Reviewed by Max Foizey.

Release Date: May 4, 2007
Directed By: Sam Raimi
Starring: Tobey Maguire, Kirsten Dunst, James Franco
Rating: PG-13

By the time we get to the third film in any franchise, things seem to wear a little thin. I'm happy to say "Spider-Man 3" breaks this pattern. Nothing here feels like a retread of the same old thing. Peter Parker is on top of the world as the film begins, with New Yorkers finally embracing Spider-Man, ladies swooning, and kids dressing up like ol' webhead. Things are going well for Parker's girl Mary Jane Watson as well, as she lands the lead in a Broadway production. Of course this happiness doesn't last long. Our first sign that something wicked this way comes is a strange black substance that arrives during a meteor shower, and attaches itself to Peter's scooter.

Meanwhile Peter and MJ's former pal Harry Osborn is reborn as the New Goblin, following in his late father's misguided footsteps, dead set on making Peter pay for killing daddy Dafoe. He ambushes Peter early in the film, resulting in a go-for-broke sequence that may be the film's most exciting. Harry is knocked cold at the end of the fight, resulting in temporary short-term memory loss, which sounds much worse than it plays out. It's a nice device that allows us to see Harry, Peter and MJ as friends again, and even gives a little insight into what MJ and Harry's failed romance could have been.

Mary Jane's Broadway dreams start crumbling around her, but her boy Pete is too wrapped up in his own press to feel her pain. He's a superhero you know, he has to save damsels in distress, like his beautiful classmate Gwen Stacy. I'll admit, just seeing Gwen (Bryce Dallas Howard) in a movie is enough for me to give this film five stars. I'm a geek like that.

James Cromwell has a few seconds of screen time as Gwen's dad, Captain Stacy, which means absolutely nothing to 99% of you out there, but made me and other comic book fans smile. (Captain Stacy! In a movie! Along with Gwendolyn! In a Movie! Hey look! It's the Stacys! In a movie!) Capn' Stacy informs Peter and Aunt May (Rosemary Harris) that the true killer of their beloved Ben Parker (Cliff Robertson) is on the loose, one Flint Marko (Thomas Haden Church).

Remember that black alien ooze? It attaches itself to Peter while he's having a nightmare. When Peter rises, his entire suit is covered by the substance, which makes him feel euphoric and powerful. He likes it. He takes it for a spin, and barely notices the extra aggression coming out in his personality. Not much is explained about the alien substance other than it appears to be a symbiotic life form. Dr. Curt Connors advises Parker to jettison the suit, but Pete's having too much fun being bad. Before you can say "thwip" he is convinced he's a bad ass ladies man, dancing it up on the New York streets in a sequence as good as part two's "Raindrops Keep Falling on my Head" interlude.

Meanwhile Flint Marko is on the run from the law (and Spidey) and in a display of the WORST LUCK EVER, is transformed into The Sandman, in a way that only makes sense in these types of movies. As Peter says, "Where do these guys come from?!"

Topher Grace is pitch-perfect as Peter's rival at the Daily Bugle, one Eddie Brock, Jr. Eddie has nothing going for him in life, so he makes most of his accomplishments up, from the pictures he takes to the girls he dates. When Peter exposes him for the fraud he is, Eddie is defeated, and winds up in a church, praying to God......to kill Peter Parker. Not exactly well-adjusted, are we Mr. Brock? It's in this same church that Parker finds refuge when realizes the black suit is negatively influencing his actions and decides to rid himself of it, having already done some damage to the ones he loves. Let's just say the rejected suit and the dejected Brock are a match made in hell.

Ever since Tim Burton's "Batman Returns" (possibly the closest to a live action comic book we've ever seen) critics have complained about 'too many villains' in superhero movies. I never understood this. Why is one villain the perfect number? Why not focus on more than one storyline? Are attention spans that short? I'll agree that there isn't a lot of development of the Sandman character in this film, but we got just enough to make you feel for the guy.

There is so much story thrown at you that it barely fits on screen. I suggest you see this Spidey flick more than once just so it can all sink in. Moods change almost as fast as your next grab for popcorn, but Director Sam Raimi knows what he's doing, so just stick with it. This is not a run-of-the-mill been-there-done-that comic book film. This is not "300." There are a lot of mature themes being dealt with here, and that's just the way a Spidey film should be.

Anyone complaining about the film's focus on emotions rather than action is clearly not familiar with Spider-Man or his legacy, which has always been less about fighting and more about heart. This is a film about forgiveness. A giant summer blockbuster all about forgiveness. And that's going to turn a lot of people off. Those people can take solace in the fact that they'll soon be able to watch "Rise of the Silver Surfer" the Fantastic Four sequel. That should be enough mindless beat-em-ups for those short-sighted people.

I felt "Spider-Man 2" was a vast improvement over the first film, which was a bit of a disappointment for me. The storylines from those first two films are pretty much all wrapped up in this one, but not as you might expect. That's part of why I think part three is the best Spider-Man film yet. It may seem like a garbled mess at times, but in the end I think it all shakes out. I think it works. It certainly feels more EPIC than either previous installment, and I can't wait to see it again.

In addition to hosting 'Max on Movies' on Sunday nights at 7pm on 97.1 FM Talk, Max appears weekly on the Dave Glover Show Fridays at 5pm. A member of the Saint Louis Gateway Film Critics Association, Max has written about film and theatre for various print and Web media, and appeared as guest critic on various nationally syndicated radio shows. Max lives in Missouri and is a diehard Miami Dolphins fan. Although Max's first film review for Emmis Communications was "Christmas with the Kranks," he got the job by submitting a spec review of "Spider-Man 2" way back in June of 2004. It was never published, but Max will e-mail you a copy if you ask nicely. Just go easy on him, True Believers, it was his first time wearing a critic's hat. Excelsior!