin, and Sandman.
The game starts off as Spider-Man swings into a burning building. He defeats the bombers of the building and saves a woman from being killed. It then skips to the next day. His former best friend Harry Osborn does not talk to him anymore and he has a new rival in the Daily Bugle: Eddie Brock. Meanwhile, an escaped convict Flint Marko falls into a lab pit and turns into sand. A small meteor crashes, with a symbiote inside.
Spider-Man takes Mary Jane Watson, his girlfriend, on a thrill ride, and after that, talks about Harry. Mary Jane comforts him; while talking, the symbiote attaches to Peter's shoe. Meanwhile, Harry comes out of a chamber in the Green Goblin lair, filled with Goblin gas.
After visiting his science teacher Dr. Connors, who turned into the Lizard by performing an experiment on himself to grow a new arm. The Lizard then turns other people into lizards, then escapes into the sewers, Spider-Man then follows and defeats the Lizard but the Lizard escapes deeper into the sewers. Harry (now the New Goblin) attacks Peter. They go on a high-fly battle on New Goblin's glider, but Goblin is defeated and knocked unconscious. Peter brings New Goblin to the hospital, where he will be treated.
Rumors are spreading that numerous gangs (Waste Tribe, Dragon Tails, H-Bombers, and the Apocalypse) are threatening the city to death. After Spider-Man foils all of their plans, he goes to another mission of the H-Bomber gang which was possibly kidnapping J. Jonah Jameson and killing him by Carlyle a.k.a. the Mad Bomber, the leader of the H-Bombers.
Spider-Man then visits an abandoned laboratory where a doctor attempts to kill a person: Mac Gargan. But while testing him, he accidentally turned him into the Scorpion.
Spider-Man goes to the city to chase and battle Scorpion in the city and then goes to sleep due to a very tiring day.
During his sleep, the symbiote consumes Peter, leading Peter to have a new jet-black suit. The new symbiote suit makes him stronger, more agile, and more aggressive. Marko, now the Sandman, recently robbed a bank, and is headed for the subways. Spider-Man pursues him, and eventually defeats him, washing him away in a sewer line.
