Spider-Man 3 is a 2007 superhero film and the final part of the original Spider-Man trilogy.
- Kirsten Dunst - Mary Jane Watson
- Tobey Maguire - Peter Parker/Spider-Man
- James Franco - Harry Osborn/New Goblin
- Thomas Haden Church - Flint Marko/Sandman
- Topher Grace - Eddie Brock/Venom
- Bryce Dallas Howard - Gwen Stacy
- Rosemary Harris - May Parker
- J.K. Simmons - J. Jonah Jameson
- Cliff Robertson - Ben Parker
- Willem Dafoe - Norman Osborn/Green Goblin
Peter Parker plans to propose to Mary Jane Watson, who has just made her Broadway musical debut. A meteorite lands near the two in Central Park, and an extraterrestrial symbiote attaches itself to Peter's moped. Elsewhere, police pursue escaped prisoner Flint Marko, who falls into an experimental particle accelerator that fuses his body with the surrounding sand and allows him to shapeshift at will as the Sandman. Peter's best friend, Harry Osborn, who knows Peter is Spider-Man and holds him responsible for his father Norman Osborn's death, attacks Peter with new weapons based on his father's Green Goblin technology. Harry injures his head on a pipe and suffers from partial amnesia, making him forget his revenge and that Peter is Spider-Man.
During a festival honoring Spider-Man, Marko robs an armored car. NYPD Captain George Stacy tells Peter and Aunt May that Marko was Ben Parker's killer, and the deceased Dennis Carradine was only an accomplice. While a vengeance-obsessed Peter sleeps, the symbiote bonds with him. Peter wakes up hanging from a skyscraper and discovers his costume has changed and his powers have been enhanced, but the symbiote brings out Peter's dark side. Wearing the new black suit, Spider-Man locates Marko and fights him in a subway tunnel. He discovers water is Marko's weakness and uses a water pipe to reduce the Sandman to mud.
Peter's changed personality alienates Mary Jane, whose career is floundering, and she finds solace with Harry. Harry recovers from his amnesia and, urged by a hallucination of his dead father, compels Mary Jane to break up with Peter. After Mary Jane tells Peter she loves somebody else, Harry meets with Peter and claims to be "the other guy". Later, Peter, wearing the black suit, confronts Harry and spitefully tells him his father never loved him. Harry throws a pumpkin bomb at Peter, who deflects it back, disfiguring Harry's face.
Under the symbiote's influence, Peter exposes Eddie Brock, a rival photographer at The Daily Bugle, by submitting doctored photographs showing Spider-Man as a criminal. Furious at having to print a retraction, J. Jonah Jameson fires Eddie.
To make Mary Jane jealous, Peter brings Stacy's daughter Gwen to the nightclub where Mary Jane works. Gwen catches on and storms out. Peter brawls with the bouncers and, after accidentally hitting Mary Jane, he realizes the symbiote is changing him. Retreating to a church bell tower, he finds he cannot remove the suit but that the symbiote weakens when the bells ring. Peter tears the symbiote off and it falls to the lower tower, landing on Brock, who is praying for Peter's death. The symbiote bonds to Brock's body, transforming him into Venom. Brock then finds Sandman and offers to join forces.
Brock hijacks Mary Jane's taxi and hangs it from a web hundreds of feet above a sand-filled construction site. Peter seeks Harry's help, but is rejected. While Peter clashes with Brock, Harry learns the truth about his father's death and goes to help Peter. Harry subdues a gigantic incarnation of the Sandman, while Peter fights Brock. Brock almost impales Peter with Harry's glider, but which Harry jumps in the way, causing him to only be stabbed instead. Fighting the symbiote, Peter recalls how the church bells weakened it. He grabs pipes and creates a ring around the symbiote, creating a wall of sonic vibrations. The symbiote releases Brock, and Peter uses his webs to pull Brock from it. However, the symbiote has gained enough power from Peter and Brock, to live on its own without a host. Peter throws a pumpkin bomb at the symbiote from Harry's glider, but Brock jumps in to rebond with it, and both are killed by the explosion.
After the battle, Marko explains to Peter that he never intended to kill Ben, but only wanted his car and shot him accidentally when Dennis grabbed his arm, and that Ben's death has haunted him since. Peter forgives Marko, who dissipates and floats away. Peter and Harry forgive each other, and Harry dies with Mary Jane and Peter crying at his side. Mary Jane returns to the nightclub and sees Peter while giving a song. Peter and Mary Jane dance, reconciling their relationship.
- "They Say It's Wonderful" - Mary-Jane
- "I'm Thru With Love" - Mary-Jane