The movie starts in a SHEILD interagation room with 16 year old Peter and Nick Fury talking. Peter has come to SHEILD for help with Norman Osborn, who is threatining him and his aunt and girlfriend. Fury asks Peter to explain how he got his powers and in a few brief flashbacks of the spider biting a nerdy, spotty Peter at Oscorp industries, him discovering his powers (like climbing his bedroom wall, dodging Flash Thompson as he swings for Peter) Trying to earn money as a wrestler, letting the robber escape, the death of Uncle Ben, a quick swing after the robber, catching him and realising it was the guy he let go and then finally donning the proper suit and fighting crime. All this within the first 10 minutes.
Then Nick asks what's happining with Norman Osborn and then maybe another 10 minutes showing Osborn injecting himself with Oz and becoming stronger and faster but losing his mind and becoming insane. He knows Peter is Spider-man because the spider that bite him was genetically engineered with Oz. Osborn had been watching Peter to see how he developed and decided to use it on himself. 4 months after being bitten, Peter is called to Osborns Penthouse where Norman is waiting for him in his goblin costume with his new mode of transport, the glider. He tells Peter that he works for him now and will do what he tells him otherwise his family and friends would die. Peter leaves and is terrified and doesn't know what to do so finally asks for help. He sees the news footage of The Avengers and SHEILD fighting the alien invasion and decides to ask them for help.
It's at this point I should probably mention that Norman Osborn/Green Goblin would be a mixture of 616 and Ultimate version. To begin with he is akin to 616, donning a goblin costume, flying about on his glider, throwing pumpkin bombs and the like. But as he takes more and more Oz he starts to deform, develop the likes of horns and ridges on his back until before the final battle with Spidey he takes injection after injection until he's similar to the Ultimate version.
Anyway after those flashbacks, Fury tells Peter that he'll have to do this on his own, but that SHEILD and himself would be keeping a very watchful eye on him and whenever Osborn attacks, SHEILD would help within moments. Peter, frustrated but tired and kind of relieved, heads home. He swings across the NYC skyline and is almost hime when he sees somebody robbing a jewellry store.
He swings down to stop it when he notices it's Shocker. Shocker immediantly attacks with Spidey dodging and quipping all the way ("Who you supposed to be? 'The Vibrator?'?" and "Wow, the only shocking thing about you is your awful dress sense, and those gauntlet thingys...") Cheeky and cheesy jokes to show his immaturity.
One of the things the Ramni movies sort of ignored unfortunatly, was Spidey and his amazing wit and how he pisses off a lot of his enemies by cracking jokes and throwing mild insults at them. Love that about the comics and would love to see it on screen.
Like Goblin, Shocker is a mixture of Ultimate and 616. The costume is a rough version of the 616 and obviously made in a rush and he is usually defeated easily like in the Ultimate universe.
So after Shocker is dealt with and hanging from a lamppost by his feet, Peter heads home and Aunt May is waiting for him. It's 2:00am on a school night and she isn't impressed. Peter, unable to come up with a good excuse (Aunt May has called the Daily Bugle and Gwen to see if he was there), is grounded and set to him room, where he takes off the suit and packs it away in a suitcase under his bed, along with his web shooters.
Next morning, Peter is getting ready for school and is shown packing his suit and web shooters into his school bag. As he's eating breakfast, Aunt May tells him to be home by 9:00am and he's only allowed to go to school or the Bugle.
As he's walking to school he meets up with Gwen and they kiss. Peter tells her about last night and how he's now under watch from SHEILD and grounded.
Once they arrive at school and walking through the halls, Flash floors him and then starts laughing at him, calling him names etc. Beside him is Kong, also laughing and wearing a T-shirt with spideys face on it.
In class, Peter has fallen asleep and the teacher wakes him up. The other students laugh as Flash fires a spitball at him from behind. Right now it's obvious Peter is miserable in school.
Outside the school during lunch, Peter and Gwen meet up with Harry Osborn. Harry invites them both around to his penthouse and tells Peter that his dad would like a chat with him. The pressure from meeting with Norman Osborn again, Flash bullying him at school, fighting crime as Spider-man and the lack of sleep he's been having recently all comes to the surface and then comes the final straw when Flash hits him on the head with a football. As Flash and friends laugh, Peter takes the ball and bursts it. Angry, Flash squares up to Peter and throws a punch at him. Peter dodges and gives him a right hook that sends him flying. As he lies on the floor crying and clutching his face, Peter realises what he's done and even tries to apologize to Flash as he's led off by a teacher to the Headmasters office. Gwen, Harry, Kong and the rest are shocked as the school nurse tends to Flash.
Peter is driven home by his aunt who looks hurt, angry and worried. Peter has been suspended for a week for breaking Flash Thompsons jaw. May asks him what is wrong with him. He is unable to explain and just says he isn't feeling well. He asks to go to his room and May allows him.
Upstairs he is doing his homework and looking up facebook (only has 4 friends) and some nerdy RPG game. Suddenly his spider sense goes off. He's torn between obeying Aunt Mays orders and helping innocent people but ultimately decides stopping bad guys is more important.
He swings off and ends up fighting the Goblin, who's flying about and cackling about how he tricked "Baby Spider" and starts throwing pumpkin bombs about the place. Peter manages to land a few decent blows before the goblin manages to pin him down and sinisterly laughs and tells him he wants him to kill certain people. Peter asks why he can't do it himself and Goblin tells him it'd hurt Peter a lot and be a hell of a lot more effective if a super'hero' goes around murdering. He wants to wreck Peters life and reputation as Spider-man so gives him the first name "Mac Gargan" and flies off promising to break Aunt May and Gwen if he refused.
Peter goes home defeated and is unable to get to sleep again. In the morning he awakes to Aunt May crying at the kitchen table. Flash Thompsons parents have threatened to sue her if she doesn't pay the $3,500 hospital bill. Peter feels sick again, lost and unsure what to do.
Later that night he goes off to the Daily Bugle and on the way there, Norman Osborns limo pulls up. He doesn't offer a lift to the Bugle, he orders Peter into the limo. Afraid of what he'll do to his loved ones, Peter accepts and inside, Norman Osborn tells him he has till this time tomorrow to kill Mac Gargan or Aunt May will be tossed off the Brooklyn Bridge. He also goes on to compare his duel life as spider-man and mocks him, telling him he'd never have been as good as the likes of Captain America and Iron Man. This really gets to Peter and he's left angry and terrified.
At the Bugle, he hands over his photos of Spider-man to J.J and gets to work on the Bugles website. While working he decides to type in Mac Gargan. He searches google and finds "Gargan Investigators" He learns Mac Gargan is a private investigator and has been snooping around Osborn industries for a 'client'.
After work, Peter swings by Gargans house to check him out. Gargan is reading a bedtime story to two young children as his wife stands in the doorway smiling. They all look happy. Peter is confused and outraged he's been ordered to kill not only a innocent person, but somebody who has so much to live for and also does some good in the world. Peter leaves, determined to stop Green Goblin tomorrow tonight.
The next morning, Peter wakes up to find Aunt May happy and holding a wad of cash. She says it came in the post this morning and had a note attatched. It's from Norman Osborn, saying Harry told him about the situation and thought he should help. Aunt May told Peter she'd remove the curfew for tonight so he can go around to the Osborns and thank him personally. Peter nods and leaves. He heads to Gwens and they kiss. He explains what's going on and they come to the decison that Peter should lure Osborn out as the goblin and then SHEILD will finally be able to intervene.
Meanwhile Harry walks into Normans office to talk to him and is chased out by his father, who has looks human apart from getting taller, sharper teeth, horns on his forehead and ridges down his back. Harry traumatised, runs away out of the apartment. Norman opens up a glass case of Oz vials and injects them into him one after the other.
Later on Spider-man arrives at the Osborns penthouse to witness Osborn mutate into a larger goblin. He cackles and laughs getting incresingly violent. Peter asks why he sent money to Aunt May to pay for Flash Thompsons bill and Osborn says "I'll look after you as long as you do what I say!"
Peter tells him he hasn't killed Gargan and never will to which Osborn goes beserk and grabs Peter and smashes him out the window. They both topple towards the ground. Spidey fires a web upwards and springs out of the goblins grip. Osborn grabs at the wall of the building and digs his claws in, slowly coming to a stop. He and Spidey then have an all out brawl across the rooftops of NYC. SHEILD helicopters fly in, determinted to help Spider-man but Gobling takes them down one by one. The chase ends at Brooklynn bridge where Goblin grabs Spidey by the throw and crushes one of his web shooters. He rips off Peters mask and tells him he's going to die and after he's gone, Aunt May and Gwen are next along with anyone else he wants to kill.
Peter, enraged by this breaks free of the goblins grip and starts to deliver a beatdown on his ass, using the likes of uppercuts and flying kicks to give powerful blows. Finally he kicks Goblin off the bridge and watches as he tumbles to the water. At the last minute, Peter acknowledges that no matter what Norman has done, he can't kill him because he's not a killer. He fires a web line with his web shooter and saves the goblin at the last mintue. Suddenly SHEILD arrives with more copters and Nick Fury steps out. He tells Peter that he didn't need SHEILDS help at all and just took down his very first supervillan. Peter watches as they load Osborn/Goblin into a portable prison, designed to contain the likes of the Hulk and take him to prison. Peter swings by the Osborn penthouse to find Harry but he's missing.
Later, Peter arrives at Gwens and they kiss passionatly and they celebrate the goblins custody. But then Peter hears a police siren and Gwen tells him to go and kick another bad guys ass. He swings off after the police cars.
The final scene features Mac Gagan coming home from work. He's raving about the fight between Spider-man and Green Goblin but it's horrified to find his wife and kids brutally murdered. He's hurt and doesn't know what to do. He finds a letter addressed to him from Norman Osborn. Norman says Spider-man and the Goblin both killed his family and were also sent to kill himself and by the time Gargan reads this, he'll be dead. Gargan loses it, trashes the place, covers his familys bodies and then goes out looking for revenge on Spider-man...
So ends my first Spider-man movie..........