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Rating: 7/10 (13 May 2007)

Venom, Green Goblin 3 and Sandman.
Spiderman 3 reworks these three epic story arcs into a single feature length film. Impossible? Well... some of the reviewers here on IMDb seem to agree. I, however, do not. I went into this film with some trepidation and reasonable expectations. The Venom saga has been, since it first appeared in print, one of my all-time favorite multiple issue story arcs in comics. How this story could be made into a film following in the somewhat less weighty footsteps of Spiderman and Spiderman 2 was hard to imagine. The film did justice to the story-line - keeping almost all of its dark thematic content, while modifying its plot points and reducing its heavy depressive tone in order to keep the film entertaining and fast-paced. But don't expect this to be the same lengthy exploration that the comics provide.
Sam and Ivan Raimi can add this to their long list of satisfying films.
Briefly, Spiderman is having his normal share of growing pains. His love for MJ is now matched by his self-absorption and his addiction to heroism. Of course Harry still wants to kill him to avenge his father's death, and somewhere out there is his uncle's killer - who is about to become The Sandman. Just as things really start to fall apart, his costume turns black and develops a sinister aspect. He becomes more powerful, more ruthless, and a more conflicted being than the hero he had been. And Peter even dons black eye liner and a decidedly emo haircut. Unlike most recent comic book adaptations on the big screen, the story (to this point) offers plenty of room for humor, which Raimi could never pass up. J. J. Jameson and Bruce Campbell's excellent cameo are pure comedic relief from the somewhat heavy subject matter that seems immanent throughout this film. You'll laugh... you'll cry... You'll fall in love, if you can handle a new take on the classic Venom tale, with some worthwhile additions.
Things go from bad but kind of funny to worse and pretty serious. The film explores emotions more than any superhero film I have thus far seen - with the possible exception of the original Punisher. It nicely studies Spidey's humanity, ego, fallibility, and his previously unexplored dark side, and forces our hero to confront all three both symbolically and physically in order to redeem himself.
Tobey Maguire turns in his best Spidey performance yet, and is excellently supported by Kirsten Dunst and Rosemary Harris. James Franco turns in a great interpretation of Harry - much needed for this story-line. This cinematography is more wide-open and hyperbolic than the previous Raimi Spiderman films - as one would expect given the storyline. It is not surprising that the film went a little beyond the pale in terms of special effects - again unavoidable given the subject matter. But the CGI did become a little distracting towards the end.
I have read a lot of disappointed reviews of this film, but honestly, I found much to praise and very little to complain about. Highly recommended especially for Venom fans.