In Defense of ‘Spider-Man 3’ (2007): What Could’ve Been

In Defense of Spider-Man 3: What Could’ve Been is an opinion piece. Many different opinions and theories have covered the topic over the years since the film released, but this one is mine!

… and so, we have arrived. My two previous articles about What Went Wrong and What Went Right about Spider-Man 3 (2007) were pretty much laying the groundwork for this article. There isn’t too much that I would change about Spider-Man 3. What I’m going to do is leave the majority of the film intact and change the storylines that I feel went wrong, mostly toward and during the third act.

What I would propose would be for both Spider-Man 3 and Spider-Man 4 needed to be filmed back-to-back. If this were to have happened, it would’ve expand on making a larger overarching story. A double feature would’ve left out Eddie Brock’s story from the bell tower to when he met up with Flint Marko, (because it doesn’t make sense for Eddie to randomly recruit him), which means that Eddie’s story would’ve been left on a cliffhanger and sets up for both he and the symbiote to become the main antagonists in Spider-Man 4.

The Story So Far …

I’m willing to keep everything that happened in Spider-Man 3 up to and including the bell tower scene because there isn’t anything wrong with the movie up until this point. I’m even willing to keep Eddie Brock in the movie because as I’ve stated; it’s mostly Venom’s sudden appearance that ruins the entirety of the third act.

New Goblin

Let’s rewind the plot here a little bit: Harry discovered that Peter was Spider-Man and blamed him for the death of his father Norman in Spider-Man 2 (2004). He later found found Norman’s secret room with the Goblin Glider and pumpkin bombs and decided to take the fight to Peter after he left the opera house at the beginning of Spider-Man 3.

This scene does two things: it sets Harry up as the main antagonist and this first fight also foreshadows New Goblin who truly should’ve been the villain in the third act of the movie instead of shifting the focus to Eddie as Venom.

I initially didn’t care for the amnesia storyline but I have changed my mind on this as I do feel that it does serve a purpose. It shows who Harry could’ve been had he not succumbed to his demons and become so fixated on revenge. While he is no longer the villain during this period of time, he still has a storyline and it allows for the focus of the movie to shift to introducing Sandman as the “B” villain that Spider-Man needs to defeat now that he doesn’t have to worry about Harry constantly having to look over his shoulder for Harry trying to kill him.

What I’d Change

The Bell Tower

The bell tower scene is where I feel that Spider-Man 3 goes from being a good movie into becoming a gigantic convoluted mess. If I had to pick one point to in the script to intervene, this right here is where I would choose to do so.

I actually really like this scene, mostly because it’s comic book accurate, and I would be willing to keep this in it’s entirety. However, the one thing that I would choose to do would be to drop Eddie’s storyline completely right here and pick it back up in Spider-Man 4.

Eddie Brock

That’s it! He’s done, it’s over. There are too many storylines that need resolving and there is no point in having Venom only show up in the third act of the movie. It does a disservice to everything that has built up before it. It does a disservice to the source material, the actors involved in making the previous movies, the audience who came to love the first two movies as well as the character himself. We ended up getting an disappointing conclusion to the franchise because of this decision so let’s eliminate Venom entirely.

So, without Venom as the villain in the third act, what would the rest of the movie look like?

Rearranging Storylines

Harry Osborn

As I have said, I feel like both Harry and Eddie serve the same purpose in the movie and this is where I am going to back up those claims. If we eliminate Eddie from the third act, that leaves Harry as the villain of the story. I feel that this would make the most sense in completely his storyline. Sure, he doesn’t get any type of redemption by coming and aiding Peter against Venom … but I don’t feel that he needs or deserves it.

After Mary Jane rejects him, he now has his memories back and is still dead set on wanting revenge against Peter. Instead of Bernard the butler being able to change Harry’s mind about what happened to Norman, Harry should choose to decide to ignore his explanation. Why does this happen? Who knows. People get fixated on revenge and don’t know what to do with their lives unless they have someone or something to fight against. So I am just going to use that extremely thin veil as a form of Harry’s motivation in keeping him the villain and taking the fight to Peter in the final act.

Flint Marko

Without Eddie, this leaves Harry having to be the one who ultimately recruits Sandman to fight alongside him against Spider-Man. As much as I feel that Sandman was wasted, I don’t know how to change or expand on his storyline. So, let’s keep with the theme that Flint is the “B” villain and it’s Harry who recruits him instead of Eddie. How does Harry find Flint? Probably in a similar fashion as Eddie did. The point is that nothing in Flint’s story really changes. Everything that has already happened, happens and that’s all that matters.

The Final Battle

Again, I would keep everything up to and including the bell tower scene — but I would also include a few scenes directly following that weren’t in the clip above. When Peter gets out of the shower, he gets a wellness check from Aunt May and they talk about how Peter feels he is unsure about the decision to propose to Mary Jane. This is fine, it’s what follows that starts the downward spiral because this is when Eddie suddenly becomes the “big bad”.

Of course, because we have had so much going on with Harry in the movie it only makes sense to complete his descent into madness. This gives his story arc a type of “like father, like son” theme — which has already been setup throughout the entire trilogy!

Let’s just say that before Harry sets out to fight Peter, he has the television on and he sees a news reel of Spider-Man and Sandman fighting at some point earlier in the movie and this gives him the idea to track down Flint Marko. Let’s keep the half built skyscraper because Harry is on a glider so they are going to have to be high up anyway. The only real thing that would change is MJ not in the taxi cab entangled in a giant web. Being the damsel that she is, I’m sure that she would still be held hostage in a much similar way.

… another reason why I would choose to disregard Eddie is because when he kidnaps Mary Jane as the cab driver, the two of them haven’t had a scene together until this point. Because the audience hasn’t seen them interact, it doesn’t make sense that Eddie would have any idea that she has any type of association with Peter. It would make more sense for it to have been Harry to be the one who kidnaps MJ, especially considering what has happened between the two of them prior to this moment in time.

I’m not going to give a full blow-by-blow when it comes to the final fight. It’s the third act, they fight — it’s happens. I would want Harry to die in the exact same way that Norman did, with him getting impaled by his own glider. This would make Harry realize only too late that Peter was in fact telling him the truth that he wasn’t responsible for Norman’s death.

I’m still in favor of having Harry die at the end of Spider-Man 3. This is really the only way the his story can come full circle. He does end up dying in the comics (in a different way) but this is something that can serve as a consequence to both Peter and Mary Jane’s story.

… and as I said, nothing would change regarding Sandman’s story, he fades away into the wind the same way he originally does because Flint isn’t a bad guy. He just has bad luck.


Anyways, let’s pick the story back up after both Peter and Mary Jane have attended Harry’s funeral. I’m not sure how much time has gone by but clearly there hasn’t been any contact between the two of them. (I have to include this scene because I just love it so much).

If Spider-Man 4 was indeed going to be an option, there needs to be some setup between Peter and MJ instead of abruptly ending the movie on this note. After this, let’s say that they talk about their relationship. Peter still wants to propose but Mary Jane is reluctant. She declines and they don’t get back together in the end. The only reason I would choose to end this on a down note is because this is far from the end of their story.


After everything that has gone down between Peter, Harry and Sandman, this is when we see Eddie again. Night shot in the city: the camera panels down into the back of an alleyway where Eddie is wrapped in the symbiote, resting in the back of an alley. He’s cold, he’s shivering and crying. Suddenly he hears a voice, thinking that it came from behind him — he shouts out “who’s there?”. The twist is: he is hearing the voice of the symbiote in his head … and it’s hungry.

Because the symbiote was attached to Peter, Eddie starts getting flashes in his mind of Peter’s memories. He sees a shot of Peter in his Spider-Man costume. Figuring it out, Eddie whispers “…Parker”, and then he runs off into the night. “To be continued” appears on the screen. Role credits, leaving the audience to wait a whole year just to find out what happens next with Eddie and Venom’s storyline when Spider-Man 4 releases that next summer.


That is what I would choose to change about Spider-Man 3. I’m sure you can tell by simply rearranging a few storylines and plot points that the story is able to make a lot more sense in the third act. This is why I kept saying that both Harry and Eddie served the same purpose in the film because if we were to abandon Eddie Brock at the bell tower and eliminate Venom in the final battle, it works even better with Harry as the villain in the end and we still end up with the same outcome. Of course, this all depends on if Spider-Man 3 and Spider-Man 4 were to have been filmed at the same time. It’s a fun idea but it’s ultimate something that can’t be changed.

I feel that Spider-Man missed the boat when it comes to a double final entry. It was a fad that came a few years later with Harry Potter, Twilight and The Hunger Games. There would’ve been a lot of potential had Spider-Man been given this same treatment because there are still so many plot points and storylines that weren’t able to get resolved and could’ve been used in a fourth installment to give the franchise a satisfying conclusion.

To be concluded…