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
Elizabeth Banks as Betty Brant
We'll get the comparisons out of the way right off the bat. It's better than "Spider-Man." It's not as good as "Spider-Man 2."
With that taken care of, what about "Spider-Man 3" itself? It begins shortly after the previous installment ended: Peter Parker (Tobey Maguire) is a successful science student and Spider-Man is the darling of the city, Mary Jane Watson (Kirsten Dunst) is a successful actress embarking on her latest role, and long time friend Harry Osborn (James Franco) is trying to figure out his next move now that he's learned Peter is actually Spider-Man, who he blames for killing his father.
After two films, director Sam Raimi and his cohorts have gotten their act down pat; no other comic book film series has so completely captured the spirit of its antecedent. The opening action sequence between Spider-Man and the New Goblin is as good as anything in any of the films and feels like exactly what a moving Spider-Man sequence should look like.
On top of the expected action sequences, Raimi and co-writers Ivan Raimi ("Army of Darkness") and Alvin Sargent have crafted an emotionally dense film--for a summer adventure film anyway--following the latest step in Peter's journey into adulthood as he begins dealing with the more ambiguous and complex problems that come with adulthood, in particular his relationship with Mary Jane. The luster of new love has worn off and they're starting to discover that relationships are hard work, and it just keeps getting harder as Mary Jane's career starts to spiral downward while Peter's seems to just keep getting better and better, despite the appearance of rival photographer Eddie Brock (Topher Grace) trying to take his job.
Of course, into every life a little rain must fall. This being a comic book film, that rain becomes some sand and black alien gunk from outer space.
Raimi's background in B-movie horror really comes to the fore when the alien symbiote shows up, from its arrival like something out of "The Blob" or the spores from "Invasion of the Body Snatchers" to the way it takes on its final form as Venom, Raimi makes a difficult character work the only way it really could. At its heart, "Spider-Man 3" is a movie of opposites. Each of the main characters must face their own doppelganger that's trying to take over their lives-- Peter with Venom, Mary Jane with model/science student Gwen Stacy, and Harry (most interestingly) with himself. Since the movie is called "Spider-Man" it's no surprise that most of the emphasis is put on Peter and Venom.
Venom symbolizes the darkness and aggression that lies inside of Peter, which begins to come to the surface when he learns perennial criminal Flint Marko (Thomas Hayden Church), the true murderer of his Uncle Ben (Cliff Robertson), has escaped and is loose in the city evading justice for the crimes he has committed. When the black goo attaches itself to Peter it at first seems like a great gift – augmenting his power to the level that he can defeat any opponent, but at the cost of his soul. The human half of Venom – photographer Eddie Brock – is a smug, deceitful version of Peter Parker and as Peter gives in more and more to the symbiote he becomes more and more like Eddie, eventually literally taking his place, and in the process losing everything important to him.
It's all really good stuff, generally well conceived and executed.
But it's muddled.
Despite what they bring to the film visually and thematically, three villains is two too many, even in a 2 1⁄2 hour film. Raimi has always had a great deal of empathy for his monsters, and "Spider-Man 3" is no exception. The Sandman in particular is a great recipient of this. His introduction is terrific, and Raimi does what he can to build a character-based motivation for Sandman, making him more than just a doer of evil, just a man in some tough circumstances who has made some bad choices.
Unfortunately, it doesn't all work. In order to build a connection between Marko and Peter, Raimi and his co-writers have retconned his uncle's death which, while it works perfectly well within the confines of the film, completely removes Peter's motivation for doing what he does. He became Spider-Man because he made a bad choice once and it cost him, and in a film about the importance of personal choices the defining choice of the main character's life is rendered moot. An argument could be made, I suppose, that the director's responsibility is to each film individually and making it work on its own merits, but it's really not that well conceived.
Of all the villains, Harry by far is both the most developed and best executed. For the first time James Franco is really given something to do and he does very well with it. He makes both for an excellent friend and confidant, and an excellent villain, and he manages to pull both off within the same film, though the villain side, being flashier, tends to be more entertaining. He's aided by having the longest build for his storyline--across all three of the films--so it's no surprise that greatest tension is tied up in his scenes.
Which also points up the weaknesses of the other villains. There's only so much time to introduce and develop characters, and the newest ones tend to get the shortest shrift. Venom in particular, the most thematically relevant of the villains, gets the least character development. It's to Raimi's credit that he's able to get as much out of the few minutes the characters get as he does, to the point where they seem more fleshed out than they actually are, but the film would undoubtedly be stronger with fewer villains.
The villain's aren't the only ones who get shorted. Peter's retinue of supporting characters, one of the series greatest selling points, are severely curtailed. Most of them, even Aunt May (Rosemary Harris) only get one or two scenes. In and of itself the film works without them, but it's hard to forget how much they added to the previous sequel. It's all the more evident in the scenes they do have which are good enough you can't help but want more, especially J.K. Simmons' always perfect J. Jonah Jameson.
Most of that is just nitpicking. It's hard to complain of having too much going on, and the film is certainly extremely well crafted, but it's too ambitious and never quite meets its goals. It's a very melancholy and complex summer blockbuster, and that is undoubtedly a good thing, but with a little streamlining it could have been genuinely great.
"Spider-Man 3" is a worthy addition to an excellent series, even if it doesn't quite live up to expectations.