Tobey Maguire as Spider-Man / Peter Parker

Kirsten Dunst as Mary Jane Watson

James Franco as New Goblin / Harry Osborn

Thomas Haden Church as Sandman / Flint Marko

Topher Grace as Venom / Eddie Brock

Bryce Dallas Howard as Gwen Stacy

Rosemary Harris as May Parker

J.K. Simmons as J. Jonah Jameson

James Cromwell as Captain Stacy

Dylan Baker as Dr. Curt Connors

Theresa Russell as Emma Marko

Bill Nunn as Joseph 'Robbie' Robertson

Bruce Campbell as Maître D'

Elizabeth Banks as Miss Brant

Ted Raimi as Hoffman

Perla Haney-Jardine as Penny Marko

Willem Dafoe as Green Goblin / Norman Osborn

Cliff Robertson as Ben Parker

Ilya Baskin as Mr. Ditkovitch

Mageina Tovah as Ursula

John Paxton as Houseman

Becky Ann Baker as Mrs. Stacy

Stan Lee as Man in Times Square

Michael Papajohn as Dennis Carradine / Carjacker

Joe Manganiello as Flash Thompson

Hal Fishman as Anchorman

Lucy Gordon as Jennifer Dugan

Steve Valentine as Photographer

Tim Maculan as Play Director

Marc Vann as Play Producer

Joe Bays as Jazz Club Manager

Gregg Daniel as Precinct Detective

Rogelio T. Ramos as Emergency Room Doctor

Timothy Patrick Quill as Crane Operator

Menachem Mendel Boymelgreen as Kid in Times Square

Nasir Stewart as Kid in Times Square

Austin Hendrickson as Kid in Times Square

Taylor Hemhauser as Kid in Times Square

Kathryn Bryding as Woman Outside Theater

Joe Virzi as Police Detective

Bill E. Rogers as New Jersey State Policeman

Michael Alexander as New Jersey State Policeman

April Parker Jones as Test Site Technician

Edward Padilla as Test Site Technician

Robert Curtis Brown as Test Site Technician

Paul Terrell Clayton as Test Site Technician

Carolyn Neff as Test Site Technician

Christina Cindrich as Test Site Technician

Sonya Maddox as ICU Nurse

Andre B. Blake as Crane Disaster Radio Policeman

Derrick 'Phoenix' Thomas as Cop at Crane Disaster

Jessi Collins as Mary Jane's Replacement

Michael McLaughlin as Boy at Key to the City Ceremony

Anne Gartlan as Councilwoman

Emilio Rivera as Policeman at Sand Truck

Keith Woulard as Policeman at Sand Truck

Reynaldo Gallegos as Armored Car Driver

Jim Coope as Newstand Patron

Dean Edwards as Newsstand Patron

Margaret Laney as Newsstand Patron

Toni Wynne as Congratulatory Woman at Daily Bugle

Aimee Miles as Coffee Shop Waitress

Tanya Bond as Jazz Club Waitress

Mark Kubr as Jazz Club Bouncer

Emma Raimi as Girl With Camera

Lorne Raimi as Boy at the Final Battle

Henry Raimi as Boy at the Final Battle

Samantha Ressler as Girl at the Final Battle

Alan Cohn as Jazz Club Musician

Dan Callahan as Jazz Club Musician

Daniel Cummings as Jazz Club Musician

Ron King as Jazz Club Musician

Carol Chaikin as Jazz Club Musician

Vance Hammond as Jazz Club Musician

Frank Anello as NYPD Officer (uncredited)

Anya Avaeva as Model (uncredited)

David Backus as Bucket Boy (uncredited)

Tony Besson as Photoshoot Client (uncredited)

Michael Ciesla as Photographer (uncredited)

Irina Costa as Jazz Club Waitress (uncredited)

John Crann as Theater Patron (uncredited)

Crystal Marie Denha as Jazz Club Girl (uncredited)

Amy V. Dewhurst as Columbia Grad Student (uncredited)

Keith Fausnaught as Pedestrian (uncredited)

Logan Fry as Automobile Driver (uncredited)

Tony Galtieri as News Spectator (uncredited)

Brian Hopson as News Reporter (uncredited)

Andrew James Jones as Jazz Club Bouncer (uncredited)

Natalie Jones as Girl at Key Ceremony (uncredited)

Christopher Jude as Student (uncredited)

Brittany Krall as ER Nurse (uncredited)

Pierangeli Llinas as Woman in Court (uncredited)

Bernadette Lords as British Publicist (uncredited)

Natalie McNeil as Girl Screaming in Camaro (uncredited)

Martha Millan as Oscorp Receptionist (uncredited)

Michele-Nanette Miller as Girl in Times Square (uncredited)

Claudia Katz Minnick as Robbie's Assistant (uncredited)

Jen Oda as Beautiful Girl (uncredited)

Anjelia Pelay as Beautiful Woman (uncredited)

Nick Poltoranin as Police Officer (uncredited)

Vanessa Reseland as Beautiful Woman (uncredited)

La Rivers as Beautiful Woman (uncredited)

Bria Roberts as Businesswoman (uncredited)

Vanessa Ross as Sandman Victim (uncredited)

Brenna Roth as Bad Girl (uncredited)

Shade Rupe as City Hall Cheerer (uncredited)

Abbey Skinner as Café Girl (uncredited)

Daniel Shafer as Jazz Club Guest (uncredited)

Kristin Somo as Jazz Club Patron (uncredited)

Jennifer Sparks as Jazz Club Waitress (uncredited)

Christopher Stadulis as NY Firefighter (uncredited)

Aija Terauda as Model (uncredited)

Evelyn Vaccaro as Beautiful Woman (uncredited)

Nick Vlassopoulos as Bar Patron #5 (uncredited)

Sincerely A. Ward as Model (uncredited)

Jennifer Weston as ER Nurse (uncredited)

Ray Wineteer as Spectator (uncredited)

Emily Eckes as Beautiful Woman (uncredited)

Craig 'Radio Man' Castaldo as Radioman (uncredited)

Laura McDavid as Journalist (uncredited)