Tobey Maguire as Peter Parker/Spider-Man
Kirsten Dunst as Mary Jane Watson
James Franco as Harry Osborn
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
Dylan Baker as Dr. Curt Connors
Bill Nunn as Joseph 'Robbie' Robertson
Theresa Russell as Mrs. Marko
Cliff Robertson as Ben Parker
Ted Raimi as Hoffman
"Spider-Man 3" features everything you loved about the first two films. While trying to cover too much is a drawback of the story, there's enough other stuff to love to make it entirely forgivable.
Some time after "Spider-Man 2," Spidey's popularity is at an all time high. The city loves him, his relationship with Mary Jane Watson is heading towards marriage, and he's doing well at school. Not even a rivalry with Bugle photographer Eddie Brock can bring him down. Unfortunately, Mary Jane's world is simultaneously coming apart. She loses a part in a major play, she feels like Peter is too distracted playing Spider-Man, and she begins feeling jealous of Peter's lab partner, Gwen Stacy. Despite all this, Peter remains oblivious.
Peter gets a harsh reminder of his dark past when he's attacked by Harry Osborn. Newly powered and using his father's weaponry, he seeks revenge for his father's death. Further causing problems is the appearance of Flint Marko. Not only is he given powers to transform into sand by a freak accident, he's revealed to be the actual killer of Ben Parker. And as if that wasn't enough misery for our hero, an alien blob of goo attaches itself to Peter. It amplifies his powers, but brings out his dark side.
Will Peter's pride and desire for revenge destroy his personal life or will he make the right choices at the end of the day?
"Spider-Man 3" is rated PG-13 for sequences of intense action violence.
Fortunately, all the things that worked in the previous "Spider-Man" films are still present here. You still have the great love triangle between Peter, Mary Jane, and Harry. You still have Peter treated like a dork. The hilarious Daily Bugle scenes with J. Jonah Jameson are still there. You have the fantastic special effects and great fight scenes. And you have Bruce Campbell who's better than ever.
Sam Raimi attempts to do a lot in this film. He's more successful in some areas than others, but by far the most interesting part of the film is Peter's turn to the dark side. Taken over by the alien symbiote, he acts extremely cocky around women and coworkers. He flirts with Betty Brant and the girl in his apartment. This generates some of the biggest laughs in the movie. It also drives him to be ultra-aggressive and this comes out in his confrontations with Harry Osborn and Sandman. Even more dramatic is his terrible treatment of Mary Jane. This emotional roller coaster ride that he goes through makes "Spider-Man 3" very much worth checking out.
The action and special effects are quite cool. There are six major action scenes and all of them feature fantastic visual stunts and jaw dropping moments. Of course a major part of that is the villains. Sandman's debut is quite impressive as he looks like a living statue literally falling apart. It was one of the quieter moments, but it featured beautiful effects. Venom, on the other hand, is an exercise in horror. As the alien goo attaches itself to Brock, it's just as horrific as comic fans would hope it would be. Toddlers will have nightmares about Venom for weeks.
All of the returning cast members provide performances that match those of the previous two films. They're all excellent. Of the newcomers, I was most impressed with Topher Grace as Eddie Brock and Bryce Dallas Howard as Gwen Stacy. Grace brings a lot of humor to his role while acting as a dark reflection of Peter Parker. He's what Peter would be if he fully embraced his dark side. On the opposite end of the spectrum, Howard is great as Gwen Stacy. She perfectly plays the character and is worthy competition for the affections of Peter Parker. It's easy to see why Peter would like her and easy to see why Mary Jane would be jealous.
What Didn't Work:
"Spider-Man 3" tries to jam-pack a bit too much into one film. If anything could be cut, I would have to say it would be all the Sandman parts of the film. Even though he has a strong debut, that portion of the storyline isn't as interesting as the rest. The black costume portion and Peter's continued conflict with Harry are the most interesting parts of the story. Cutting Sandman also would have allowed for more time with Venom. He's barely in the film (but more so than Darth Vader in "Revenge of the Sith") and Venom fans may be disappointed that he doesn't get more screen time. It doesn't help that Sandman comes across much like Green Goblin or Doc Ock – a misguided nice guy who does bad things when placed in extraordinary circumstances. Eddie Brock and his evil motivations seem like a breath of fresh air comparatively.
The big finale also seems a bit rushed. The film is over 2 hours as it is, but the team-up of Venom and Sandman comes across as forced. There are other aspects of it that don't flow well, but I can't discuss it without getting into spoilers.
"Spider-Man 3" has a little more cheese than its predecessors, too. There's one too many scenes of crowds applauding Spidey, news anchors providing grim commentary, and gratuitous poses in front of American flags.
The Bottom Line:
"Spider-Man 3" isn't as good as the previous two films, but it's still very entertaining and a solid entry into the "Spider-Man" saga.