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In a flashback, Richard Parker records a video message in an attempt to explain himself of his experiments at Oscorp before his disappearance. Along with his wife Mary Parker, he boards a flight that is hijacked by a man sent to kill him. He thwarts the attempt on his life while trying to send the video to a secret location.
In the present day, Spider-Man is in pursuit of criminals carrying a truck full of dangerous chemicals called plutonium through the city. Whilst talking to Gwen Stacy on the phone, he sees a vision of her late father, Captain Stacy, and is reminded of the promise he made to stay away from Gwen. During the chase, he saves the life of a man named Max Dillon. Afterwards, Peter meets Gwen at their high school graduation ceremony where the two share a kiss. However, later in the evening, Peter tells Gwen about the visions he's been having and insists that he needs to keep his promise in which Gwen breaks up with Peter.
After years of being away from the city, Harry Osborn returns as the heir to Oscorp Industries and talks with his father, Norman, who is in very poor health. Norman explains to Harry that the illness is genetic and that Harry is at the age where it will begin to show. Before he dies, he gives Harry a small device which he claims contains his life's work. The next day, it is reported that Norman Osborn has passed away, making Harry Osborn CEO of Oscorp where Felica Hardy becomes his new assistant. Upon hearing the news, Peter Parker visits Harry and the two are reunited after ten years.
Max Dillon, now assuming that he and Spider-Man are best friends, attends work on his birthday as an electrician at Oscorp. Whilst tending to some dangerous maintenance, he loses his balance and falls into a tank of modified electric eels being used for experiments. As a result, he becomes a human mass of electricity. Meanwhile, Peter meets Gwen in attempt to maintain a friendship, and Gwen tells Peter that a job opportunity means she has to move to England. Before the two can discuss it, Max accidentally shuts off the power to Times Square whilst looking for electricity to power himself. Max is seen all over time square where he is actually seen. Spider-Man attempts to calm the situation down. Spider-Man then saves people from his destruction. As Electro is replaced by Spider-Man all over Times Square which Electro then thinks Spider-Man is nothing but selfish. But after the police try to shoot him, Max thinks that Spider-Man has betrayed him and attacks. Spider-Man eventually stops him and he is taken to Oscorp to be tested on.
Harry begins to show symptoms of his illness and uses the device his father gave him to deduce that Spider-Man's blood could help save him. He asks Peter for help finding him but Peter refuses, unsure of what effects the transfusion would have. Parker visits Harry again, this time as Spider-Man, but again refuses. Afterwards, Harry is framed by members of the Oscorp board for covering up the accident involving Max Dillon, now known as Electro. They removed from his position as CEO. Harry’s assistant, Felicia Hardy, informs Harry of equipment kept off the books that could help him, and Harry makes a deal with Electro to get him back in to the Oscorp building. Once in, he goes to the enhanced spiders DNA. Harry starts to heal but afterwards, he begins to die even quicker. He then despritly, crawls on the floor towards the suit of armour which heals the body. He then gets other equipment made by his father and bio-weapons found by Richard that they called "symbiotes".
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