Based on the Marvel Comic book by Stan Lee and Steve Ditko.

Special features: Commentary with director and cast [optional audio feature]; Filmmakers' commentary [optional audio feature]; Bloopers [featurette] (7 min.); Galleries [slide shows]; Music video "Signal Fire" performed by Snow Patrol [featurette] (5 min.); More fun with Spidey [featurettes] (3 min.); Previews (22 min.).

Director of photography, Bill Pope ; film editor, Bob Murawski ; production designers, Neil Spisak and J. Michael Riva ; costume designer, James Acheson ; score by Christopher Young ; original music themes by Danny Elfman ; visual effects supervisor, Scott Stokdyk.

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), Theresa Russell (Emma Marko), Dylan Baker (Dr. Curt Conners), Bill Nunn (Joseph 'Robbie' Robertson), Bruce Campbell (Ma�itre d'), Elizabeth Banks (Miss Brant), Ted Raimi (Hoffman), Perla Haney Jardine (Penny Marko).

Peter Parker is finally happy: he is doing well at the school, girlfriend MJ Watson loves him, and the whole city loves Spider-Man, finally bestowing upon him the praise he so rightly deserves. But peace may not be possible for a superhero. Harry Osborn has taken up his late father's mantle--becoming The New Goblin, bent on revenge. Uncle Ben's real killer, Flint Marko, has been transformed into the Sandman. An alien symbiote has attached itself to the Spider suit, turning it black, enhancing its powers, and warping Peter's personality. When Peter finally overcomes the contaminated suit, it infects rival Bugle photographer Eddie Brock, who becomes villain Venom. In this battle, Peter must conquer his personal darkness as well as Spider-Mans foes, free the compassionate hero within, and trade teenage self-absorption for adulthood.

MPAA rating: Rated PG-13 for sequences of intense action violence; Canadian Home Video Rating: PG, not recommended for children, frightening scenes, violence.

DVD; Region 1; Dolby Digital surround, 5.1 Dolby Digital surround; anamorphic widescreen presentation, aspect ratio 2.40:1.

In English or dubbed Spanish with optional subtitles in English or Spanish; closed-captioned.