Spider-Man 2 is a 2004 American superhero movie based on the Marvel Comics character Spider-Man. Directed by Sam Raimi and written by Alvin Sargent, the story was created by Michael Chabon and the writing team of Alfred Gough and Miles Millar. It is the second movie in Raimi’s Spider-Man trilogy, following Spider-Man (2002). The film features Tobey Maguire as Peter Parker/Spider-Man, along with Kirsten Dunst, James Franco, Alfred Molina, Rosemary Harris, and Donna Murphy. The story follows Peter as he balances his personal life with trying to stop the scientist Dr. Otto Octavius from repeating a dangerous experiment.

Main filming for the movie began in April 2003 in New York City and also took place in Los Angeles. Additional filming happened later that year and ended in February 2004. Danny Elfman composed the movie’s music. Spider-Man 2 had its first showing at the Fox Westwood Village Theater in Los Angeles on June 25, 2004, and was released in regular and IMAX theaters on June 30. Critics praised the movie for its emotional depth, visual effects, the acting by Maguire and Molina, and Raimi’s direction. The film earned $795.9 million worldwide, making it the third-highest-grossing movie of 2004. It was chosen by the American Film Institute as one of the top 10 films of 2004.

Spider-Man 2 won the Academy Award for Best Visual Effects and was also nominated for Best Sound Mixing and Best Sound Editing. It received five Saturn Awards, including Best Fantasy Film and Best Director. Its success led to the creation of Spider-Man 3 (2007). The movie is widely considered one of the best superhero films ever made, influencing later movies in the genre with its mix of action, humor, and emotional storytelling. Maguire and Molina returned to play their roles in the Marvel Cinematic Universe (MCU) movie Spider-Man: No Way Home (2021), which connects earlier Spider-Man films to the MCU through the concept of the multiverse.

Plot

After Norman Osborn died two years ago, Peter Parker faces challenges balancing his life as a student, worker, and superhero. He manages multiple jobs, deals with overdue rent, and struggles with schoolwork while trying to help his Aunt May avoid being evicted. J. Jonah Jameson, the editor of the Daily Bugle, writes articles criticizing Spider-Man. Peter's best friend, Harry Osborn, holds Peter responsible for his father's death and is upset that Peter did not tell him Spider-Man's identity. To keep Mary Jane Watson safe, Peter has kept his distance from her, even though they both care for each other. Feeling frustrated with Peter's secrets, Mary Jane agrees to marry John Jameson, the editor's son.

Harry Osborn, now a leader at Oscorp, supports Otto Octavius, a scientist who creates a fusion energy machine. Otto uses a harness with four mechanical arms controlled by artificial intelligence (AI) during a public test. The machine malfunctions, causing danger, but Otto refuses to stop it. The harness becomes attached to his body, and a device that limits the arms' AI is destroyed. Doctors try to remove the harness in a hospital, but the arms fight back. Otto escapes to a ruined warehouse and plans to rebuild the machine. While stealing money to fund his work, Otto takes Aunt May hostage, but Peter saves her.

Feeling stressed, tired, and torn between wanting a normal life and his duties as Spider-Man, Peter's powers begin to weaken. He stops being Spider-Man and focuses on school, where he does well. He also watches Mary Jane perform in a play. Peter tells Aunt May about his role in Ben's death, and she forgives him. Without his powers, Peter saves a child from a fire but cannot save another person. He believes he could have helped both if he had remained Spider-Man.

Otto finishes his machine and confronts Harry, asking for tritium, a rare material, in exchange for finding Spider-Man. Harry agrees, telling Otto to use Peter to locate him. Mary Jane, realizing she does not love John, meets Peter at a café to confess her feelings, but Peter lies and says he does not feel the same. Otto attacks them and takes Mary Jane hostage to force Peter to find Spider-Man. Peter's powers return, and as Spider-Man, he fights Otto on a subway train. Otto damages the train, and Peter uses all his strength to stop it from crashing into the harbor. Though passengers try to help, Otto captures Peter and takes him to Harry.

Harry discovers Spider-Man's identity and helps Peter rescue Mary Jane. They go to Otto's hideout, where the machine malfunctions again. Peter reveals his identity to Otto, convincing him to stop the machine. Otto sacrifices himself by drowning the machine in the bay. Peter saves Mary Jane, who now knows his secret, and tells her he loves her but cannot be with her. Harry sees a vision of Norman Osborn demanding revenge and refuses to harm Peter, breaking a mirror that reveals Norman's old equipment.

On her wedding day, Mary Jane leaves the ceremony and goes to Peter's apartment, choosing to be with him despite the risks. Their kiss is interrupted by police, and Mary Jane tells Peter to go help as Spider-Man.

Cast

• Tobey Maguire as Peter Parker / Spider-Man: A superhero, a physics student at Columbia University, and a photographer for the Daily Bugle. He struggles to manage his different roles, which leads him to temporarily stop being a superhero during a difficult time.

• Kirsten Dunst as Mary Jane Watson: An aspiring Broadway actress and a childhood friend of Peter. She once had a chance to be with Peter but chose not to because she worried about her safety. She still cares about Peter and begins dating John Jameson, eventually becoming engaged to him. She is also very interested in Spider-Man, who has saved her life many times, and does not know that the hero and Peter are the same person.

• James Franco as Harry Osborn: The current CEO of Oscorp, son of Norman Osborn, and Peter's best friend. He believes Spider-Man is responsible for his father's death. He was also previously in a relationship with Mary Jane and still has feelings for her.

• Alfred Molina as Dr. Otto Octavius / Doctor Octopus: A scientist working for Oscorp and Peter's mentor. After failing to create a self-sustaining fusion reaction, which also caused the death of his wife, Rosie, he becomes mentally unstable. He is connected to four mechanical tentacles that control his actions and push him to complete his experiment.

• Rosemary Harris as May Parker: The widow of Ben Parker and Peter's aunt.

• Donna Murphy as Rosie Octavius: Otto's wife and assistant.

J. K. Simmons plays J. Jonah Jameson, the strict manager and editor-in-chief of the Daily Bugle. Daniel Gillies portrays John Jameson, an astronaut and Mary Jane's fiancé. Christine Estabrook appears briefly as Jameson's wife and John's mother.

Bruce Campbell makes a short appearance as an usher who refuses Peter entry to Mary Jane's show for arriving late. Stan Lee plays a man on the street who helps save someone during a battle between Spider-Man and Doctor Octopus. Dylan Baker plays Dr. Curt Connors, a physics professor and colleague of Octavius. Willem Dafoe reprises his role as Norman Osborn, who appears as a hallucination to Harry. Other actors, including Elizabeth Banks, John Paxton, Ted Raimi, and Bill Nunn, return in their previous roles. Elya Baskin plays Mr. Ditkovitch, Peter's landlord, and Mageina Tovah plays his daughter, Ursula. Cliff Robertson reprises his role as Ben Parker in a dream sequence.

Scott Spiegel plays a man who tries to eat pizza Spider-Man is delivering but has it taken from him by webbing. Elyse Dinh plays a violinist. Joel McHale plays Mr. Jacks, a bank teller. Hal Sparks plays an elevator passenger who talks to Spider-Man. Donnell Rawlings plays a New Yorker who comments on Spider-Man "stealing pizzas." Emily Deschanel plays a receptionist. Brent Briscoe plays a garbage man who finds Spider-Man's costume and gives it to Jameson. Peter McRobbie plays an Oscorp representative. Reed Diamond plays Algernon. Daniel Dae Kim plays Raymond, an assistant in Otto Octavius's lab. Aasif Mandvi plays Rahi Aziz, owner of Joe's Pizza. Joey Diaz, Dan Hicks, and Chloe Dykstra play train passengers. Vanessa Ferlito plays Louise, one of Mary Jane's co-stars. Joy Bryant appears as a spectator watching Spider-Man. John Landis plays a doctor treating Doctor Octopus. Phil LaMarr plays a train passenger near Spider-Man. Gregg Edelman plays Dr. Davis. Twin actors Peyton and Spencer List were to appear as a child and a boy but their scene was removed from the film.

Production

After completing Spider-Man (2002), director Sam Raimi agreed to make a sequel. In April 2002, Sony hired Alfred Gough and Miles Millar, who had worked on Smallville (2001–2011), to write the script for the sequel. Raimi, producer Avi Arad, and actor Tobey Maguire liked Smallville and wanted Gough and Millar to help. On May 8, 2002, after Spider-Man earned $115 million in its first weekend, Sony announced plans for a sequel to be released in 2004. The film was named The Amazing Spider-Man, after the character’s comic book title. It had a budget of $200 million and was scheduled to be released on May 7, 2004. In June 2002, David Koepp joined Gough and Millar to co-write the script. Koepp wanted to include a story where Gwen Stacy dies in the middle of the film. The title The Amazing Spider-Man was a temporary name, and other titles were considered, such as Spider-Man 2 Lives and Spider-Man: No More.

In September 2002, Michael Chabon was hired to rewrite the script. His version included a younger Doctor Octopus who becomes interested in Mary Jane. His mechanical arms used chemicals to reduce pain, which he enjoyed. When he hurt two robbers during a date, Mary Jane was shocked, and during a fight with Spider-Man, his arms fused together, causing him harm. In this version, Octavius was the creator of the genetically altered spider from the first movie and gave Peter an antidote to remove his powers. This led to a conflict where Octavius wanted to take Spider-Man’s spine to save himself. This created an alliance with Harry Osborn, a detail that appeared in the final film. Before this, Harry and the Daily Bugle offered a $10 million reward for Spider-Man’s capture, making the public turn against him. Sony did not approve of Chabon’s script.

Raimi reviewed earlier drafts by Gough, Millar, Koepp, and Chabon, selecting parts he liked with screenwriter Alvin Sargent. He wanted the film to explore Peter’s struggle between his personal desires and his responsibility as a hero, showing both the challenges and rewards of his choices. Raimi said he was inspired by Superman II (1980) for the story of Peter giving up his powers. While the film drew some ideas from earlier comic book stories, it was mostly based on the 1967 comic Spider-Man No More! (specifically The Amazing Spider-Man #50). The decision to keep Doctor Octopus as the villain was made because he was a strong, visually interesting character who could match Spider-Man physically and had a human side. Raimi changed Octavius’s backstory, making him a hero to Peter and focusing on rescuing him rather than killing him.

When Tobey Maguire agreed to play Spider-Man in 2000, he signed a three-film contract. After filming Seabiscuit (2003) in late 2002, Maguire’s existing back condition worsened. Raimi learned that an injury could leave Maguire paralyzed. Jake Gyllenhaal was considered to replace him, as well as Seth Green, who looked very similar to Maguire. Maguire’s girlfriend’s father, Ronald Meyer, who worked at Universal Studios, helped Maguire keep the role, offering him a $17 million salary. Maguire underwent tests to ensure his back was healthy enough to film. Gyllenhaal later said he was one of several actors considered for the role. Raimi worried that Maguire and Kirsten Dunst might not have the same chemistry after they broke up.

Many actors were considered for Doctor Octopus, including Ed Harris, Chris Cooper (who later played Norman Osborn in The Amazing Spider-Man 2), David Duchovny, and Christopher Walken. In February 2003, Topher Grace was cast as Octavius after training for the role. Some people were unsure about his casting, but Raimi liked his performance in Frida (2002) and thought his size matched the comic book character. Grace was excited about the role and wanted to keep the character’s cruel sense of humor from the comics.

Spider-Man 2 was filmed on over 100 sets and locations. Production began with a pre-shoot in Chicago in November 2002, where a train of 2200 cars was used for background shots of Spider-Man and Doctor Octopus fighting. Filming was delayed until April 2003 so Maguire could finish Seabiscuit. Principal photography started in New York City and Chicago on April 12, 2003, and moved to Los Angeles in May. After Maguire’s back injury scare, he performed many of his own stunts, even joking with Raimi about saying, “My back, my back” as Spider-Man. Maguire refused to do a dangerous scene, and even Rosemary Harris took a stunt role, making her double lose work. Grace joked that the stunt team tricked him into doing stunts. J. K. Simmons said his fake teeth fell out during a scene where he said, “He’s a thief.”

Filming paused for eight weeks to build Doctor Octopus’s lair, a collapsed pier designed by production designer Neil Spisak. The pier represented Octavius’s broken life and was inspired by the films of Fritz Lang and The Cabinet of Dr. Caligari (1920). The set, 60 feet by 120 feet and 40 feet high, took 15 weeks to build on Sony’s Stage 30. A smaller version was used for the final scene. Reshoots finished in February 2004.

A special camera system called the Spydercam was used to capture Spider-Man’s movements, including shots that dropped 50 stories and covered 2,400 feet in New York or 3,200 feet in Los Angeles. The camera moved at six frames per second for faster playback, creating a sense of speed. The Spydercam was planned using digital city models and controlled with motion technology, making it cost-effective. It was only used in the previous film for the final shot.

Costume designer James Acheson made small changes to Spider-Man’s suit, making the colors brighter and the spider emblem more detailed. The eye lenses were adjusted for clarity.

Music

The film's music was created by Danny Elfman, who also composed the previous film. However, during the recording process, Elfman had a disagreement with Raimi, describing the experience of composing Spider-Man 2 as "miserable." Christopher Young (who later composed Spider-Man 3), Joseph LoDuca, and John Debney contributed additional musical pieces for the film. The team wanted Elfman to use one musical piece from the movie Hellraiser (1987), but he could not replicate it and refused to copy Young's style. Elfman then suggested hiring Young, but Young also could not match the original piece. Instead, the team legally obtained the Hellraiser cue and used it in the film. This music plays during the scene where Doctor Octopus's tentacles are revealed. Elfman and Raimi later resolved their creative differences in 2012 and worked together again on Oz the Great and Powerful (2013).

Release

In December 2003, the first preview for Spider-Man 2 was released along with showings of The Lord of the Rings: The Return of the King. A second preview, released in April 2004, was shown during the television program The Apprentice (2004–2017) and in theaters with showings of The Alamo. Companies that helped promote the film included Burger King, Dr Pepper, Kraft Foods, Major League Baseball, Kellogg's, and Embassy Suites Hotels.

Box office

Spider-Man 2 earned $374.7 million in the United States and Canada and $421.2 million in other countries, for a total worldwide income of $795.9 million. The film’s production cost was $200 million.

Spider-Man 2 premiered in the United States on June 30, 2004, and made $40.4 million on its first day. This broke the previous record of $39.4 million held by its earlier film until Star Wars: Episode III – Revenge of the Sith earned $50.0 million a year later. The movie played in 4,152 theaters at its release, which was the second-highest number of showings for any film, behind Shrek 2. It also set a record for the highest-grossing Wednesday, earning $34.5 million, a title it held for three years until Harry Potter and the Order of the Phoenix earned $44.2 million. The film’s total earnings from Friday to Sunday reached $88.2 million, surpassing Austin Powers in Goldmember’s record of $73.1 million for the largest July opening weekend. It also had the biggest Fourth of July opening weekend at the time, beating Men in Black II’s $52.1 million. This record lasted until 2011, when Transformers: Dark of the Moon earned $97.9 million.

With a total income of $152.6 million, Spider-Man 2 surpassed Shrek 2’s $129 million for the highest five-day Wednesday opening. In its first six days, the film earned over $180 million, breaking the previous six-day opening record held by The Matrix Reloaded ($146.9 million). It also had the highest Monday gross, earning $27.6 million, a record it held for a decade until Star Wars: The Force Awakens earned $40.1 million in 2015. Spider-Man 2 became the fastest film to reach $200 million in earnings, achieving this in eight days. This record was later tied by Revenge of the Sith and Pirates of the Caribbean: Dead Man’s Chest, but all three were eventually surpassed by The Dark Knight in 2008.

Internationally, Spider-Man 2 opened in 28 countries and earned $43 million in its first week. It set opening records in Brazil, earning $3.1 million with 650 showings and claiming 62% of the market share, which was 22% higher than its predecessor’s opening weekend. In Mexico, it earned $6.6 million with 873 showings, ranking as the country’s third-largest opening, 10% less than the original film. In Malaysia, it earned $1.3 million, surpassing Godzilla’s record for the biggest movie opening in the country. In Indonesia, it became the first film in the country’s history to earn $2.3 million, breaking Titanic’s previous record. International earnings included $17.8 million in Australia, $40.2 million in France, $24.2 million in Germany, $24.4 million in Italy, $59.5 million in Japan, $20.5 million in Mexico, $13 million in South Korea, $18.8 million in Spain, and $49.7 million in the United Kingdom.

Reception

Spider-Man 2 received positive reviews when it was released. On the review website Rotten Tomatoes, the film has a 93% approval rating from 276 reviews, with an average score of 8.3 out of 10. The site’s summary says, "With an entertaining villain and more emotional depth, Spider-Man 2 is a strong sequel that improves on the original." Metacritic, which calculates scores based on weighted averages, gave the film a score of 83 out of 100 from 41 reviews, meaning it was "universally acclaimed." Audience ratings from CinemaScore gave the film an average grade of "A−" on a scale from A+ to F, the same grade as the first film in the series.

Chicago Tribune gave the film 3.5 out of 4 stars. Mark Caro wrote that Alfred Molina played a "very complex" villain and that the film improved on the first one in most ways. William Arnold of the Seattle Post-Intelligencer said the film was "the most touching young romance of the summer." Kenneth Turan of the Los Angeles Times gave it 4 out of 5 stars and agreed with Caro, saying the villain, Doc Ock, "captures the film with his four mechanical arms and keeps it exciting." Roger Ebert gave the film 4 out of 4 stars, calling it "the best superhero movie since Superman (1978)" and praising how it combined special effects with a human story. He later named it the fourth best film of 2004.

Joe Baltake of The Sacramento Bee gave the film his highest score, saying it was "the closest thing to an art-house action film since Tim Burton’s original Batman (1989)." IGN’s Richard George said the film’s writers created a "compelling version" of Spider-Man’s enemy, suggesting some elements should have been added to the first movie. In 2016, James Charisma of Playboy ranked the film #9 on a list of "15 Sequels That Are Way Better Than The Originals." However, J. Hoberman of The Village Voice said the first part of the film was "too talky" and focused too much on humor. Peter Bradshaw of The Guardian gave it 3 out of 5 stars, saying the film "gets a little dull" between action scenes and found the story about Peter’s friend Harry Osborn "not particularly interesting." He added that Doc Ock was more engaging.

The film’s cast was widely praised. Roger Ebert, who had criticized the first film, praised Tobey Maguire’s performance, saying, "If Maguire hadn’t returned, we would never have known how good he could be in this role." He also said Kirsten Dunst "added depth and heart" to her character, calling a scene where she kisses her astronaut boyfriend "a perfect moment." ABC News described Alfred Molina as "one of the summer’s greatest scene-stealers," noting his ability to balance playing a villain and a Broadway musician. Josh Wilding of ComicBookMovie.com gave the film 5 stars, saying Molina’s performance as Doc Ock was "excellent" and that the villain was a "worthy follow-up" to Willem Dafoe’s Green Goblin. He also praised Danny Elfman’s score and the visual effects.

Legacy

In 2022, Rolling Stone listed Spider-Man 2 as the second-best superhero movie of all time, with Black Panther (2018) ranked first. Rotten Tomatoes placed it 15th on its list of the top 100 superhero films and 31st on its list of the best movies from the 2000s. Empire magazine ranked it 411th on its list of the top 500 movies, calling it "better than its first movie, with a stronger villain in Alfred Molina's Doc Ock and a more confident director, Sam Raimi, adding his own style." In 2018, Film School Rejects said Spider-Man 2 was "the best summer movie ever," noting its "emotional and well-planned story" was better than modern summer films like The Avengers and The Dark Knight. In 2019, The Independent writer Al Horner called it "the best superhero movie ever," stating it "set the standard for modern superhero films." In 2024, Digital Trends writer David Caballero named Spider-Man 2 the best superhero movie of all time for its 20th anniversary.

Accolades

At the 77th Academy Awards, Spider-Man 2 won the Best Visual Effects award for John Dykstra, Scott Stokdyk, Anthony LaMolinara, and John Frazier. It was also nominated for Best Sound Mixing, with Kevin O'Connell, Greg P. Russell, Jeffrey J. Haboush, and Joseph Geisinger, and for Best Sound Editing, along with The Polar Express. However, it lost these awards to Ray and The Incredibles, respectively. The film received Saturn Awards for Best Actor, Best Director, Best Fantasy Film, Best Special Effects, and Best Writer. It was also nominated for Best Supporting Actor and Best Music. Spider-Man 2 was nominated for two British Academy Film Awards for Special Visual Effects and Sound, but lost to The Day After Tomorrow and Ray, respectively. The American Film Institute (AFI) included the film in its list of the ten best films from 2004. In 2007, AFI also nominated the film for its updated list of the 100 greatest American films.

Post-release

The film was first released on DVD and VHS in the United States on November 30, 2004, in Australia on November 17, and in the UK and Ireland on November 26. The DVD was available in widescreen and fullscreen formats, as well as a special edition called Superbit and in a box set with the first film. This was the first Sony Pictures movie released in the United States under the Sony Pictures Home Entertainment name. It was also one of the last major movies released outside North America under the Columbia TriStar Home Entertainment name. The film was included in a box set with the first film in some regions. A collector’s DVD set included a reprint of The Amazing Spider-Man #50. The two-disc DVD release included bonus features such as audio commentaries, behind-the-scenes videos, trivia tracks, trailers, a music video, Web-i-sodes, galleries, and bloopers. The DVD sold 11,604,597 copies and earned $174,260,344 in the United States. The film was also released on Sony’s Universal Media Disc (UMD) format in 2005, with 1 million UMD copies sold in the United States as part of a PlayStation Portable (PSP) bundle. A novelization of the film was written by Peter David. The film was released on Blu-ray in October 2007 as part of the Spider-Man: The High Definition Trilogy box set. All three films were re-released on Blu-ray in 2017 as part of the Spider-Man: Origins set. Raimi’s Spider-Man trilogy was released on Disney+ on April 21, 2023.

An extended version of the film, called Spider-Man 2.1, was released on DVD on April 17, 2007. This version included eight minutes of new footage, new special features, and a sneak preview of Spider-Man 3. It also featured new, alternate, and extended scenes and a featurette called Inside Spider-Man 2.1, which explained how the extended version was made. A similar version aired on FX on January 2, 2007, with a sneak preview of Spider-Man 3.

In March 2004, three months before Spider-Man 2 was released, Sony announced that a sequel was already being made. Spider-Man 3 was released on May 4, 2007.

In 2021, Molina was announced to return as Doctor Octopus in Spider-Man: No Way Home (2021), which is part of the Marvel Cinematic Universe and directed by Jon Watts. Molina later said the character would be the same as in Spider-Man 2, and his story would continue from the film’s ending.

In March 2024, Sony announced that all live-action Spider-Man films would be re-released in theaters as part of Columbia Pictures’ 100th anniversary celebration. Spider-Man 2 was re-released on April 22, 2024.

In June 2025, Sony and Fathom Events announced a theater re-release of the Sam Raimi Spider-Man trilogy. This was the first time the extended version of Spider-Man 2, called Spider-Man 2.1, was shown in theaters. The extended version was released on September 27, 2025, and had an encore screening on October 4, 2025.

A video game with the same name was released for the Game Boy Advance, GameCube, Microsoft Windows, PlayStation 2, and Xbox on June 28, 2004. Later releases included the PlayStation Portable, N-Gage, and Nintendo DS. The game is an action-adventure sequel to Spider-Man: The Movie (2002). Activision published the game, with Treyarch developing the console versions. Other versions had different developers. The console and handheld versions were well received, but the PC/Mac version was not. By July 7, 2004, the game had sold more than 2 million copies in North America.