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Spider-Man 3 is a 2007 American superhero film based on the fictional Marvel Comics character Spider-Man. It was directed by Sam Raimi from a screenplay by Raimi, his older brother Ivan, and Alvin Sargent. It is the third and final instalment in Raimi's original Spider-Man film trilogy, following Spider-Man (2002) and Spider-Man 2 (2004). The film stars Tobey Maguire, Kirsten Dunst, James Franco, Thomas Haden Church, Topher Grace, Bryce Dallas Howard, Rosemary Harris, Cliff Robertson, J. K. Simmons, and James Cromwell. Following the events of Spider-Man 2, Peter Parker has become a cultural phenomenon as Spider-Man, while Mary Jane Watson continues her Broadway career. Harry Osborn still seeks vengeance for his father's death, and an escaped Flint Marko falls into a particle accelerator and is transformed into a shape-shifting sand manipulator. An extra-terrestrial symbiote crashes to Earth and bonds with Peter, influencing his behavior for the worse.

Plot[]

One year after the events of the second film and Otto Octavius's sacrifice, Peter Parker plans to propose to Mary Jane Watson, who has just made her Broadway musical debut. Later a meteorite lands at Central Park, and an extraterrestrial symbiote follows Peter to his apartment. Harry Osborn, seeking vengeance after his father's death, attacks Peter with weapons based on his father's Green Goblin technology. The battle ends with Harry crashing out and developing amnesia, wiping out his memory of Peter as Spider-Man. Meanwhile, police pursue an escaped convict named Flint Marko, who visits his wife and dying daughter before fleeing again, and falling into an experimental particle accelerator that fuses his body with the surrounding sand, transforming him into Sandman, with powers to control sand and to deform at will.

During a public festival honoring Spider-Man for saving Gwen Stacy's life, he kisses her, infuriating Mary Jane. The super-powered Marko robs an armored car, and Spider-Man confronts him. Marko easily subdues Spider-Man, and escapes. NYPD Captain George Stacy (Gwen's father) informs Peter and Aunt May that Marko was Uncle Ben's true killer; the deceased Dennis Carradine was Marko's accomplice. As Peter sleeps in his Spider-Man suit and waiting for Marko, the symbiote assimilates his suit. Peter later awakens on top of a building, discovers his costume changed and his powers enhanced; however, the symbiote also brings out bad thoughts and the dark side of Peter. Wearing the new suit, Spider-Man locates Marko and battles him in a subway tunnel. Discovering that water is Marko's weakness, Spider-Man breaks a water pipe, causing water to reduce Marko to mud and wash him away.

Peter's changed behavior alienates Mary Jane, whose career is floundering, and she finds solace with Harry, but leaves afterwards in regret. Harry recovers from his amnesia and, urged by a hallucination of his father, blackmails Mary Jane into breaking up with Peter. After Mary Jane tells Peter she loves "somebody else", Harry meets with Peter and claims to be "the other guy". Peter confronts Harry about forcing Mary Jane to end her relationship with him and spitefully tells Harry that his father never loved him; causing Harry to become angry again. Another fight ensues, in which Harry throws a pumpkin bomb at Peter, who deflects it back, disfiguring Harry's face and almost killing him.

Peter then exposes rival photographer Eddie Brock, who created photos depicting black suit Spider-Man as a criminal, to get the staff photographer job. Peter proves his plagiarism which results in their boss, J. Jonah Jameson, firing Brock, printing out a retraction and giving Brock's job to Peter. Later, to make Mary Jane jealous, Peter brings Gwen to a nightclub, where Mary Jane now works. Realizing this, Gwen leaves the nightclub, and, after being told to leave, Peter attacks a couple of bouncers and he accidentally hits Mary Jane, Peter realizes how the symbiote is controlling him. Retreating to a bell tower of a church, Peter removes the symbiote after bumping into a church bell weakens it, which falls below to the floor and bonds with Brock, who in turn, praying for Peter's death, is transformed into the monstrous Venom. Brock locates Marko and convinces him to join forces to defeat Spider-Man.

Posing as a taxi driver, Brock kidnaps Mary Jane, and holds her as bait from a web high above a construction site, while Marko keeps the police at bay. Seeking help, Peter goes to Harry, who rejects him. While Spider-Man battles Brock and Marko, Harry learns the truth about his father's death from his butler, and goes to the construction site to help Peter, resulting in a battle between the four. Harry subdues the Sandman before assisting Peter against Brock. In the ensuing battle, Brock attempts to impale Peter with Harry's glider, but Harry steps in, and is impaled himself. Remembering the symbiote's weakness, Peter assembles a perimeter of metal pipes to create a sonic attack, weakening it, and allowing Peter to separate Brock from the symbiote. Peter activates a pumpkin bomb from Harry's glider and throws it at the symbiote, but Brock, attempting to become Venom again and murder Peter, dives in and is killed along with the symbiote instead.

After the battle, Marko explains that Uncle Ben's death was an accident, and that his uncle was trying to help him. His death has haunted him ever since. Peter forgives Marko, who then leaves. Peter and Mary Jane accompany Harry, who dies peacefully from his injuries. Peter, Mary Jane, and Aunt May attend Harry's funeral. Later, at the nightclub, Peter and Mary Jane reconcile and dance.

Cast[]

  • Tobey Maguire as Peter Parker / Spider-Man
  • Kirsten Dunst as Mary Jane Watson
  • James Franco as Harry Osborn / New Goblin
  • Rosemary Harris as May Parker
  • J.K. Simmons as J. Jonah Jameson
  • Dylan Baker as Dr. Curt Connors
  • Willem Dafoe as Norman Osborn / Green Goblin
  • Cliff Robertson as Ben Parker
  • Bill Nunn as Robbie Robertson
  • Michael Papajohn as Dennis Carradine
  • Elizabeth Banks as Betty Brant
  • 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

Gallery[]

Trivia[]

Spider-Man
Spider-Man (2002), Spider-Man 2 (2004), Spider-Man 3 (2007), The Amazing Spider-Man (2012), The Amazing Spider-Man 2 (2014), Spider-Man: Homecoming (2017), Spider-Man: Into the Spider-Verse (2018), Spider-Man: Far From Home (2019), Spider-Man: No Way Home (2021), Spider-Man: Across the Spider-Verse (2022), Spider-Man: Brand New Day (2026), Spider-Man: Beyond the Spider-Verse (2027)