In the time following, special effects artist Quentin Beck tries to prove that Spider-Man is a fraud by challenging Peter in a series of 'games'. Octavius, now known as Doctor Octopus, kidnaps Aunt May, but she is saved by Spider-Man. He blames Spider-Man for the incident, despite the fact that Spider-Man was not in the lab until the middle of it. His fusion creates a strong magnetic field, destroying the lab, killing his wife Rosie, and grafting his metal arms to his spine and giving his arms control over him. To control this fusion, he creates four metal arms which he can mentally control. Meanwhile, Doctor Otto Octavius attempts to recreate nuclear fusion of that seen in the sun to provide an energy source for Manhattan. Soon after this, he thwarts an attack in the streets of Manhattan by an armored supervillain named Rhino. After a dinner with Mary Jane Watson, Peter thwarts an armed looting of an art museum, while there he encounters the mysterious Black Cat. Spider-Man is trying to balance his civilian and superhero life, frequently late or absent for school, work, and is almost never able to spend time with his friends. Two years after the events of the first game. Puma (Thomas Fireheart) (First and only known appearance).Rhino (Alexander O'Hirn) (First and only known appearance).Curt Connors (Appears as Lizard in GBA and N-Gage versions only) Vulture (Adrian Toomes) (Last appearance) (PSP and Nintendo DS versions only).Puma (Thomas Fireheart) (First and only known appearance) (GBA version only).Rhino (Alexander O'Hirn) (First appearance).Mysterio (Quentin Beck) (First and only known appearance).Shocker (Herman Schultz) (Last appearance).Black Cat (Felicia Hardy) (First and only known appearance).

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