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Spider-Man 3 (2007)

Review by Dave Thomer


Peter Parker feels like he’s on top of the world. Spider-Man is beloved by the citizens of New York. He has managed to balance his school work with his superheroing. And he is quite happily in love with Mary Jane Watson, who has landed a starring role in a Broadway play. After they spend an evening watching a meteor shower, Peter visits Aunt May and tells her that he plans to propose to Mary Jane. May gives him the ring that Uncle Ben gave her, and tells him to make the occasion special for Mary Jane.

The ring is not the only thing he carries home with him. One of the meteors carried a strange black substance that attaches itself to Peter’s bike. A more immediate threat is Harry Osborn, who has undergone the transformative process that changed his father into the Green Goblin. With a new arsenal and hoverboard, he ambushes Peter. During the fight, Harry crashes into the ground, and Peter brings an unresponsive Harry to the hospital. The doctors save his life, but Harry has forgotten much of recent events – including Peter’s identity and his hatred for Spider-Man. It appears for a moment that Peter has gotten his best friend back on top of his other good fortune.

Mary Jane is not so lucky. The critics pan her performance, and the producers replace her. As she tries to tell Peter how she feels, he tries to reassure her and build her confidence – but his pep talks always revolve around his life as Spider-Man. The distance between them is heightened when Gwen Stacy, Peter’s lab partner and daughter of a police captain, kisses Spider-Man during a ceremony in his honor. When Mary Jane meets Gwen while at dinner with Peter, it’s the last straw. She leaves before Peter can propose.

Adding to Peter’s turmoil, Captain Stacy informs him and Aunt May that they believe that another man was responsible for Uncle Ben’s death. The burglar that Peter thought was the killer had an accomplice, a thief named Flint Marko. Marko has recently escaped from prison, but Peter recognizes him – Marko is the Sandman, able to turn his body into sand and use that sand to pack a rather large wallop. Spider-Man thwarted his first robbery attempt, but now Peter wants more – he wants vengeance. He listens intently to his police scanner for any sign of the Sandman, and tells a worried Mary Jane that he does not need her help. But there is no sighting, and Peter eventually falls to sleep – at which point the black substance oozes over him. When he comes to, he finds himself in a black version of his costume – one that makes him feel stronger and more powerful than usual.

Even after Dr. Connors warns him that the material seems to be a symbiote looking to bond with a host, Peter decides to use the costume to pursue the Sandman. Pursuing him is Eddie Brock – a young photographer angling for a staff job at the Daily Bugle. And since J. Jonah Jameson has said he’ll give that job to anyone who can make Spider-Man look like the menace that Jameson knows he is, Brock will do anything to get such a picture. Spider-Man takes out some of his aggression on Brock’s camera, and then the rest of it on the Sandman, opening a giant water main that appears to wash him away. When he gets home, he loses his temper with his landlord, which makes him wonder what effect the costume is having on him. He locks it in the trunk and resolves never to wear it again.

Those circumstances soon change. When Mary Jane is looking for company, she visits Harry. They enjoy each other’s company, and for a moment their old feelings are rekindled – but only for a moment, as Mary Jane leaves. But the exchange also rekindles Harry’s memories, and he decides to destroy Peter emotionally before he does so physically. He tells Mary Jane that is she does not break up with Peter, Harry will kill him. After the breakup, Harry meets Peter to tell him that he is the one who stole Mary Jane away. Distraught, Peter puts the black costume on again. He confronts Harry and once again gets the upper hand – but this time, rather than save his life, Peter mocks Harry and leaves him physically scarred.

Peter decides he enjoys the power of the black suit, and continues to wear it. He discovers that Brock has faked a picture of Spider-Man as a thief, and exposes the lie even after Brock begs him not to. He bullies his way into the Bugle staff job and swaggers down the streets, growing more self-absorbed by the minute. He finally takes Gwen to the jazz club where Mary Jane is working as a singer/waitress, all to show up Mary Jane. When the bouncers try to make him leave, Peter fights back – and accidentally strikes Mary Jane. He realizes what has gone wrong, and retreats to a church tower to think.

He finally tries to remove the black costume – and finds he can’t. His struggles against he suit attract Brock’s attention, who has been praying for Peter’s death in the church below. When the church bells begin to ring, the sound weakens the suit enough for Peter to get rid of it. The symbiote quickly finds a new host in Brock, a host more than willing to help it get revenge when it gives him Spider-Man’s powers. Together, they track down Sandman and enlist his help. To bait their trap, they capture Mary Jane. And while Peter is ready to swing into action in his old costume, he knows he may not be up for the fight alone. But is there any way he can convince Harry Osborn to help his friends – and what will the cost be if he does?


With at least three and possibly four villains, depending on how you keep count, there is no doubt that Spider-Man 3 was an ambitious undertaking. Overall I enjoyed the result, but the movie was overcrowded. I don’t actually think it’s all the villains that are to blame, though. I think this time around Sam Raimi threw in one too many psychological obstacles for his hero to overcome.

Spoilers below.

All of the antagonists are tied together through a recurring theme of vengeance and forgiveness. The black costume allows Peter to unleash his own desire for revenge against Eddie Brock for threatening his job and reputation, against Flint Marko for killing his uncle, against Harry for trying to kill him and break his spirit, and even against Mary Jane for breaking his heart. And once more Aunt May is around to sum up the moral lesson Peter has to learn – vengeance will destroy you, but forgiveness will set you free. It has all the subtleness of a brick, but it works very well to keep the characters motivated and moving in each other’s orbit.

But Peter doesn’t just confront a lust for vengeance in this movie – he also has to fight his own ego. And this is where I think the film trips on itself a little bit. It’s unusual to have a Spider-Man story where the general public is on Spidey’s side in such a sustained way, and while purists will probably complain, I don’t mind at all that his heroism is as obvious to fictional civilians as it is to us. But Raimi (who co-wrote the story and script) wants that adulation to drive a wedge between Peter and Mary Jane, but he also doesn’t seem to want to make Peter out to be that much of a jerk before the black costume gets to work on him. So we see Peter trying to cheer up Mary Jane and reassure her that things are going to be great, and using his own experience as Spider-Man as a basis. I gather that we’re supposed to think that Peter’s being self-absorbed, but at worst he just comes off as clueless about women in general and Mary Jane in particular.

As a result, I actually found myself wondering what the heck these two characters even see in one another. Raimi shows Mary Jane and Harry having fun together in a way I don’t think we ever see Peter and Mary Jane do in all three films, let alone this one. Given their college connection, Peter and Gwen Stacy seem to have more in common, and Gwen certainly seemed to be a more lively and interesting character in this go-round. Even her jazz club date with Peter - primarily a means for revenge on his part - has some spark to it. The Gwen-and-Peter recreation of the upside-down kiss from the first movie, on the other hand, is one of those moments where I felt like Raimi was hammering me over the head, and hammering his characters to get them where he needed them for the plot.

Maybe Raimi could have explored the Peter-Mary Jane relationship better if he had fewer villains and plotlines running around. As it stands, Thomas Haden Church’s Sandman feels like he should have been on screen more – I’m not sure the movie really earns the way things are left between him and Peter, and there definitely feels like there needs to be more to his story. I don’t mind inserting Flint Marko into the death of Uncle Ben, because it really doesn’t change the original story that much for him to be an accomplice. Making Ben’s death something of an accident is bit more substantial of a change, one that might rob the origin of a bit of its power since the line of causality between Peter's actions and Ben's death gets weakened. Even then, you can still trace some responsibility to Peter’s action in letting the original burglar go, and there is an interesting element to explore in Peter thinking that he may have contributed to the death of the wrong man. (Although once again, the film doesn't really spend much time on that thread, either.)

I liked many of the other changes to the source material. I was quite happy to see Harry get his own look as the Goblin rather than just mimic his father. Letting the symbiote bring out aggressive feelings in Peter is a nice plot device to highlight his inner conflicts and struggles, rather than simply have the black costume make Peter sleepwalk as it did in the original comic. (Some of the scenes where Peter is in full-on arrogance mode are over the top in a way that parallels the Raindrops Keep Falling on My Head sequence from the previous film. I liked them specifically because of their goofiness, but other people may have a different opinion.) Having Eddie Brock be Peter’s rival without a conscience helps make Venom more of an evil flip side to Spider-Man – and he’s the only villain in any of the Spider-Man movies to be unsympathetic and selfish before gaining powers.

What strikes me as a terrible idea is killing Venom and Brock in this movie. Because the entire movie is spent setting up the symbiote and its split from Peter, Venom gets a relatively small amount of screen time. So why waste the villain here? It would have been quite easy to use the same plot points to set up the idea that Venom would return down the line. Overall, the conclusion felt a little bit rushed and at a moment or two straining in logic, which made it hard to leave the theater completely satisfied. But while I didn’t love this as much as its immediate predecessor, I think it was definitely a worthwhile addition to the series.


  • screenplay by Sam Raimi & Ivan Raimi and Alvin Sargent
    screen story by Sam Raimi & Ivan Raimi
    based on the Marvel Comic by Stan Lee and Steve Ditko
  • directed by Sam Raimi
  • score by Christopher Young
    original themes by Danny Elfman
  • Cast: Tobey Maguire (Peter Parker/Spider-Man), Kirsten Dunst (Mary Jane Watson), James Franco (Harry Osborn/New Goblin), Thomas Haden Church (Sandman), Topher Grace (Eddie Brock/Venom), Bryce Dallas Howard (Gwen Stacy), James Cromwell (Captain Stacy), Rosemarry Harris (Aunt May), J.K. Simmons (J. Jonah Jameson)

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