When Peter starts losing his powers, he stands on the ledge of a building and looks down. The way the camera slightly shakes while showing the ground below can strike a chord for people with a fear of heights.
Otto getting electrocuted.
Just the entirety of that specific scene, which is basically Otto's Diabolus ex Machina and perhaps the single most intense scene in the entire trilogy. He had just discovered a scientific breakthrough with his reactor... and then, the magnetism kicks in. Thinking it'd eventually stabilize, things rapidly go to hell as the reactor goes totally bonkers. Spider-Man tries to unplug the reactor, but Otto refuses, believing that he still has everything under control. And then Rosie dies right behind Otto (see below), he gets electrocuted (see above), and then Spidey finally shuts the thing down, causing it to implode. And thus began Doctor Octopus' legacy...
The entire hospital scene. Easily the most violent, horrifying scene in the film; even the trilogy! Shortly after the fusion reactor horror show, Octavius' mechanical arms kill the doctors who tried to remove them from his back. See it for yourself.
The Bloodless Carnage may mitigate the scene a bit, or may make it worse! The unsettling and disturbing sounds are there.
The scariest part? Otto was unconscious. His arms did that all on their own. Imagine waking up after a horrible accident, only to find yourself in a hospital with everyone in the room dead. You begin to hear a voice. Four, in fact, each one of them telling you to do horrible things. The look on Otto's face when the arms remove his blindfold and rouse him is one of horror as he wakes up to a room full of corpses.
The entire scene is horrifying, but one of the more notable features is that there is absolutely no music playing. The rest of the film has a bombastic and grandiose score, but in this one scene, the only sounds are those of the doctors' blood-curdling screams while they're being murdered.
Special mention goes to the screaming surgeon (now the page image) who unfortunately gets targeted by one of Otto’s tentacles. Besides her absolutely blood-curdling scream, she spends the entirety of the scene being dragged across the room by the tentacles. She is so terrified that she clings onto the floor, clawing it so hard she leaves marks behind. What makes this worse is that this is the last we see of her.
It's really a scene straight out of a horror movie — the Evil Dead movies, to be exact. Raimi used his experience on those films to great effect, cutting quickly between pieces in his Signature Style, proving he can make a downright terrifying sequence even with absolutely no blood.
The scene is even more brutal than the Green Goblin's No-Holds-Barred Beatdown on Spider-Man in the previous film; because at least in that film it was just a stronger superhuman beating the hell out of another one. These are just doctors — powerless and fragile against the invincible arms that throw and slam them to their deaths.
Coming in from the aforementioned scene, the way Otto conducts himself for the rest of the film from the moment he decides Then Let Me Be Evil: with literally no absolute, unrelenting mercy or restraint. It's in stark contrast of Norman from the previous film; the Goblin was a sadist who thrived in dragging things out to squeeze out all the terror and agony he could, but Doc Ock doesn't care. He never hesitates, he never pulls his punches, never wastes time with theatrics, never negotiates, is immediate in action and is absolutely forceful in everything he does. Need money from the bank? Robbery's too redundant, just crush open the safe and take it. Need more tritium? Hang Harry over his building. Need Parker to get ahold of Spider-Man? Why waste time staging a meeting when you can get his attention immediately by flinging a car through the window? Pedestrians covering for Spider-Man? Why bother? Just shove the peons against the wall wholesale; you're on a schedule here. The sheer level of lethal harm he puts countless civilians at risk of is ever-present, constant, and on a scale unhitherto — and all because Otto just doesn't care anymore.note The only exception made is in his deal with Harry, and that's purely because he doesn't know where the tritium is, so he can't just mulch Harry and take what he wants off his corpse.
After retiring Spider-Man, Peter sees a burning building and can't bring himself to do nothing. He rushes in to try and rescue a stranded kid on the second floor. What's really shocking is that you'd expect this moment to showcase how Peter's resolve can compensate for his fluctuating spider-powers, but it doesn't. Peter nearly gets himself killed along with the little girl he saves, surviving on pure luck. Afterward, the rescue team mention that there was still one fatality.
Ock kidnapping Mary Jane and his threat to Peter about her. His chillingly friendly smile as he grabs MJ and makes his exit just seals it.
Doc Ock: I want you to find your friend Spider-Man. Tell him to meet me at the Westside Tower at three o'clock. Peter: I don't know where he is. [Otto calmly takes off his goggles and looks Peter in the eye] Doc Ock: Find him. [two arms rise up behind Mary Jane, shrieking] Or I'll peel the flesh off her bones.[arm snaps menacingly]
The loud stomps of Doc Ock as he climbs up to Harry's balcony to confront him. One critic even compared the arms scaling a building to sounding like "the drums of hell".
The same effect happens when Ock makes his appearance to kidnap Mary Jane. Peter tackles Mary Jane to the ground just as a car comes flying through the coffee shop window. As they get up, they hear the loud earth-shaking thuds, people running away, and then Ock finally makes his appearance.
Harry hearing the Goblin's laughter just before he starts hallucinating Norman's reflection in the mirror. The door drifts open on its own. Elfman's score sounds like something from a horror film...
Norman:AVENGE ME!!!
The Video Game:
The music that plays whenever Spider-Man encounters Mysterio is eerie and extraterrestrial. Makes one forget what's under that fishbowl of his.
From the PC version of the game, New York is turned into floating islands, courtesy of Mysterio. In the first part, the floating islands are only several hundred metres or so above the ground. In the second part, the floating islands are located very close to the earth's atmosphere, where many meteors hit and the ground can be barely seen. In the third part, the floating islands are in outer space.
, which is basically Otto's Diabolus ex Machina and perhaps the single most intense scene in the entire trilogy. He had just discovered a scientific breakthrough with his reactor... and then, the magnetism kicks in. Thinking it'd eventually stabilize, things rapidly go to hell as the reactor goes totally bonkers. Spider-Man tries to unplug the reactor, but Otto refuses, believing that he still has everything under control. And then Rosie dies right behind Otto (see below), he gets electrocuted (see above), and then Spidey finally shuts the thing down, causing it to implode. And thus began Doctor Octopus' legacy...