Thomas' Adventures of Spider-Man 3

***Thomas' Adventures of Spider-Man 3*** is the third and final upcoming Thomas & Friends/Spider-Man crossover to be made by Hiatt Grey. And it is the sequel to *Thomas' Adventures of Spider-Man 2*.

## Plot

Peter Parker plans to propose to Mary Jane Watson, who has just made her Broadway musical debut. Later, a meteorite lands at Central Park, and an extraterrestrial symbiote follows Peter to his apartment. Harry Osborn, seeking vengeance after his father's death and having taken the performance-enhancing gas, attacks Peter with his father's Green Goblin technology, but battle ended with Harry developing amnesia, wiping out his memory of Peter as Spider-Man. Meanwhile, police pursue escaped convict Flint Marko, who visits his wife and dying daughter before fleeing again. Falling into an experimental particle accelerator that fuses his DNA with the surrounding sand, he is transformed into the Sandman with powers to control sand and reform his body with it.

During a festival honoring Spider-Man for saving Gwen Stacy's life, he kisses Gwen, infuriating Mary Jane. Meanwhile, Marko robs an armored car, subduing Spider-Man while escaping. NYPD Captain George Stacy, Gwen's father, informs Peter and Aunt May that Marko was Uncle Ben's true killer; the deceased Dennis Carradine had been Marko's accomplice. In his apartment, while Peter sleeps in his Spider-Man suit to wait for Flint, the symbiote assimilates the suit; Peter later awakens atop a building, discovering his costume has changed and his powers are enhanced; however, the symbiote brings out Peter's emotions. Spider-Man locates Marko and battles him in a subway tunnel. Discovering that water is Marko's weakness, Spider-Man destroys the pipe, causing its water to reduce Marko to mud and wash him away.

Peter's changed personality alienates Mary Jane, whose career is floundering after she has been fired from her show. She shares a tender moment with Harry, but leaves afterward in regret. Harry recovers from his amnesia and, urged by a hallucination of his father, blackmails Mary Jane into breaking up with Peter. After Mary Jane tells Peter she loves "somebody else", Harry meets with Peter and claims to be that person. Peter confronts Harry over this and spitefully tells Harry his father never loved him. Another fight ensues, with Harry throwing a pumpkin bomb at Peter, who deflects it back, disfiguring Harry's face.

At the *Daily Bugle*, Peter exposes rival freelance photographer Eddie Brock, who had falsified photos to depict Spider-Man as a criminal. Publisher J. Jonah Jameson fires Brock and makes Peter a staff photographer. Later, to make Mary Jane jealous, Peter brings Gwen to a nightclub where Mary Jane now works. Realizing this, Gwen leaves the nightclub while Peter attacks bouncers and accidentally hits Mary Jane. Peter realizes the symbiote is corrupting him and retreats to a church's bell tower where, upon realizing loud sound weakens the creature, he removes the symbiote. The symbiote bonds with Brock, transforming him into Venom. Brock locates Marko, who survived being washed away, and convinces him to join forces to defeat Spider-Man.

Brock kidnaps Mary Jane and holds her as bait from a web high in a construction site, while Marko keeps police at bay. After Harry refuses to help Peter, he finally learns the truth about his father's death. While Spider-Man battles Brock and Marko, Harry arrives to help him with his Green Goblin technology. Brock attempts to impale Peter with Harry's glider, but Harry jumps in and is impaled himself. Remembering the symbiote's weakness, Peter assembles a perimeter of metal pipes to create a sonic attack, weakening it and allowing Peter to separate Brock from the symbiote. He activates a pumpkin grenade from Harry's glider and throws it at the symbiote. However, Brock, who became addicted to the symbiote's influence, leaps into the symbiote in an attempt to save it, but is killed along with the symbiote.

Afterward, Marko explains that Uncle Ben's death was an accident that has haunted Marko ever since. Peter forgives him, and Marko turns into a cloud of sand and peacefully flies away. Harry subsequently dies from his injuries. Following Harry's funeral, Peter and Mary Jane reconcile and share a dance.

## Trivia

* Barney the Dinosaur, BJ, Baby Bop, Tosha, Min, Shawn, Derek, Professor Tinkerputt, Cody Newton, Abby Newton, Marcella Walker, Annie and Clarabel, Henrietta, Bertie, Terence, Bill and Ben, Daisy, BoCo, Trevor, Harold the Helicopter, Mavis, Skarloey, Rheneas, Sir Handel, Peter Sam, Rusty, Duncan, Duke, Smudger, Caroline, Bulstrode, Cranky, Derek, Bertram, Butch, Old Slow Coach, Thumper, Tiger Moth, Lady, Salty, Harvey, Elizabeth, Jack, Alfie, Max & Monty, Oliver, Kelly, Byron, Ned, Isobella, Nelson, Patrick, Buster, Emily, Fergus, Spencer, Arthur, Murdoch, the Powerpuff Girls (Blossom, Bubbles, and Buttercup), Courage the Cowardly Dog, Drake Parker, Josh Nichols, Peter Griffin, and the Star Fleet (Ten Cents, Big Mac, O.J., Top Hat, Warrior, Hercules, Sunshine, and Grampus) guest star in this film.
* Diesel 10 will work for Venom in this film.

## Scenes

* Bernstein Mansion fight
* Spider-Man a criminal/Brock exposed/"Drive That Funky Soul"
* Sandman returns/Diesel 10's arrival/At the jazz club
* Peter removes the Black Suit/Birth of Venom
* Aunt May comforts Pete/Venom's alliance with Sandman and Diesel 10
* Mary Jane captured!/Harry knows the truth
* Construction site battle/Harry saves Peter and our heroes/saving Mary Jane
* Sandman and Diesel 10's defeat/Venom's death
* Sandman confesses/Harry's death/end credits

## Soundtrack

1. Snow Patrol - Signal Fire (End credits song)