Of all the big summer 2007 movies, none interested me as much as Spider-Man 3. As I’ve mentioned previously, Spidey and Batman were always my favorite comic book heroes, and I really liked the first two Spidey flicks, 2002’s Spider-Man and 2004’s Spider-Man 2. With two great pictures already in the can and all the main players back, I had very high hopes for Spidey 3.

And you know what? While it didn’t quite live up to those heavy expectations, I still thought it did more right than wrong. Fans slammed it but I felt it was a worthy entry in the series.

After two movies of general turmoil and misery, Spider-Man 3 finds Peter Parker (Tobey Maguire) on a roll. The denizens of the Big Apple love his work as Spider-Man, he’s doing fine at work as a newspaper photographer, and he’s at the top of his class in college. Oh, and he’s deeply in love with his girlfriend Mary Jane Watson (Kirsten Dunst). Heck, he even plans to ask her to marry him.

Alas, the good times don’t last. Former friend Harry Osborn (James Franco) still blames Pete/Spidey for the death of his father (Willem Dafoe) back in the first flick. Norman Osborn was the Green Goblin, and Harry now has access to the old man’s stash of violent goodies. This leads to battle.

As Pete and MJ relax in the park, a space rock lands nearby and some creepy animated black goo emerges. This gunk attaches itself to Pete’s belongings and eventually mutates into a new dark Spidey suit. Pete digs the costume at first but problems eventually develop and he rejects it. Later in the flick, the goo connects with rival photographer Eddie Brock (Topher Grace) to create a hissing villain called Venom.

In addition, ex-con Flint Marko (Thomas Haden Church) comes back to NYC. We learn that Flint was the actual killer of Pete’s Uncle Ben (Cliff Robertson) back in Movie One. That makes him Spidey’s enemy number one, especially when Flint mutates into a supervillain. He ends up in a scientific testing area that transforms him into the Sandman, a creature who can rearrange his molecules into all sorts of sand configurations.

Not only does Spidey have to deal with all three of these villains, but his relationship with MJ hits some snags. She loses her exciting new gig at a Broadway musical, and when Peter starts to believe the Spidey hype and become pretty full of himself, he alienates her. It doesn’t help that Peter’s classmate – and Spidey rescue subject – Gwen Stacy (Bryce Dallas Howard) looks like she has designs on the webbed one. The movie follows these various threads and more.

Spidey 3 encountered a lot of negativity upon release – much more than the generally well-liked first two flicks. And it deserves some of the criticism. Spidey 3 definitely suffers from the most muddled story. While the first two movies each concentrated on a single villain, this one goes banana bonkers with three baddies. That means none of their stories truly satisfy because we have to deal with so much plot. In the first pair of films, matters stayed reasonably “lean and mean”, but here the movie tries to pack in too much. Both coherence and depth suffer, as we never get a great feel for any of the villains.

Director Sam Raimi also has some problems with the movie’s tone, mainly during the climax. During the big battle, the film abruptly leaves the fight for “comedic” bits in the crowd. For instance, we get an interlude in which J. Jonah Jameson haggles with a little girl to buy a camera. Not only is it idiotic – with all the other professional photos being shot at the same time, JJJ’s crap digi-photos would be worthless – but it’s a real distraction. I understand that the filmmakers want some comic relief in the midst of the drama, but they already had that via quips from Spidey and others. We don’t need this bizarre detour and a few other missteps to ruin the action.

Though I suppose ruin is too strong a term, for the climax still works fine. As does the rest of the movie, I think. Fans seem to hate “emo Peter”, the tousle-haired, eyeliner sporting prick who emerges due to the black suit. To some degree, that version of the character seems overdone, but then again, it is a comic book movie; aren’t broad characterizations common?

I didn’t mind the excesses because – and I’m apparently a minority here – I thought emo Peter was a heck of a lot of fun. It was very entertaining to see nerdy Peter act like such a cocky bastard. With his weird hipster jazz lingo and propensity to strut/dance down the street, emo Peter was a hoot.

Heck, I even like the goofy dance scene at the jazz club. I don’t really understand the antagonism this sequence engenders. Sure, it’s over the top and a departure from what you’d normally expect in this kind of film, but hasn’t the whole Spidey series been a celebration of Doing Things Differently? This isn’t a cookie-cutter series like Fantastic Four that just delivers the standard superhero business as usual. Raimi brings a twist to his flicks, and I love him for it.

Raimi also gives the Spidey flicks an uncommon level of depth and emotion. I don’t mean to pick on the FF, but in Rise of the Silver Surfer, we got a truly superficial comic book picture. It nodded in the direction of emotion – especially when it briefly killed a character – but it never delivered any warmth or feeling.

To say the least, Spidey 3 - and all of the series’ efforts – work in the opposite direction. During FF and many other flicks in the genre, I get the feeling the character scenes exist just as filler between action beats. Raimi’s Spidey veers in the opposite direction. Oh, Raimi presents some excellent action scenes, so don’t take that as an indication that he doesn’t deliver the goods. However, he seems more concerned that his films ground those sequences in real emotions and real characters. There’s a true feeling of humanity on display here, and that’s what makes the Spidey films special.

Raimi also goes three for three in terms of endings. I loved the conclusions to the first two flicks, and Spidey 3 scores the hat trick. I won’t discuss what happens in case it might spoil things, though I don’t think it would; it’s a simple, human moment, not a big plot point. And that’s what makes it great. Here we have a giant, mega-expensive action flick that finishes with an emphasis on characters, not pizzazz.

While I understand that Spider-Man 3 has its problems and is the weakest of the three films, I still think it does a lot more right than wrong. For every piece I can criticize, I can find five other bits I like. Spidey 3 is a flawed flick but I think it’s a winner nonetheless.

Spider-Man 3 appears in an aspect ratio of approximately 2.40:1 on this Blu-ray Disc. Spidey 3 didn’t boast a flawless transfer, but it looked good.

Only a few issues with sharpness developed, as a few wide shots looked a little soft. Some light edge enhancement affected these segments as well. However, the majority of the flick appeared concise and accurate. I noticed no jagged edges or shimmering, and source flaws appeared to be essentially absent; I witnessed a couple of tiny specks but nothing more.

In terms of colors, the palette of Spidey 3 seemed a little cool when compared to the first two films. While the hues were still bright at times, the film took on a light golden tint that muted the colors to a minor degree. Nonetheless, the hues remained well-developed and attractive. No significant concerns affected this quality presentation.

I felt even more impressed with the excellent Dolby TrueHD 5.1 soundtrack of Spider-Man 3, as it provided a mix that definitely entered the realm of “great”. The soundfield impressed throughout the film. Of course, the action sequences were the most memorable. The flying battles between Spidey and the New Goblin as well as all the Sandman bits really used all five channels well. The various elements zoomed and swirled around us to create a terrific sense of the action. The track handled quieter moments nicely as well; the track conveyed a consistently good sense of atmosphere. However, it’s the action scenes that will stick in your head.

Audio quality also excelled. Effects presented great impact. Those elements were concise and accurate, and bass response seemed absolutely stellar, with deep, tight lows. Music showed good range and definition, while the dialogue was natural and crisp. Spidey 3 boasted simply terrific soundtrack.

How did the picture and audio of the Blu-ray compare to those of the 2007 DVD? Both showed the expected improvements that come with Blu-ray. Audio was a little more dynamic and full, while visuals showed greater definition and clarity. The old DVD was good, but the Blu-ray demonstrated a step up in quality.

The Blu-ray packs all the same extras found in the DVD set, and it still spreads them across two discs. On Disc One, we find two audio commentaries. The first comes from director Sam Raimi and actors Tobey Maguire, James Franco, Topher Grace, Bryce Dallas Howard, Thomas Haden Church and Kirsten Dunst. The first six appeared to sit together for their running, screen-specific chat; recorded in London, Dunst’s session seemed to be separate and her remarks were edited into the rest.

At the start, we learn about the opening credits and various story issues. We get info about characters and find out that originally the Vulture was supposed to pair with the Sandman – and Ben Kingsley was slated for that role. Other details emerge about casting, performances, how Raimi uses storyboards and works with the actors, and a mix of other production specifics, most of which deal with the cast.

On the negative side, we find an awful lot of dead air here, especially given the number of participants. With seven commentators, empty spots should be minimal, but this track goes blank with surprising frequency. In addition, we hear too much general praise for different aspects of the flick. This doesn’t surprise me; many commentaries degenerate into happy talk, and for some reason, actors are often the worst offenders. Nonetheless, I’d prefer more content and less “that’s great” along the way.

Even with those issues, however, I must admit I think there’s a lot of good info here. The useful bits may come in dribs and drabs, but at least they do emerge, and we learn a fair amount about the flick. I like the actors’ insights into their work and other aspects of the production, and some funny moments pop up as well, such as when Church mocks himself and mentions that he acted in George of the Jungle. This is far from a great commentary, but it’s more than engaging enough to merit a listen.

For the second commentary, we hear from producers Avi Arad, Grant Curtis, and Laura Ziskin, editor Bob Murawski and visual effects supervisor Scott Stokdyk. All five sit together for their running, screen-specific discussion. They look at cast and crew, effects and editing, action and stunts, some story and character issues, and a few other production topics.

While not quite as interesting as the first commentary, this one holds its own. Of course, it comes with more of the expected praise, but we still learn a fair amount about the flick and the happy talk doesn’t overwhelm. Though effects info dominates, we get a good mix of other subjects. All of this adds up to a decent little conversation.

Next comes a six-minute and 42-second collection of Bloopers. Should you expect more than the usual goofs and giggles? Nope. It’s the usual silliness.

Under Galleries, we get all sorts of stills. This domain breaks into “Sketches” (34 frames), “Paintings” (23), “Sculptures” (11), “Special Effects” (28) and “Director and Cast” (19). The first two are the most interesting since they feature conceptual art.

A Music Video for “Signal Fire” from Snow Patrol runs four minutes, 34 seconds. The song’s a sappy dud, but the video’s different than usual. It shows a few band lip-synch shots but usually concentrates on a Spidey stage production cast with little kids. It’s not actually entertaining, but any movie song music video without film clips is a step up in quality.

Finally, ads finish Disc One. Previews includes trailers for Ghost Rider, Surf’s Up, Across the Universe, Casino Royale and then-upcoming Blu-Ray titles.

Over on Disc Two, we get a big collection of featurettes. Grains of Sand: Building Sandman runs 13 minutes, 49 seconds as it combines movie clips, behind the scenes elements, and interviews. We get notes from Arad, Maguire, Ziskin, Church, Raimi, Stokdyk, Curtis, executive producers Kevin Feige and Stan Lee, conceptual illustrator EJ Krisor, costume designer James Acheson, head of specialty costumes Shownee Smith, digital effects supervisors Peter Nofz and Ken Hahn, sand effects supervisor Douglas Bloom, sand shader look development lead Laurence Treweek, CG supervisor Robert Winter, and animation supervisor Spencer Cook.

“Grains” looks at the original comic book character, casting Church, character and costume design, Church’s performance and visual effects. “Grains” digs into various aspects of Sandman well, with a particular emphasis on the effects concerns. The show provides a nice take on these subjects, especially in terms of the visual effects.

Next comesRe-Imagining the Goblin, a 10-minute and 36-second piece with comments from Raimi, Franco, Arad, Ziskin, Curtis, Maguire, Feige, Acheson, Smith, Stokdyk, Cook, specialty costumers Jaime Grove and Bob Mano, property master Doug Harlocker, CG supervisor Grant Anderson, 2nd unit director/stunt coordinator Dan Bradley, and actor Willem Dafoe. We get notes about the New Goblin’s character elements, costume, gadgets and stunts. “Re-Imagining” offers a nice nuts and bolts look at the various facets. I’d like something with a little more of a character base since Gobby doesn’t have the same heavy technical side of Sandman, but the show still offers a good take on its material.

For the 15-minute and 34-second Covered in Black: Creating Venom, we hear from Raimi, Arad, Curtis, Ziskin, Grace, Feige, Krisor, Stokdyk, Nofz, Maguire, Acheson, Cook, Grace, Smith, Dunst, CG supervisors Albert Hastings and David Seager, and FX animation lead Ran Laney. “Black” resembles “Grains” except it focuses on Venom instead of Sandman. Expect similar character, costume and effects content in this effective little piece.

Hang On… Gwen Stacy and the Collapsing Floor goes for 10 minutes, 13 seconds and includes Bradley, Howard, Raimi, Ziskin, special effects supervisor John Frazier, physical effects supervisor Scott Beverly and stunt coordinator Scott Rogers. We watch the production of this stunt sequence and its various complications. I like the footage from the set and we learn a reasonable amount of good info here.

After this we get Fighting, Flying and Driving: The Stunts. This 18-minute and 57-second piece offers details from Maguire, Ziskin, Raimi, Arad, Curtis, Rogers, Bradley, Franco, Stokdyk, Dunst, stunt rigger Patrick Daley, and 2nd AD Michael J. Moore. You won’t get a cookie if you guess that “Driving” is all about the movie’s stunts. It concentrates mostly on set-based images and gives us a fun glimpse of the challenges connected to the physical action sequences.

We look at character issues in the nine-minute and 12-second Tangled Web: The Love Triangles of Spider-Man 3. It provides remarks from Raimi, Dunst, Howard, Grace, Maguire, Curtis, Arad, Ziskin, Feige, Franco, Harlocker, choreographer Marguerite Derricks, and actor Bruce Campbell. Don’t expect much insight from “Web”, as it does little more than reiterate character notes you’ll already understand if you saw the various movies. A few decent tidbits emerge but not enough to redeem this lackluster piece.

The disc follows this with Wall of Water. The seven-minute and 20-second show features Frazier, Stokdyk, Church, Bradley and camera assistant Peter Lee. Ala “Floor”, this one offers a view of how one specific stunt scene was created. We check out the segment in which black Spidey washes away the Sandman. I always like views from the set and think this one fleshes out matters well.

Next we locate the three-minute and 58-second Inside the Editing Room and its statements from Raimi, Murawski and visual effects editor Jody Fedele. “Room” tells us about how storyboards and animatics affect the editing process and other editing issues. This is an awfully short view of that subject, but it’s interesting enough.

Audio comes to the fore during The Science of Sound. It fills 16 minutes and 20 seconds with info from Raimi, composer Chris Young, supervising sound mixers Greg P. Russell and Kevin O’Connell, sound designer/supervising sound editor Paul Ottosson, and foley artist Gary Hecker. “Science” looks at the movie’s score and aspects of its audio elements. It digs into these with surprising depth and creates a fine examination of the topics.

Two similar featurettes close this area. We get On Location: New York – From Rooftops to Backstreets (12:53) and On Location: Cleveland – The Chase on Euclid Avenue (6:46). Over these, we hear from Stan Lee, Arad, Raimi, Maguire, Curtis, Franco, Ziskin, Dunst, Grace, Stokdyk, Bradley, Anderson, New York location manager John Fedynick, executive producer Joseph M. Caracciolo, 1st AD Eric Heffron, Spydercam coordinator Tim Danec, Spydercam programmers Ben B. Smith and Rich Volp, 2nd unit 1st AD Nick Satriano, unit production manager Denis Stewart, the Cleveland Film Commission’s Chris Carmody, and stuntman Tim Rigby. Both featurettes show the locations used in the flick and discuss challenges found in the various spots. This means lots of good footage from the sets as we see how the crews worked out in the real world.

Promo material shows up in the next area. It gives us four Trailers: one teaser and three theatrical. We also get TV Spots Around the World. It presents ads from Japan, Spain, Germany, Italy, Chile, Russia, Brazil and the UK. No USA? Maybe the American TV spots were so similar to the trailers that they didn’t merit inclusion.

Although Spider-Man 3 seems destined to go down as the franchise’s least well-regarded effort – at least of the first three – I don’t agree with all the negativity thrown its way. While the film has its flaws, it still provides a strong adventure with a warm emotional center not usually found in comic book material. It certainly succeeds more than it fails, and I think it’s another memorable flick. The Blu-Ray presents very good picture, killer audio, and a generally solid set of extras. This set combines an enjoyable movie and positive specs, so it definitely earns my recommendation.

To rate this film visit the Special Edition review of SPIDER-MAN 3