Spider-Man 3

***Spider-Man 3*** is a 2007 American superhero film based on the Marvel Comics character Spider-Man. It was directed by Sam Raimi from a screenplay by Raimi, his older brother Ivan and Alvin Sargent. It is the final installment in Raimi's *Spider-Man* trilogy. The film stars Tobey Maguire as Peter Parker / Spider-Man, alongside Kirsten Dunst, James Franco, Thomas Haden Church, Topher Grace, Bryce Dallas Howard, James Cromwell, Rosemary Harris, and J. K. Simmons. Set shortly after the events of *Spider-Man 2*, as Peter Parker prepares for his future with Mary Jane Watson, he faces three more villains: Uncle Ben's true killer who becomes the Sandman after a freak accident; Harry Osborn, who seeks to avenge his father; and Eddie Brock, a rival photographer who becomes Venom after Peter bonded with an extraterrestrial symbiote that brings out his anger.

Development of *Spider-Man 3* began immediately after the successful release of *Spider-Man 2* for a 2007 release. During pre-production, Raimi originally wanted another villain to be included along with Sandman. At the request of producer Avi Arad, he added Venom and the producers also requested the addition of Gwen Stacy. Principal photography for the film began in January 2006, and took place in Los Angeles and Cleveland before moving to New York City from May until July 2006. Additional pick-up shots were made after August and the film wrapped in October 2006. During post-production, Sony Pictures Imageworks created over 900 visual effects shots. With an estimated production budget of $258–350 million, it was the most expensive film ever made at the time of its release.

*Spider-Man 3* premiered on April 16, 2007, in Tokyo, and was released in the United States in both conventional and IMAX theaters on May 4, 2007. The film grossed $890.9 million worldwide, making it the highest-grossing film of the trilogy, the third-highest-grossing film of 2007 and was the highest-grossing *Spider-Man* film until it was surpassed by *Spider-Man: Far From Home* in 2019. Unlike the previous installments, *Spider-Man 3* received a mixed reception from critics, who praised the performances, visual effects and action sequences, but criticized the overloaded storylines, subplots, and overabundance of villains. The majority of these issues were later attributed to studio interferences and creative differences between Sony, Raimi and Arad.

A fourth installment, titled *Spider-Man 4*, was set to be released on May 6, 2011, followed by a *Venom* spin-off film, but both were canceled due to Raimi's withdrawal over creative differences with the writers and producers. The *Spider-Man* film series was rebooted twice; first with *The Amazing Spider-Man* (2012) by Marc Webb and starring Andrew Garfield; and later a new film series set within the Marvel Cinematic Universe, directed by Jon Watts and starring Tom Holland, beginning with *Spider-Man: Homecoming* (2017). The *Venom* spin-off was revived in 2016 by Sony and was finally released in 2018 with *Venom*, set within Sony Pictures Universe of Marvel Characters and directed by Ruben Fleischer and starring Tom Hardy.

Plot

Months after Otto Octavius' sacrifice, Peter Parker plans to propose to Mary Jane Watson, who has just made her Broadway musical debut. A meteorite lands at Central Park, and an extraterrestrial symbiote follows Peter to his apartment by latching on to his motorbike after he and Mary Jane leave there after stargazing. Harry Osborn, seeking vengeance for his father's death and having taken the performance-enhancing gas, attacks Peter with his father's Green Goblin technology, but the battle ends in a stalemate with Harry crashing down and having amnesia, losing his memory of Peter as Spider-Man. Meanwhile, police pursue escaped convict Flint Marko, who visits his wife and sick daughter before fleeing again. Falling into an experimental particle accelerator that fuses his body with the surrounding sand, he transforms into the Sandman, who can control sand and reform his body with it.

During a festival honoring Spider-Man for saving Gwen Stacy's life, Peter kisses her, infuriating Mary Jane. Meanwhile, Marko robs an armored truck, easily defeats Peter and flees. NYPD Captain George Stacy, Gwen's father, informs Peter and his Aunt May that Marko was uncle Ben's true killer; the deceased Dennis Carradine was Marko's accomplice. At his apartment, while Peter sleeps in his Spider-Man suit to wait for Marko, the symbiote assimilates the suit; Peter later awakens at the top of a building, discovering that his costume has changed to black and his powers are enhanced; however, the symbiote brings out his dark side. Peter locates and battles Marko in a subway tunnel. Discovering that water is Marko's weakness, he opens a pipe, releasing water that reduces Marko to mud and washes him away.

Peter's changed personality alienates Mary Jane, who is struggling in her career after having been fired from her show. She shares a tender moment with Harry, but leaves afterward in regret. Harry recovers from his amnesia, urged by a hallucination of his father and coerces 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 him that his father never loved him. Another battle ensues, with Harry throwing a pumpkin bomb at Peter, who deflects it back, disfiguring Harry's face.

At the *Daily Bugle*, Peter exposes rival photographer Eddie Brock, whose fake photos depict Spider-Man as a criminal. Publisher J. Jonah Jameson fires Brock and hires Peter to be a staff photographer. Later, Peter brings Gwen to a jazz club, where Mary Jane now works before Gwen forgives and leaves. After assaulting the bouncers and accidentally hitting Mary Jane, Peter finally realizes that the symbiote is corrupting him. Retreating to a church's bell tower, upon realizing high-pitched sounds weakens the creature, Peter removes the symbiote, where it bonds with Brock, transforming him into Venom. Brock locates Marko, who survived being washed away, and convinces him to join forces to defeat Peter.

Brock kidnaps Mary Jane and holds her hostage from a web high at a construction site, while Marko keeps the police at bay. After Harry refuses to help Peter, he finally learns the truth about his father's death from his butler. While Peter battles Brock and Marko, Harry arrives to help him with his Green Goblin technology and saves Mary Jane. Brock attempts to impale Peter with Harry's glider, but Harry jumps in and is impaled himself. Peter, remembering the symbiote's weakness, 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 bomb from Harry's glider and throws it at the symbiote. However, Brock, who became addicted to its influence, attempts to save it, and ends up vaporized along with the symbiote.

Afterward, Marko explains that Ben's death was an accident that has haunted Marko ever since; Peter forgives Marko, allowing him to escape. Harry and Peter reconcile before Harry subsequently dies from his injuries. Sometime later, Peter and Mary Jane reconcile and share a dance.

Tobey Maguire as Peter Parker / Spider-Man

Kirsten Dunst as Mary Jane Watson

James Franco as Harry Osborn / New Goblin

Thomas Haden Church as Flint Marko / Sandman

Topher Grace as Eddie Brock / Venom

Bryce Dallas Howard as Gwen Stacy

James Cromwell as Captain George Stacy

Rosemary Harris as May Parker

J. K. Simmons as J. Jonah Jameson