After the successful release of Spider-Man 2 in 2004, development immediately began on Spider-Man 3, with the aim of a 2007 release. During preproduction, Raimi wanted two villains, Harry and Sandman. At the request of producer Avi Arad, he added Venom to the list, 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. Christopher Young was hired to compose the score of Spider-Man 3 after Danny Elfman, who had scored the two previous films, declined to return due to the creative differences and conflicts with Raimi. With an estimated production budget of $258–350 million, Spider-Man 3 was the most expensive movie 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. The film grossed $895.9 million worldwide, making it the highest-grossing film of the trilogy, the third-highest-grossing movie of 2007 and the tenth-highest-grossing movie of all time at the time of its release. It was also the highest-grossing Spider-Man movie until it was surpassed by Spider-Man: Far From Home in 2019. Unlike the previous movie in the trilogy, Spider-Man 3 received mixed reviews from critics. A sequel, Spider-Man 4, was set to be released in 2011, but it was cancelled.
Plot
Peter Parker plans to propose to Mary Jane Watson, who has made her Broadway debut. While he is on a date with her in Central Park, an extraterrestrial symbiote oozes out of a fallen meteorite and attaches to his moped. Harry Osborn, knowing that Peter is Spider-Man, seeks to avenge the death of his father, Norman. He uses his father's performance-enhancing gas and Green Goblin technology to battle Peter, but falls off from his glider and develops partial amnesia. Meanwhile, police pursue the escaped convict Flint Marko, who visits his wife and sick daughter before fleeing. He falls into a particle accelerator which fuses his body with sand, turning him into Sandman and granting him the ability to reform his body at will.
During a ceremony honoring Spider-Man, Peter kisses Gwen Stacy to please the crowd, which angers Mary Jane. Soon afterwards, Marko robs an armored truck and fights Spider-Man, then flees. Police captain George Stacy, Gwen's father, informs Peter and Aunt May that Marko is Uncle Ben's true killer; the initial suspect was simply Marko's accomplice. When Peter falls asleep in his Spider-Man suit, the symbiote integrates into the suit. Peter awakens atop a building, discovering that the symbiote has turned his suit black, enhanced his powers, and heightened his aggression.
Peter battles Marko in a subway station. Realizing that water weakens him, Peter opens a pipe, which turns Marko into mud and washes him away. Peter's new arrogant attitude alienates Mary Jane, who kisses Harry before quickly regretting it. A hallucination of his father prompts Harry to recover from amnesia, and he forces Mary Jane to break up with Peter. Harry tells Peter that he's dating Mary Jane, which leads Peter to fight him while under the symbiote's influence. During the fight, Harry's face is disfigured by one of his own pumpkin bombs.
At the Daily Bugle, Peter exposes the misconduct of rival photographer Eddie Brock, whose fake photos falsely incriminate Spider-Man. Outraged, publisher J. Jonah Jameson fires Brock and promotes Peter to staff photographer. Peter brings Gwen to a jazz club where Mary Jane now works, hoping to make her jealous. Offended by Peter's actions, Gwen apologizes to Mary Jane and leaves. Peter assaults the bouncers and accidentally hits Mary Jane, before realizing how deeply the symbiote is corrupting him. He retreats to a church bell tower, where he discovers that the sound of clanging metal weakens the symbiote. Using the sound of the church bell, Peter detaches it from himself. Brock witnesses the event, then becomes the symbiote's new host and turns into Venom.
Brock and Marko join forces against Spider-Man, kidnapping Mary Jane to get Peter's attention. After Harry declines to help Peter rescue Mary Jane, Harry's butler reveals that Norman's death wasn't Spider-Man's fault. As Brock and Marko move in closer to killing Peter, Harry arrives and helps Peter subdue Marko. Brock attempts to impale Peter with Harry's glider, but Harry jumps in the way and is impaled instead. Remembering the symbiote's weakness, Peter uses metal pipes to create a sonic attack, which allows him to detach the symbiote from Brock. Peter throws a pumpkin bomb at the hostless symbiote, but not before Brock, now addicted to its influence, rushes towards the symbiote, which causes him to be destroyed along with it.
Marko explains to Peter that Ben's death was an accident and that everything Marko has done was to help his daughter. Peter forgives Marko and allows him to escape. Harry reconciles with Peter before he dies from his injuries. After Harry's funeral, Peter visits Mary Jane at the jazz club, where they share a dance.
Kirsten Dunst as Mary Jane Watson: Peter's girlfriend who makes her debut on Broadway. Initially, the script had Gwen Stacy being abducted instead of Mary Jane, since Raimi did not want Mary Jane to be kidnapped for the third time in the series. However, Gwen's role in the film was reduced late in production, which required that Mary Jane take her place as the character in peril.
Thomas Haden Church as Flint Marko / Sandman: An escaped convict who transforms into the shapeshifting Sandman after a freak accident. Church, who was approached for the role because of his award-winning performance in Sideways, worked out for 16 months to build the necessary muscle to play the character. Church's version of Sandman was influenced by Frankenstein's monster, the folklore character Golem, and the sadness that Lon Chaney Jr. brought to his portrayals of misunderstood creatures, such as the Wolf Man.
Topher Grace as Edward "Eddie" Brock Jr. / Venom: Peter's rival photographer at the Daily Bugle who becomes possessed by an extraterrestrial symbiote. Grace had impressed the producers with his performance in the movie In Good Company. As a comics fan who read Venom stories during his childhood, Grace viewed his character as someone under the influence of a substance, similar to an alcoholic or drug addict. Grace described Brock as a mirror to Peter, with both characters having similar jobs and romantic interests. He spent six months working out to prepare for the role. His Venom costume took an hour to put on, prosthetics took four hours to apply, and the fangs he wore bruised his gums. The costume had to be constantly smeared with a viscous substance to give it a liquid-like look and feel, which Grace found unpleasant.
Bryce Dallas Howard as Gwen Stacy: Peter's lab partner in his physics class. Howard sought to portray Gwen not as merely a "man-stealing tart", but also as a possible future girlfriend for Peter.
James Cromwell as Captain George Stacy: Gwen's father and an NYPD captain.
J. K. Simmons as J. Jonah Jameson: The editor of the Daily Bugle.
Dylan Baker portrays Dr. Curt Connors, Peter's college physics professor, while Willem Dafoe plays Harry's deceased father Norman Osborn, who returns as a hallucination. Cliff Robertson makes a brief appearance as Ben Parker in a flashback scene. Ted Raimi appears as the Daily Bugle employee Ted Hoffman, Bill Nunn plays Joseph "Robbie" Robertson, and Elizabeth Banks returns as Bugle receptionist Betty Brant. Michael Papajohn returns as the carjacker from Spider-Man, while John Paxton portrays Bernard Houseman, the Osborn family's butler. Elya Baskin reprises his role as Peter's landlord, Mr. Ditkovitch, while Mageina Tovah returns as his daughter, Ursula. Joe Manganiello reprises his role as Flash Thompson, while Becky Ann Baker appears as Mrs. Stacy. Theresa Russell plays Marko's wife Emma, with Perla Haney-Jardine portraying his daughter Penny. Bruce Campbell plays a French maître d'.
Cameo appearances include Dean Edwards as a newspaper reader who criticizes Spider-Man, Lucy Gordon as newscaster Jennifer Dugan, and newscaster Hal Fishman as himself. Grant Curtis, one of the movie's producers, plays the driver of an armored car attacked by Sandman, while the movie's composer Christopher Young appears as a theater pianist. Spider-Man co-creator Stan Lee also has an cameo in the movie.
↑The company is erronously credited as Marvel Studios, despite Spider-Man 3 not being financed by the studio or placed within the Marvel Cinematic Universe (MCU) franchise which began a year later. Both Sony and the actual Marvel Studios would later collaborate on co-producing Spider-Man films set in the MCU in 2015.
↑Edward Douglas (August 1, 2006). "Exclusive: Enter Sandman!". SuperHeroHype.com. Archived from the original on November 18, 2006. Retrieved August 25, 2006.
