Two years have passed since Peter Parker first hit the streets of New York City as the conflicted crime-fighter Spider-Man. Now he finds himself battling his most diabolical villain yet, the mechanized, multi-tentacled Doc Ock. The nefarious Doc Ock was once Dr. Otto Octavius, a brilliant nuclear physicist. But a freak accident transformed him from a timid researcher to a criminally insane megalomaniac who blames Spider-Man for his horrible transformation. Now the scientist Peter once idolized for his remarkable intellect has marked our web-slinger for death.

Experience total freedom as you soar through the concrete canyons of a living, breathing Manhattan, complete with familiar landmarks and bustling, traffic-clogged streets. Combat petty thugs and aid NYC citizens in challenging side-quests, or pursue the lunatic Doc Ock and other classic Spider-Man rivals. The decision is yours.