<P> Under the symbiote's influence, Peter exposes photography rival Eddie Brock, whose fake photos depicted Spider - Man as a criminal . Soon afterward, to make Mary Jane jealous, Peter brings Gwen to the nightclub where Mary Jane now works, but Gwen catches on and leaves . Peter brawls with the bouncers and, after accidentally hurting Mary Jane, realizes the symbiote is corrupting him . Retreating to a church bell tower, he discovers he cannot remove the suit, but that the symbiote weakens when the bell rings . Peter removes the symbiote and it falls to the lower tower, landing on Brock, who had been praying for Peter's death . The symbiote bonds to Brock, transforming him into Venom . Brock locates Marko and convinces him to join forces to defeat Peter . Brock then hijacks a taxi with Mary Jane on board, and hangs it as bait from a web above a construction site, while Marko keeps the police at bay . Peter seeks Harry's help, but is rejected . While Peter battles Brock and Marko, Harry learns the truth about his father's death from his butler, and goes to help Peter as he is being overpowered, resulting in a battle between the four . Harry subdues the Sandman before assisting Peter against Brock . In the ensuing battle, Brock attempts to impale Peter on Harry's glider, but Harry intervenes and is impaled himself . Remembering the symbiote's weakness, Peter assembles a perimeter of metal pipes to create a sonic attack, weakening Venom and allowing Peter to separate Brock and the symbiote . Peter activates a pumpkin bomb from Harry's glider to destroy the symbiote, but Brock dives in, and the bomb kills them both . </P> <P> Peter confronts Marko, who explains that Uncle Ben's death was an accident and has haunted him ever since . Peter forgives Marko, who then leaves . Peter and Mary Jane witness Harry, who dies beside them . Peter, Mary Jane, and Aunt May attend Harry's funeral . Later, at the nightclub, Peter and Mary Jane reconcile . </P> <Ul> <Li> Tobey Maguire as Peter Parker / Spider - Man </Li> </Ul> <Li> Tobey Maguire as Peter Parker / Spider - Man </Li>

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