  The diffractive $\phi$-meson photoproduction amplitude is dominated by the
Pomeron exchange process and contains the terms that govern the spin-spin and
spin-orbital interactions.
  We show that these terms are responsible for the spin-flip transitions at
forward photoproduction angles and appear in the angular distributions of
$\phi\to K^+K^-$ -decay in reactions with unpolarized and polarized photon
beams.
  At large momentum transfers, the main contribution to the $\phi$-meson
photoproduction is found to be due to the excitation of nucleon resonances.
  Combined analysis of $\omega$ and $\phi$ photoproduction indicates strong
OZI-rule violation in $\phi NN^*$ - couplings.
  We also show that the spin observables are sensitive to the dynamics of
$\phi$-meson photoproduction at large angles and could help distinguish
different theoretical models of nucleon resonances.
  Predictions for spin effects in $\phi$-meson photoproduction are presented
for future experimental tests.
