The third installment of Sam Raimi’s Spider-Man series is the weakest but is still very entertaining. Perhaps I enjoyed it partly because I so delighted in Spider-Man 2, and my enthusiasm carried over into this latest sequel. Spider-Man 2 seemed just right, with the correct amount of everything: a good villain, excellent character development, a clear plotline, and just enough terrific special effects. Spider-Man 3 has all that and more. The more is the problem.

SM3 has so-so character development, a muddled plot line, too many special effects, and three villains -- four, if you count Peter Parker/Spider-Man himself. And yet there are many good things there. Thomas Haden Church is perfect as Flint Marko, the con who shoots Peter Parker’s Uncle Ben (Cliff Robertson). Marko walks into a scientific experiment and is turned into Sandman. And James Franco is on hand as Peter’s oldest friend and nemesis, Harry Osborn, aka the New Goblin. Things always liven up when Franco is onscreen.

What should have been the main plot is Peter’s coming of age. At the beginning of the movie he has a tremendous ego, and by reel three it’s been fed so much that it’s become enormous. People love him, and he’s set with his girl, Mary Jane (Kirsten Dunst), simply assuming that she’ll wear his ring and accept his proposal of marriage. He is, in short, full of himself. One of the villains, the parasitic creature Venom (Topher Grace), meshes with Peter and forces him to live out a dark side that isn’t all that dark -- he wears a black Spidey suit, terrorizes Mary Jane in a jazz club, and generally acts like a geek. But the experience does wake him up to the fact that he needs more humility.

That would have been great, but so many subplots tug and pull at this main idea that it’s stretched out of all proportion and is lost in the mêlée. The New Goblin still blames Peter for his father’s death. The Sandman keeps getting in the way. Peter’s Aunt May (Rosemary Harris) tries to counsel him in the ways of the heart. Venom turns a rival photographer into a shrieking demon. And extraneous characters such as Gwen Stacey (Bryce Dallas Howard) seem to have been thrown in only to be underused and ignored.

The special effects are mostly good, if occasionally glaringly digital. The acting varies from great to confused and lacking in direction. The photography and sound are first rate. A director’s cut for DVD could pare it down to one coherent film, or expand and cut it into two. As it is, you have to be a completist to want to see SM3 more than once or buy the DVD. I’d rather the story ended with SM2. There’s a good movie at the core of Spider-Man 3, but it’s hidden by too many distractions.

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