Appearances

Featured characters:

Spider-Man (Peter Parker) (First and only known appearance; dies)

Supporting characters:

New Goblin (Harry Osborn) (First and only known appearance)

Mary Jane "MJ" Watson (First and only known appearance)

Sandman (Flint Marko) (First and only known appearance)

Antagonists:

Venom (Eddie Brock) (First and only known appearance)

Other characters:

Uncle Ben Parker (In the afterlife) (Deceased)

Richard Parker (In the afterlife) (Deceased)

Mary Parker (In the afterlife) (Deceased)

Aunt May Parker (First and only known appearance)

Daily Bugle (First and only known appearance)

J. Jonah Jameson (First and only known appearance)

Robbie Robertson (First and only known appearance)

Ted Hoffman (First and only known appearance)

Betty Brant (First and only known appearance)

Columbia University (First and only known appearance)

Dr. Curt Connors (First and only known appearance)

Columbia University Students (First and only known appearance)

Gwen Stacy (First and only known appearance)

Flash Thompson (First and only known appearance)

Mr. Ditkovich (First and only known appearance)

Ursula Ditkovich (First and only known appearance)

Bernard Houseman (First and only known appearance)

John Jameson (First and only known appearance)

New York Police Department (First and only known appearance)

Captain George Stacy (First and only known appearance)

Races and species:

Humans (homo sapiens) (First and only known appearance)

Human mutates (First and only known appearance)

Human/spider human mutates (First and only known appearance)

Symbiotes / Klyntar (First and only known appearance)

Locations:

Earth (First and only known appearance)

North America (First and only known appearance)

United States of America (First and only known appearance)

New York (First and only known appearance)

New York City (First and only known appearance)

Midtown (First and only known appearance)

Construction Site (First and only known appearance)

Queens (First and only known appearance)

Forest Hills (First and only known appearance)

Cemetery (First and only known appearance)

Items:

Spider-Man's Suit (Raimiverse) (First and only known appearance)

Venom Symbiote (First and only known appearance) (Destruction)

New Goblin's Glider (First and only known appearance)

Vehicles:

Organizations:

Daily Bugle (First and only known appearance)

Plot

During the final fight against Eddie Brock / Venom[a] Harry Osborn / New Goblin is knocked out during the fight and Harry hits the metal pipes and Venom uses Harry's glider to impale Peter in the chest, killing him and throwing him down the construction site.[b] Harry tries to find Peter, but is unable to find Peter or Venom. Harry jumps off of the construction site, freefalling and the glider comes back and he realizes Venom killed Peter when he sees the blood on the glider. Enraged, Harry uses his pumpkin bombs on Venom, destroying it and killing it and Brock in the process. Afterwards, he reunites with Peter and Mary Jane Watson, and Peter says goodbye to Harry and MJ, grateful that although he couldn't save Uncle Ben, that he could save his friends. Peter passes on. Flint Marko / Sandman reveals the truth to Harry about Uncle Ben's death: that he needed money to save his terminally ill daughter and that although he aimed his gun at him, he did not shoot him, and his partner accidentally ran into him, causing the gun to shoot Ben. Harry and MJ forgive Marko, and he leaves. Days later, Aunt May, Harry, and MJ are mourning Peter at his funeral and May agrees to reveal that Peter was Spider-Man. At the funeral, Marko reveals the truth to May, who forgives him and he apologizes to Peter and Ben's tombs. The next day, they reveal that Peter was Spider-Man to Jameson, who is saddened by Peter's death. In the afterlife, Peter reunites with Uncle Ben and his deceased parents, Richard and Mary Parker.

Cast

Tobey Maguire as Peter Parker / Spider-Man: A superhero, a brilliant physics student at Columbia University, and photographer for the Daily Bugle. Peter dies, stabbed by Venom with Harry's glider.

James Franco as Harry Osborn / New Goblin: The son of Norman Osborn, and Peter Parker's best friend, who believes Spider-Man killed his father. After learning Peter is Spider-Man and that Norman was the Green Goblin, Harry picked up where his father left and became the New Goblin to battle his former friend directly. After being told the truth by Bernard Houseman, Harry helps Peter fight off Venom and Sandman and avenges Peter's death.

Kirsten Dunst as Mary Jane "MJ" Watson: Peter Parker's girlfriend and a Broadway actress, whom he has loved since childhood. MJ dates Harry after Peter's death and is encouraged by him to get an acting job in Hollywood, which he agrees to finance.

Thomas Haden Church as Flint Marko / Sandman: A small-time thug who has an ex-wife and sick daughter, for whom he steals money to help get the treatment to cure her. He transforms into the Sandman following a freak accident and incurs Peter's wrath when Peter learns he was his Uncle Ben's killer. Marko reveals the truth to Harry and MJ, who forgive him, following Peter's death. He also makes amends to May, Peter, and Ben.

Topher Grace as Eddie Brock / Venom: Peter's former rival at the Daily Bugle. He was exposed by Peter for creating a fake incriminating image of Spider-Man, and leaps at the opportunity to exact his revenge when he bonds with an extraterrestrial symbiote. He is killed by Harry afterwards with pumpkin bombs.

Cliff Robertson as Uncle Ben Parker: Parker's deceased uncle, killed in an accident by Marko. He reunites with Peter in the afterlife.

Kevin Costner as Richard Parker: Parker's deceased father, Mary's husband, and Ben's brother, killed in a plane crash. He reunites with Peter in the afterlife.

Madeleine Stowe as Mary Parker: Parker's deceased mother, Richard's wife, and Ben's wife, killed in a plane crash. She reunites with Peter in the afterlife.

Rosemary Harris as Aunt May Parker: Ben's wife, Parker's aunt, and Richard and Mary's sister-in-law, who mourns Peter at the funeral and reveals she always knew Peter was Spider-Man, but hid it from him to protect her.

J.K. Simmons as J. Jonah Jameson: The publisher of the Daily Bugle, who hates and despises Spider-Man and his heroism. Jameson's hatred of Spider-Man ends when he finds out Peter is Spider-Man following his death.

Bill Nunn as Robbie Robertson: The editor of The Daily Bugle, who supports Spider-Man's heroism and often argues with Jameson about Spider-Man's morality.

Ted Raimi as Ted Hoffman: An employee at the Daily Bugle, who Jameson often is abusive towards.

Elizabeth Banks as Betty Brant: Jameson's secretary and a possible love interest for Peter, who has a crush on him.

Dylan Baker as Dr. Curt Connors: A college physics professor under whom Peter Parker studies. Dr. Connors is seen at the funeral.

Bryce Dallas Howard as Gwen Stacy: A model and Peter's lab partner of whom Brock is attracted to. Gwen is seen at the funeral.

Joe Manganiello as Flash Thompson: A student at Columbia University who previously bullied Peter in high school. He appears at the funeral.

Elya Baskin as Mr. Ditkovich: Peter's landlord.

Mageina Tovah as Ursula Ditkovich: Ditkovich's daughter and a possible love interest for Peter, who has a crush.

John Paxton as Bernard Houseman: Harry's butler, who told him about the true circumstances behind Norman's death.

Daniel Gillies as John Jameson: An astronaut and Mary Jane's ex-fiancée.

James Cromwell as George Stacy: The captain of the New York Police Department and Gwen's father.

Notes

a. As depicted in the film Spider-Man 3 (2007).

b. This choice is when the events diverge from the film Spider-Man 3 (2007).

References

Peter's final words to Harry and MJ are similar to his last words to Aunt May in the final issue of Ultimate Spider-Man (2000–11).

Peter's funeral is similar to his funeral in the Ultimate Marvel Universe, with a huge amount of guests.