The first two Sam Raimi-directed Spider-Man films are still considered classic superhero films that helped put Marvel Entertainment on the Hollywood map of superhero films.

Then there is Spider-Man 3.

Honestly, the film is not all bad, though it does a lot to earn its infamous reputation, but it is hardly the trainwreck many critics make it out to be. It certainly is not the worse Spider-Man film…that dubious dishonor goes to The Amazing Spider-Man 2. What is frustrating for fans is that Spider-Man 3 has so many elements that would have made a great Spider-Man film, but it is so cluttered thanks to studio interference. Let’s take a look at it’s messy plotline to see for ourselves. Spoilers are ahead.

Spider-Man 3 begins with Peter Parker (Tobey Maguire) reveling in his dual role as the masked superhero Spider-Man. He is on top of his game as New York City, his home base, showers him with praise and cheers. Meanwhile, his girlfriend Mary Jane Watson (Kirsten Dunst), once a rising star of an actress and model, is suffering a career slump. She gets fired from a starring role in a Broadway musical and is eventually forced to work as a singing waitress in a jazz club. Peter thinks little of Mary Jane’s plight and tells her everything will be fine. On one such occasion, the couple are out stargazing in a park and a meteor crashes nearby without either noticing it. From the meteorite, an extra-terrestrial shapeless mass emerges and hitches a ride onto Peter’s moped when Peter and Mary Jane leave the park. Later, the alien life form stays hidden in Peter’s apartment waiting for the right moment.

After Peter decides to propose to Mary Jane, he is attacked by his former best friend Harry Osborn (James Franco). In the previous films, their friendship drifted apart because Harry blamed Spider-Man for the death of his father, the original Green Goblin. After discovering his father’s weapons at the end of Spider-Man 2, Harry modified the weapons and assumed a new identity as the New Goblin. During the fight, Peter, who never changed into his Spider-Man suit, defeats Harry and then takes him to a hospital to be treated for his injuries. During his recovery, Harry has short-term memory loss, but soon regains them and with his hatred of Peter renewed, Harry begins plotting revenge against his former friend.

While this went on, a common thief called Flint Marko (Thomas Haden Church) escaped from jail and tried to evade the police by hiding at a sandy testing site for a particle accelerator. The device is activated with Marko inside it and the criminal’s body is altered as it is fused with the surrounding sand. Marko is only motivated to use his powers as the Sandman to steal money to help pay for his young daughter’s medical bills. This activity soon puts him at odds with Spider-Man.

The superhero by now is suffering several setbacks in his life. He faces new competition in his profession as a freelance photographer for The Daily Bugle newspaper from photographer Eddie Brock (Topher Grace) and his superior photos of Spider-Man. Peter also learns that Marko was actually responsible for the death of his Uncle Ben in the first Spider-Man film and becomes obsessed with finding him. At the same time, tensions grow between him and Mary Jane who feels Peter is not supportive enough. She eventually leaves him after concluding Peter is flirting with a fellow college student, Gwen Stacy (Bryce Dallas Howard). But what Peter does not know is that Harry Osborn forced Mary Jane to break up with him as part of his schemes of vengeance.

Making matters worse is that the alien mass bonds to Peter while he is sleeping in his apartment and forms a black version of his Spider-Man suit, It’s revealed that the alien organism is actually a symbiote that enhances Spider-Man’s strength and…his aggression. Peter quickly adopts a new cocky and hostile attitude that alienates him from everyone as his enemies close in on him.

Sounds convoluted, doesn’t it? And this does not even include Venom, yet.

It was obvious from Venom’s sparse screen time that Sam Raimi had no love for the character. He only showed up in the last twenty or fifteen minutes of the film. It is well known that Raimi was forced by producer Avi Arad and Sony Pictures to include Venom in the film. There were plans to just have the villain appear at the very end of the film when Brock first bonded to the suit and continue the story properly in the next sequel, but those plans were dropped. It is interesting to note that the Vulture was supposed to be the third villain with Ben Kingsley being tapped to portray him. However, Avi Arad felt that Raimi was too reliant on classic Spider-Man villains and desired more modern villains, which is why Venom was chosen instead.

Raimi did what he could and when he was onscreen, Venom was very creepy and imposing. but this version of Venom left many fans disappointed. Unfortunately, Topher Grace was miscast as Eddie Brock. In the comic books, Brock was a huge, muscular person even before he became Venom and this size difference when compared to Spider-Man sold the fact that he was a formidable foe. While Grace was okay and his character was a solid professional rival, he just could not sell the hulking version of Venom that fans wanted. There is a lot of deleted footage featuring Brock and Venom which can be found online. Perhaps one day another extended version of the film could include the footage to flesh out Venom. To his credit, Raimi later owned up to the faults with Venom and expressed regret with how the villain was handled.

Eddie Brock and Venom were not the only characters who were short changed in Spider-Man 3. There were so many characters stuffed into the film and most of them did not get enough screen time to justify their inclusion. Take Gwen Stacy for example, in the comics she was a major character as Peter Parker’s first true love. But in the Raimi films, her role was filled by Mary Jane Watson and Gwen’s inclusion was superfluous. She only existed to serve as an object of jealousy for Mary Jane, but aside from a shared kiss and a brief date, Gwen and Peter never became a romantic couple, so what was the point?

Other beloved characters had reduced screen time like J. Jonah Jameson, who was once again played by J.K. Simmons. Still, the few brief moments Jameson appeared were comedic gold and were to be savored. Another character was Dr. Curt Connors (Dylan Baker), Peter’s kind professor who was being built up to eventually become the Lizard. Sadly, Baker would never have the opportunity to portray the Lizard although the character was the featured villain in the reboot film that followed Spider-Man 3.

The problem with Spider-Man 3 was that there it had plenty of material to make two great films, not one. It would have been better to save the Venom story for a followup or eliminate the Sandman character. He was well played by Church, who was somewhat sympathetic; but aside from some clumsy retconning to have him be Uncle Ben’s killer, he was not essential to the story. One villian who was truly great and whose arc oddly mirrored Spider-Man’s was the New Goblin/Harry Osborn. James Franco was excellent in the role and displayed his acting talent by being both devious and sympathetic. Like Peter, Harry was consumed by vengeance and lost his reason. Like Peter, he had to find a way to forgive his enemies and see their humanity. But by the end of the film, Harry was able to put aside his dark thoughts and come to Spider-Man’s aid when the hero confronted Venom and the Sandman. When he appeared in the nick of time as the New Goblin and saved Spider-Man, it was a true crowd-pleasing moment.

With that said, Spider-Man 3 has a lot of merits. In fact, opinions are starting to change about it as fans have come to appreciate the film. In the crowded film there are many interesting themes such as examinations of how success gets to Peter and him having to learn to feel empathy. Unlike the previous films, Peter largely comes off as a conceited, self-absorbed jerk, which makes him unlikeable. This was a daring move by Raimi (who co-wrote the film) and would have paid off better if the film was not so jammed up with competing subplots. Still, kudos to Raimi and Tobey Maguire for going in this direction.

Then there is the other more negative way of looking at Peter’s dark turn into the infamous Emo Parker. Yes, those scenes of Peter strutting around town thinking the ladies were into him like he stepped out of Saturday Night Fever are dumb, but they are downright hysterical. The dance number he performed in the jazz club was well choreographed (Sam Raimi should be hired to do musicals; seriously), but did not belong in the film. All these scenes instead of demonstrating how Peter went into the dark side came off so comically bad. Raimi, Maguire and the filmmakers had to walk a tightrope not to make Peter do anything that made him irredeemable, but they played it too safe and goofy. What was left were cringeworthy moments that live in infamy to this day.

The fight scenes, especially the final fight involving Spidey, New Goblin, Sandman and Venom were tense and exciting. Some of the special effects do not hold up, but those of the Sandman are still breathtaking and capture the physicality of the villain from the comics with the way he turns to sand and fluidly used his tentacle-like limbs.

The way the film ended was quite satisfying though it delivered a downer of an ending given Harry’s heroic act to save his friends. But, once again Mary Jane wound up being a hostage who got to scream a lot as Spidey fought around her. Couldn’t they pick someone else to be held hostage by the bad guys?

Unlike the previous films, Spider-Man 3 ended on a more somber and grounded note. No Spidey celebrating as he swings throughout New York City. Instead, we get Peter and Mary Jane quietly reflecting on where life has led them with an unknown future. Sadly, this would turn out to be the last of the Sam Raimi/Tobey Maguire Spider-Man films. Sony Pictures came close to producing a Spider-Man 4 which would have seen Peter married to Mary Jane as he faced off against the Vulture. After Raimi left the film and it languished in development hell for a few years, Sony cancelled the film and chose to reboot the franchise.

Not all hope is lost with the Raimi Spider-Man universe. As we all know, next month’s latest Spider-Man film, Spider-Man: No Way Home will feature the villains from the Raimi Spider-Man universe and supposedly Tobey Maguire will reprise his role, as well. A new appreciation for Raimi’s films has emerged as many now recognize the artistic skills and heart poured into the films, even with Spider-Man 3.

José Soto