Spider-Man 3 is a 2007 American superhero film produced by Marvel Entertainment and Laura Ziskin Productions, and distributed by Columbia Pictures based on the fictional Marvel Comics character Spider-Man. It was directed by Sam Raimi and scripted by Sam and Ivan Raimi and Alvin Sargent. It is the final film in the Sam Raimi Spider-Man trilogy. The film stars Tobey Maguire, Kirsten Dunst, James Franco, Thomas Haden Church, Topher Grace, Bryce Dallas Howard, Rosemary Harris, J.K. Simmons, James Cromwell and Cliff Robertson in his final film appearance.
Set months after 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 convict, Flint Marko, falls into a particle accelerator and is transformed into a shape-shifting sand manipulator. An extraterrestrial symbiote crashes to Earth and bonds with Peter, influencing his behavior for the worse. When Peter abandons the symbiote, it finds refuge in Eddie Brock, a rival photographer, causing Peter to face his greatest challenge.
Development of Spider-Man 3 began immediately after the release of Spider-Man 2 for a 2007 release. During pre-production, Raimi originally wanted another villain to be included along with Sandman, but at the request of producer Avi Arad, the director added Venom 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 900 visual effects shots.
Spider-Man 3 premiered on April 16, 2007 in Tokyo, and released in the United States in both conventional and IMAX theaters on May 4, 2007. Although the film received mixed to positive reviews from critics, in contrast to the highly positive reviews of its predecessors, it stands as the most financially successful film in the series worldwide, Marvel's second most financially successful film after The Avengers, and Sony Pictures Entertainment's second highest-grossing film behind Skyfall. After the success of Spider-Man 3, Raimi was scheduled to direct the unproduced Spider-Man 4. However, disagreements between Sony and Raimi forced the director to leave the project, and Sony cancelled the film as a result. A reboot was released on July 3, 2012.
Plot
Peter Parker plans to propose to Mary Jane Watson, who has just made her Broadway musical debut. A meteorite crashes near the two in Central Park, and an extraterrestrial symbiote attaches itself to Peter's moped. While fleeing police, escaped prisoner Flint Marko falls into a particle accelerator that fuses his body with surrounding sand and allows him to shapeshift at will as the Sandman. Peter's best friend, Harry Osborn, who knows Peter is Spider-Man and holds him responsible for his father's death, attacks Peter using weapons based on his father's Green Goblin technology. Harry injures his head and suffers from partial amnesia, making him forget his revenge and that Peter is Spider-Man. During a festival honoring Spider-Man, Marko robs an armored car. NYPD Captain George Stacy tells Peter and Aunt May that Marko was Uncle Ben's killer, and the deceased Dennis Carradine only an accomplice. While a vengeance-obsessed Peter sleeps, the symbiote bonds with him. Peter wakes up hanging from a skyscraper and discovers his costume has changed and his powers have been enhanced, but the symbiote brings out Peter's dark side. Wearing the new black suit, Spider-Man locates Marko and fights him in a subway tunnel, ultimately reducing him to mud using water.
Peter's changed personality alienates Mary Jane, whose career is floundering, and she finds solace with Harry. Urged on by a hallucination of his father, Harry recovers from his amnesia and compels Mary Jane to break up with Peter. After Mary Jane tells Peter she is in love with another man, Harry meets with Peter and claims to be "the other guy". Later, Peter, wearing the black suit, confronts Harry and fights him. Harry throws a pumpkin bomb at Peter, who deflects it back, disfiguring Harry's face.
Under the symbiote's influence, Peter exposes Eddie Brock, a rival photographer at the Daily Bugle, by submitting doctored photographs showing Spider-Man as a criminal. Furious at having to print a retraction, J. Jonah Jameson fires Eddie. Meanwhile, the Sandman recovers from his injuries.
To make Mary Jane jealous, Peter brings Gwen Stacy, Brock's girlfriend, to the nightclub where Mary Jane works; Brock secretly sees them and assumes they are dating. Gwen catches on and storms out. Peter brawls with the bouncers and, after accidentally hitting Mary Jane, realizes the symbiote is changing him. He retreats to a church bell tower. While trying to remove the symbiote costume he hits the church's bell, weakening the alien and making it easier to remove. Peter tears the symbiote off and it falls to the lower tower, landing on Brock, who is praying for Peter's death. The symbiote bonds with Brock, transforming him into Venom. Venom finds the Sandman and offers to join forces.
Brock hijacks Mary Jane's taxi and hangs it from a web hundreds of feet above a sand-filled construction site. Peter seeks Harry's help, but is rejected. While Peter clashes with Brock, Harry learns the truth about his father's death from his butler and goes to help Peter. Harry temporarily subdues a gigantic incarnation of the Sandman, breaking him apart. Brock webs Harry's glider, causing it to bump into some pipes, making sonic vibrations that weaken the symbiote. Peter recalls how the church bells weakened it previously. Brock then tries impaling Peter with Harry's glider, but Harry jumps in the way. Peter grabs pipes and forms a ring around Venom, creating a wall of sonic vibrations. The alien releases Brock, and Peter pulls Brock away from the creature. Peter throws a pumpkin bomb from Harry's glider at the symbiote, but Brock jumps in to re-bond with it, and both are destroyed by the blast.
Marko tells Peter he never intended to kill Ben, but only wanted his car and shot him by accident when Dennis grabbed his arm. He claims Ben's death has haunted him since. Peter forgives Marko, who dissipates and floats away. Peter and Harry forgive each other, and Harry dies with Mary Jane and Peter at his side. Days later, Peter visits the jazz bar where Mary Jane is singing, and they dance.
