Spider-Man 3 is as stated in the title, the third film of the franchise. The film begins by reacquainting the audience with Peter Parker and his alter ego Spider-Man. This time everything in Spidey’s life is nearly perfect, but leave it up to the villains to turn his life upside down. This film introduces three new villains Sandman, Venom, and a new Green Goblin, who all have one ultimate goal, to get rid of Spider-Man. As the film begins to progress the story becomes at time a mess, there are too many villains, to much plot and too many tears. Though this installment has more action packed scenes it falls short from its predecessors.
Sam Raimi, who also directed the previous Spider-Man movies, appears to have lost his way and the essence of 
what made the first two films memorable. Spider-Man 3 does have its funny moments and some exhilarating action scenes, but for the most part the storyline is over the top and at times ludicrous. There are too many things going on to keep track, and to many second class villains, which weaken the film.
The performances do very little to make up for the weak plot, they are forgettable and repetitive. Tobey Maguire’s performance is bland; he is hardly given anything new to work with. One instance where Maguire is able to do something different and show more range is when Peter Parker taps into his darker and more sinister side, but even this becomes mediocre. Though his performance is dull, Maguire is not really at blame, he can only do so much with a character that fails to be developed utterly. Another character that like Peter Parker is under developed is Gwen Stacy played by Bryce Dallas Howard. Gwen Stacy is a character 
that could have been elaborated, making the plot of the film more interesting, but unfortunately Howard is given very little to do.
Kirsten Dunst plays Mary Jane for the third time but her character doesn’t seem to evolve from the high school girl that she was in the first installment. Like in the first two films Mary Jane spends most of time being the damsel in distress, gloomy, and crying, the only difference is her singing numbers. Venom/Eddie Brock (Topher Grace) and Sandman/Flint Marko (Thomas Haden Church) are two of the new villains, but there is nothing menacing about these two. Venom is suppose to be this scary and sinister villain but he comes out as an immature teenager who happens to have some superpowers. Sandman is another of the villains, except he has a “valid reason” for why his 
actions are ultimately reasonable. Church’s Sandman doesn’t work in this film at all, he suppose to be evil and at the same time the audience is suppose to feel for him, except his character is just not viable as a villain with a heart of gold. Harry Osborn (James Franco) begins where his father left off. As the New Green Goblin, Harry Osborn wants to avenge the death of his father who 
he believes was caused by Peter/Spidey, his best friend. Out of the three villains he is the most interesting with the most substance; however he is in a minor-league in comparison to his nemesis Spider-Man.
Distinct from the performances are the special-effects used in the film. Though the film isn’t great, the action sequences are worth while. They are invigorating to watch, and defiantly enhance the quality of this third installment. Digressing, this installment had a lot of good action scenes, but there were a little too many, the movie could definitely have done without one or two of those scenes. An additional thing that didn’t work is the look of some of the scenes, several of the sequences seemed as if they came out of a videogame.
Overall the third installment in the Spider-Man series is the weakest. The storyline is all over the place, and the number and quality of the villains diminish the integrity of the franchise. Even though the action sequences are entertaining, this film is not worth recommending, it’s better to wait till it comes out on DVD instead of paying more to catch it in theaters.