Following up on the spectacle that was Spider-Man 2 is hardly an easy task. However, it’s how far Spider-Man 3 falls that causes the massive influx of disappointment over every frame of the film. Campy scenes that feel out of place, far too much story, pointless (and wasted) characters, and occasionally lackluster special effects combine to make the weakest film of this modern superhero trilogy.

Venom has been a long awaited villain for this franchise, and he’s thrown away in a mess of conflicts. Thomas Haden Church performs well as Sandman, but is useless in terms of the story. Spider-Man already has to deal with the latest generation of the Green Goblin, his own inner demons, and an increasingly whiny Mary Jane who apparently doesn’t have a clue as to how hard it is to be a superhero in New York.

This is the longest film of the series to date, and it’s incredible how, during that time, so little is accomplished to move it forward. Instead of offering the development of the Spider-Man character we were given in the second one, we’re stuck with the embarrassment of a song and dance routine that belongs in a direct-to-video knock-off version of this movie. How no one, including Tobey Maguire, figured this wouldn’t fly with audiences is a baffling case of Hollywood stupidity.

Action set pieces continue to grow larger (as do the budgets), including an incredible crane accident on a high rise. Slowly though, it’s growing tiresome to see Spidey swing through the city with never improving CGI. Movements still defy physics more often than not, and by the third film, these quirks should be worked out. It’s impressive, but hardly the spectacle it once was.

Going back to the Sandman, not only is he not necessary, he’s a fairly dumb villain. If he can morph into a 30-story high monster, why wouldn’t he always do this instead of trying to fight as an average-sized man? On the screen, his transformations with sand make for impressive visuals, yet the entire concept feels ridiculous. This comes from a movie involving alien goop that turns heroes into villains.

The energy and excitement of this franchise is still evident, even after three entries. It’s spread too thin for Spider-Man 3, and the audience pays for it. If we do get a fourth, here’s hoping for a condensed, tighter screenplay to go along with the engrossing action.

This is a stunning example of what the hi-def format can do. Spider-Man 3 looks perfect, with high contrast and deep blacks. Colors pop off the screen in vivid style, and the astronomical level of detail is to point where every grain of sand used to create Sandman is identifiable. Wide shots of the city as Spider-Man swings through it are remarkable in their clarity.

Both Dolby TrueHD and PCM uncompressed versions are here for your listening pleasure. The number of scenes worth showing off is almost impossible to count, as even the non-action moments have wonderfully immersive background noise. Cars drive down the street and move fluidly through the speakers. Spider-Man flows through all five channels as he swings around. Action is loaded with intense bass, particularly the crane disaster and the full-size Sandman attack. It’s the type of deep, rumbling bass that knocks things off the wall, yet doesn’t overpower other sounds.

Two commentaries lead the extras, the first with Sam Raimi and six cast members. All of the lead actors are here for this constant, loaded discussion about the film. The filmmakers' track includes producers, visual effects supervisor, and the editor. This one is dry and technical, though still offers enough information.