I have been a Spider-Man fan since I was 8 or 9 years old, possibly younger, when I began to collect Spider-Man comics. I have a small collection of comics today, more than half the collection are Spider-Man related. My wife and children think I'm something of a nerd, and I am, so I was thrilled with the first 2 Spider-Man films. So were they, I might add! I was thrilled with them because they were close to the original stories as I remembered them, with the original themes, too. For Spider-Man 3, I had high expectations, especially with the appearance of Venom, arguably the most popular villain in the modern Spider-Man comics (the 1980s and 1990s anyway). Unfortunately, the third Spider-man installment falls short of my expectations. Despite this, it is a film well worth watching, repeatedly when the mood strikes. For Spider-Man fans, though, who grew up reading the Spider-Man comics in the 1980s and 1990s like me, they likely won't bond with the film the same way they bonded with the comics.

All the important actors and actresses return for Spider-Man 3. If they had not, well, I hate to think what might have happened to this film. It surely wouldn't be the same, and possibly not draw the same movie-goers who saw the first 2 films. It is good to see Tobey Maguire (Peter Parker/Spider-Man), Kirsten Dunst (Mary Jane Watson), James Franco (Harry Osborn), Rosemary Harris (Aunt May), J.K. Simmons (J. Jonah Jameson), Dylan Baker (Dr. Curt Connors) and Bill Nunn (Robbie Robertson) reprise their earlier roles, which only helps solidify the world of this third Spider-Man film and helps fans once again suspend their disbelief and enter the world of Peter Parker. Other minor characters also return, i.e. Elizabeth Banks (Betty Brant).

Spider-Man 3 introduces new characters to the film franchise. In this installment, Captain Stacy (James Cromwell), his daughter Gwen Stacy (Bryce Dallas Howard), her boyfriend Eddie Brock/Venom (Topher Grace), and Flint Marko/Sandman (Thomas Haden Church) enter the world of Peter Parker.

For comic fans, the introduction of the Sandman, a classic Spider-Man villain from the 1960s, like Dr. Octopus, is a welcome addition. For younger comic fans, the introduction of Spider-Man's black costume, which eventually bonds with Eddie Brock to become Venom, is also a welcome addition. Both villains are certain to draw two generations of fans. Always a good idea for a film like this!

As other reviewers have noted, this film is more mature than the first two films. What they mean by this, I think, is that much of the film deals with complicated, adult themes. Peter Parker, Mary Jane and Harry Osborn are no longer high school graduates or college freshmen; they are now adults trying to make their way between the youthful world they once knew and the adult world where rent is due and feelings are sometimes hurt by the cruelty of strangers but hurt most deeply by those closest to us. Amid the personal struggles for these older pivotal characters, we also have the struggles with this film's villains. These struggles are well-blended in the film.

Interestingly, all the struggles in the film mirror and reflect one another. Peter Parker thinks he has the world by the tail, as it were, and is high on life. Despite the Daily Bugle's best efforts, the public loves Spider-Man. Spider-Man is even given the key to the city by the Chief of Police, Captain Stacy, for saving his daughter Gwen from certain death. During the ceremony, Spider-Man, eating up all the attention, hanging upside down from his web, lets Gwen kiss him. Viewers will recognize the scenario as an important scene in the first Spider-Man film when Mary Jane kisses Spider-Man herself. Mary Jane witnesses the stage kiss, and like Shakespeare noted, "Hell hath no fury like a woman scorned." The relationship between MJ and Peter is forever changed by this simple kiss.

Unknown to Peter when Gwen kisses him as Spider-Man, MJ has been fired from her lead in a musical on Broadway. Her opening night performance is heavily criticized, and her feelings are deeply hurt. Then in response to the reviews, MJ is let go, but she can't bring herself to tell Peter, because he is in such great spirits (as noted above). Early in the film, MJ takes a job as a singing waitress at a blues bar. How far she has fallen!

At the same time, Peter also begins his own downhill slide. Though he feels on top of the world, MJ leaves him after his kiss with Gwen, after she discovers that Gwen is also Peter's lab partner at college. "Who did she kiss? Spider-Man or Peter Parker?" asks Mary Jane. She leaves him alone at an expensive French restaurant, where Peter had prepared to propose to her. Thus Peter's fall begins.

At the same time that Mary Jane leaves Peter, Peter's relationship with Harry Osborn is clearly strained. Harry, of course, believes that Peter as Spider-Man killed his father, Norman, aka The Green Goblin, in the first film. Harry struggled with this belief in the second Spider-Man film, too. In this third installment, Harry takes his vengeance to the skies as the Hob Goblin, using his father's secret stash of hi-tech equipment and weapons, with only one thing in mind: destroy Spider-Man. Though Harry suffers temporary amnesia from a severe series of bumps on the head while battling Peter (out of costume), his memory returns suddenly but just in time to take advantage of the growing divide between MJ and Peter. Heeding his father's ghostly words, strike at the heart, Harry forces MJ to tell Peter that she has fallen in love with someone else, and then tells Peter himself that he is the other man, further hastening Peter's confusion, anger, and guilt.

While these events are taking place in Peter's life, Eddie Brock suffers his own problems intertwined with Peter's. Eddie is a photographer, trying to get a staff photographer position at the Daily Bugle, so he competes with Peter for photos of Spider-Man. At the same time, Eddie has had one date with Gwen and thinks that he is Gwen's boyfriend (they had a cup of coffee together). Eddie is so determined to get a photo of Spider-Man as a criminal that he manufactures it digitally. Peter, however, exposes Eddie's fake photograph, and replaces Eddie as a staff photographer while Eddie loses everything. So Eddie, like Peter, feels like he has lost everything.

Venom enters the picture as an alien symbiote who crashes to earth in a meteorite (if it worked for The Blob, it works here, too, I guess!). It needs a host to survive, and responds particularly well to aggression. As fate would have it, it hitches a ride on Peter's moped, attaches itself to Peter, who is well on his downhill slide, and becomes his black costume. This costume makes him feel powerful. It also falsely bolsters his feelings of self-worth, in such a way that Peter struts his stuff through the streets of New York, compensating for the love and security he has lost. At first, women respond with coy smiles, but Peter's bravado turns comical to the point that women who once smiled coyly now smirk and laugh when he passes. The audience, too, smirks and laughs at Pete's false ladies-man confidence.

The new black suit also makes Peter seek revenge. Wearing his black suit beneath his clothes, Peter takes Gwen to the blues bar where Mary Jane is a singing waitress. Peter, of course, is using Gwen to hurt Mary Jane. Peter gets in a scuffle with bouncers and when Mary Jane tries to stop him, he backhands her. Normally, Peter would never harm her. Still under the influence of the black costume, and having learned that Flint Marko, aka the Sandman, is actually his uncle's killer, Peter seeks vengeance on the Sandman, thinking that he has actually killed him when their battle is over. Spider-Man is not in the habit of killing, so this event is a complete reversal of Peter's character.

Peter eventually understands the influence of the symbiote, and seeks to free himself of it. Of course, the symbiote fights to remain attached to Peter. In a church belfry, Peter tries to rip the symbiote away, stumbles, and in the deafening sound of the bell, Peter frees himself. Unfortunately, Eddie Brock has come to this same church and asks God to kill Spider-Man. He hears the commotion and the bell, and investigates. Just in time to have the symbiote drop onto him. Venom is born!

The symbiote's power is understated in the film. Though Peter tells Brock that he needs to free himself from the symbiote, that he understands how good the symbiote feels, that feeling is not developed in the film. We do not see Peter astounded by the feeling, though we see Peter strut through the streets. We do not see the symbiote's power contribute to or enhance Peter's own, or control Peter as we do in the comics. We do not see the symbiote steal across the room in the dark of the night and take Peter's sleeping/unconscious body for the night, for example. This power is important, because it explains how Eddie Brock can do the things he does as Venom, and how he can battle Spider-Man and survive. By itself, the symbiote is just a stringy black blob from space without any apparent power of its own, or so the film shows the audience. So where does Venom's Spider-Man like powers come from?

This film also suffers from incongruity with the original comics. In the original comics, Peter and Gwen have a romantic relationship. In this film, Gwen is only a pawn to exact Peter's revenge on Mary Jane. The romantic relationship is completely ignored in the film. In the original comics, Gwen is also killed by The Green Goblin (Norman Osborn). Since The Green Goblin was killed in the first film in the series, he can't very well kill Gwen in a future installment. We see no romantic interaction between Gwen and Peter at all in this film, to even suspect that Peter may have some romantic feelings for her. A scene between Peter and Gwen as lab partners might have contributed a great deal to the suspense in this film.

In the original comics, Harry Osborn takes up his father's mantle as The Green Goblin. In this film, Harry is never the villain that he was in the comics. Harry subjects himself to his father's strength-enhancing formula and uses his father's pumpkin bombs, but Harry's character is quite different. Instead of a winged glider, this New Goblin uses a powerful glider board, like a snowboard, which makes me think of the hover board that appears in Back to the Future Part II. It is a bit contrived, probably to appeal to today's teen audience. The New Goblin's costume, is also nothing like the original. It is not frightening and has no dramatic effect in that regard. It is also black, mirroring the black theme of this film, but without the danger of the original Goblin. Harry is also perfectly sane, unlike his father. Strange that one of the side effects of the serum in the first film is insanity, but Harry by chance is not psychologically affected by the serum in this film.

As a villain, the New Goblin is nearly impotent. Harry has only one battle with Peter in this film, and it ends with Harry's amnesia. While it works for the plot in this film, this character is never fully developed or fully exploited. In essence, Norman Osborn, Harry's father, was right about his son all along. He's weak. The audience familiar with the comics, unfortunately, wants more than a wooden villain, especially a wonderful frightening and insane villain like The Green Goblin. We want Harry to live up to his family and villainous namesake.

In the original comics, Peter also had a romantic interest in Betty Brant, J. Jonah Jameson's secretary. Played by the sultry Elizabeth Banks, this romantic interest is ignored, except for a few understated moments. Betty helps Peter in the first film by loaning him money sometimes, while she declines advances by Eddie Brock in this third film. In this third film, Betty and Peter (under the influence of the black costume) also nearly share a kiss. In this film, the character of Betty Brant might have been used to greater effect to create distrust in Mary Jane or confidence in Peter, and start a firm plot thread for a fourth film.

Dr. Curt Connors' character is another under exploited character in Spider-Man 3, though Dr. Connors plays a larger role in this film, perhaps suggestive of a larger role in a future installment, if there is a next installment. In the original comics, Dr. Connors becomes The Lizard, after injecting himself with serum derived from lizards that can regrow limbs in an attempt to grow back his amputated right arm. I have always found The Lizard an interesting character, and was delighted to find Dr. Connor's character taking a larger role in Spider-Man 3. If we thought The Green Goblin was cool when rendered by today's movie magic, imagine The Lizard!

To be completely fair, the Sandman's character development is more than I expected from this film, and more than I ever learned in the comics. In the comics, the Sandman, as I remember him, was a wooden villain. He just wasn't very interesting psychologically, ironically, or otherwise. It is possible that the Sandman's origins have been better explained since I stopped following the Spider-Man comics in the late 1980s and early 1990s. In this film, the Sandman becomes a sympathetic villain. He accidentally killed Uncle Ben. He was a thief because he needed money to help his sick daughter get treatment. He also accidentally becomes the Sandman, much as Spider-Man accidentally became Spider-Man, as a result of a modern science experiment, in the wrong place at the wrong time, a victim of fate.

The character of Harry Osborn, though different than that which appears in the original comics, is also sympathetic. It is clear through Spider-Man 2 and now Spider-Man 3 that Harry constantly wrestles with himself about his thirst for revenge and his friendship with Peter. Though Harry never becomes the deadly villain that his father was, I believe most of the audience will identify with Harry. I know my 5-year-old son did. He cried when Harry dies in this film. I identified with him, too. We spent some time speaking with my son about his feelings and why it was OK to cry about Harry's death.

A strong, perhaps heavy-handed, theme in Spider-Man 3 is the power of choice. All the characters in this film, including the villains, have had to make choices. Spider-Man lives by his Uncle's simple statement: "With great power comes great responsibility." What some in the audience will also realize, especially in regard to the characters of Harry Osborn and Flint Marko, is that these characters, like Peter, have made choices, and continue to make choices. We find, though, that Mary Jane, Gwen Stacy and Eddie Brock also make choices throughout the film. Choice, good fiction writers understand, is what gives rise to plot, gives characters their stories. The power of choice is also a powerful thing in real life, and this is what I talked about with my son. Harry makes two significant choices that made us feel differently about him, and when he dies because of the second choice, we can't help but be moved by the power of his choice.

When Spider-Man 3 ends, I have the certain feeling that this could well be the last film in the franchise for this generation. There are no concrete plot lines or tensions left open, as there were in the first two films. No hidden lairs discovered. The film ends with Peter entering the blues bar where Mary Jane still works, stepping to the stage, holding out his hand, and the two of them beginning to dance slowly. They do not speak. So, despite their pain, there is hope for them and their relationship. It depends on the choices they now make. And the choices that will be made in Hollywood.

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PS: The Wikipedia (en.wikipedia.com) is a great resource. Researching the Spider-Man characters at that site, I discovered that Director Sam Raimi has confirmed that Marvel intends to develop at least three more Spider-Man films, and the Comic Book Movie web site (www.comicbookmovie.com) reports that The Lizard will appear in Spider-Man 4. Oh, how I look forward to those previews!

Recommended:
Yes

Video Occasion: Fit for Friday Evening
Suitability For Children: Suitable for Children up Ages 8