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Making things even more crowded, all of Spidey's favorite supporting characters are waiting on the sidelines for their turn to grab the spotlight. Bruce Campbell turns in his funniest, most memorable cameo yet (he's been in all three). J.K. Simmons' J. Jonah Jameson barks outrageous orders as if he's stayed in character for three years. And Rosemary Harris provides the same performance that she always does as Aunt May, given nothing unexpected to do. Surprisingly, it's Peter's landlord (Elya Baskin) and his daughter (Mageina Tovah) who play a more active role this time around.

But the film's most dramatic and compelling conflict consists of Peter's battle to overcome his own pride, desire for vengeance, and alarming foolishness—all accentuated by the presence of the black, gooey, parasitic symbiote.

In a sequence that threatens to turn the movie into Spider-Day Night Fever, Parker the Punk gets a wicked-cool makeover that makes him feel like dancing. And he does, in the zaniest superhero spectacle since Michelle Pfeiffer embraced her inner feline in Batman Returns.

Harry (James Franco) still wants to avenge his father's death

It's here that Raimi proves himself to be the gutsiest superhero-director working today. In fact, his outrageous gamble here may just divide Spider-fans into two groups: those who find this unforgivably corny, and those who laugh until it hurts.

Embracing his inner jerk, Parker struts his stuff with a blonde beauty named Gwen Stacy (Bryce Dallas Howard, taking care to avoid eclipsing Mary Jane's appeal). He's a web-swinger one minute, a dance-floor swinger the next, and when the multiple storylines spin him around, he's an acrobatic mood swinger.

While this tangent strains our suspension of disbelief, Raimi should be congratulated for taking his movie into brave new territory rather than following the familiar path of dark, brooding superhero stories. And nobody can deny that Maguire comes to life in this sequence, clearly having more fun here than he's had in his colorful big-screen career.

And Kirsten Dunst? Well, her two musical numbers are less-than-thrilling—although, to be fair, the screenwriters acknowledge this in their story. But her portrayal of Mary Jane's heartbreak is convincing. After Peter's betrayal, it's easy to believe that she would run into Harry's open arms while Peter gallivants about town.

It's not so easy to believe, however, that Peter could be so mean-spirited, even under a symbiote's influence. Is he really so blind to the pain he's causing Mary Jane?

In fact, there's a lot that's hard to accept this time around.

A black substance gives Spidey more power, but brings out the worst in Peter

When Marko runs from the cops, he just happens to stumble into a top-secret government experiment that gives new meaning to the phrase "dust to dust." (After he crumbles, how does he manage to "pull himself together"?) When the symbiote rides a meteorite down to Earth, it just happens to land within reach of Peter Parker. (And why does it look like a spidey-suit when it consumes Parker, but like an oily demon when it takes over Brock?)

Ah, but why nit-pick? This is the stuff of crazy comic-book drama. Better to consider what all of this adventure is about.

And the themes are as straightforward as Sunday school lessons: the dangerous allure of vengeance, the power of forgiveness, the nature of true love. There's even a church standing at the center of the movie's widening gyre, where Peter wrestles with his sinful nature, that all but guarantees Spider-Man 3 a place on Christian film-critic top ten lists for 2007. An admirable act of sacrifice during the climactic battle is sure to inspire a Christian-market spinoff book: The Gospel According to Spider-Man.

Raimi should be congratulated for breaking the "third episode curse." Most adventure franchises manage two successful episodes, then collapse in the third. (Remember how Bret Ratner botched X-Men: The Last Stand, after Brian Singer's two triumphs? Remember how Joel Schumacher robbed Tim Burton's Batman franchise of its intrigue? Remember Superman 3? Or … well, I almost mentioned Return of the Jedi, but that would be asking for trouble.) While it's not as satisfying as the second installment, Spider-Man 3 delivers 139 minutes of engaging, occasionally exhilarating entertainment that manages to bind drama, comedy, music, and action without losing its balance. And the special effects? You'll get your ten bucks' worth, no question.

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