On the Upcoming Marvel Year-End Wrap-Up show, I talk a little about how I think Spider-Man 3 was the worst of the Spidey films. I still think this, but upon a second viewing, it’s not as bad as I thought. Dammit! The same things that “bugged” me before (sorry, bad pun) still bug me, but what makes it better is that I see the things that work well, although it took me a second viewing to realize it. So how good is a film if it takes you more than one viewing to realize it? Shouldn’t great films hit you on the first viewing?

The Good:
What I liked in this film was the interaction between the three main players, Peter, MJ, and Harry. On a second viewing, these things seem like a real progression from the second film. Harry is harboring anger for Peter, MJ is with Peter but realizing that he’s not always going to be there for her, because he’s Spider-Man, and Peter is just missing all the cues, like the loveable lug we met previously. Yes, the bump on the head for Harry is silly, but when he forces MJ to break up with Peter and forces Peter to come to him to vent, and then ruins his day again, it just seemed brilliant. And after that, Peter shows up at Harry’s house to beat the crap out of him! Harry wanted to make Peter angry, to lash out in rage, and he succeeded. You could almost say that Peter hitting MJ in the Jazz club is also Harry’s fault. Harry fought Peter in his house, while Peter was under the symbiote’s influence, gave him the rage to win, and go out and be bad, wanting revenge on MJ now. Peter lost control, hit MJ, and then freaked out when he realized what happened. Harry’s actions caused Peter’s heart to break three times, when MJ broke up, when Harry was the other man, and when Peter hit MJ. As Harry said, “sooo good.” That really worked for me the second time around. Because of this, Harry’s redemption at the end of the film really came through, even though Raimi and his writing team had to resort to the Deus Ex Machina of the butler, which is still lame a second time around. Harry, even though he’d been a reak jerk to Peter in the recent past, saved his friend from the spikes and Venom, showing Peter the ultimate act of friendship, self-sacrifice, even if it was impulsive.

MJ’s scenes worked for me on the first viewing, and here as well. I really got the sense that she was feeling left out. Peter was so high on being Spider-Man that he couldn’t see her being so low. Peter couldn’t be there for her, and so she reached out to Harry. Peter’s growth worked a little better, and I even smirked a little during the emo-dance scene. I think I got it this time around, seeing how Harry’s machinations were inadvertantly at work.

The Bad:
Too many villains. Harry, Sandman, and Venom. This is where the film really fails. None of these villains, other than Harry, were really developed characters. We only got a few scenes of Eddie Brock before he became Venom. Sandman was a total joke, being a victim of too little screentime, and the fact that just like Doctor Octopus, he had to be redeemable at the end. Doc Ock’s redemption worked, because we got to know him before his arms went nuts, there was a reason that he was acting weird. Sandman, had no real motivation to be Sandman. His little girl is sick. With what? A cold? Tell me what’s wrong with her, how much does it cost? How long does she have to live? If she has cancer, make her bald or something to show that she had radiation treatments but had to stop due to money problems.

What was Flint in prison for in the first place? Has he tried to get a regular job? Play the lottery? A scene or two showing us this would’ve gone a long way. Also, a giant sand-monster, really? Why did Flint lose his speaking ability when he enlarged himself? If they had kept him normal size but just let him enlarge his hands, feet, head, one thing at a time (like in the comics) then I think that final battle would’ve been more personal. Once he became a giant sand-monster I lost all respect for him as a character, he just became lamer. They had already shown how much of a threat Sandman was in the armored car robbery scene, so we know he’s hard to fight, just give the man more motivation to fight and he’d have been awesome. Some other things that really killed me were the kids. “Wow! Spider-Man!” Shut up kid, where’s your mom and why aren’t you in bed? It’s a school night. Sam, you can put your kids in the film, but they don’t need speaking parts to break up the action, it just takes away from it. Speaking of taking away from the action, the news reporters didn’t need the second sequence. Them setting up the danger was fine but once they entered in with the “Oh, the brutality” and “This could be the end… for Spider-Man” they robbed the final battle of all the tension. I know it’s brutal, I’m watching the battle happen, I don’t need your commentary.

So all in all, I’d give Spider-Man 3 a C, on a second viewing. I still think that it not working on a first viewing says something about the film, it’s nowhere near perfect, but it does have some redeeming qualities, mainly our three main actors and their plotline. If you were dissapointed with the film when it came out, go rent it and try it a second time, let me know what you think.