Spider-Man 3 (PG-13, 2007)

In SPIDER-MAN 3, Peter (Tobey Maguire) and Mary Jane (Kirsten Dunst) are finally together, and things seem idyllic until Harry (James Franco) attacks Spider-Man in an impressive airborne fight. Harry is nearly felled; when he regains consciousness, he can't remember that Peter is his archenemy. But Spidey's problems are far from over. Parasitic black ooze attaches itself to Peter and creates a black Spider-Man suit that exaggerates the webcrawler's aggressiveness, hostility, and even attraction to the opposite sex. His ego swells and he flirts with smitten classmate Gwen (Bryce Dallas Howard) to make MJ jealous. Peter's newly discovered dark side drives Mary Jane away and inspires self-absorbed Daily Bugle photographer Eddie Brock (Topher Grace) to capture Spidey's bad behavior on camera. When the steroid-like goo lands on Eddie, he transforms into Venom, the film's second super-nemesis. The third villain this time around is prison escapee Flint Marko (Thomas Haden Church), who morphs into the Sandman in a technically remarkable scene. Sandman, unlike Venom, has a heart. He just wants money to save his sick little girl -- if only Spidey would get out of his way. An alliance between Sandman and Venom leads to a climactic four-way battle scene set along the Manhattan skyline.

People who see superhero movies just for thrills and chills will find plenty of reasons to love SPIDER-MAN 3, but fans seeking Spider-Man 2's unforgettable combination of action, story, and heart will be disappointed in the franchise's third (and possibly last) installment.

There's now no doubt that Spider-Man 2's emotional depth must have been prolific author/comic-book lover Michael Chabon's contribution to the screenplay. The latest script -- co-written by director Sam Raimi, his brother Ivan Raimi, and Alvin Sargent -- just doesn't match its predecessor's level of excitement and romance. But while the action is striking, with all the sand blowing, web flinging, and characters flying, all the CGI wonders can't save Spider-Man 3's overlong, underdeveloped story from falling a bit short of super.