All language subtitles for Icons.Unearthed.S08E04.A.Venom.Too.Far.1080p.AMZN.WEB-DL.DDP2.0.H.264-BTN_track4_[eng]

With the release
of Spider-Man 2,

life was good
for Sony Pictures

and the team behind the movie.

Academy Award
for Best Visual Effects.

- John Dykstra...
-

...Scott Stokdyk,
Anthony LaMolinara
for Spider-Man 2.

Spider-Man 2had been a roaring success.

Huge moneymaker.

Now,
it was full speed ahead
with the third installment.

People were excited about it.

But a power play
from Marvel...

CEO capitulated to Marvel
and renegotiated the deal.

They had more rights
and more say.

...demanding a new character...

He's this, you know,
alien symbiote.

Essentially, it's like
the evil version of Spider-Man.

...threatened
to derail the production.

Venom was just not a character
that he felt any connection to.

A changing
of the guard with crew...

They didn't want me.

...infighting...

They will stomp up
and down on your throat
until your eyes pop out

and you're spewing vomit
to get what they want.

...and a script
that never seemed finished...

None of this was
ever really figured out.

...made the production
of Spider-Man 3the most chaotic yet.

The hardest thing I've ever done
in my career, before or since.

Would it
show on the screen...

There was this feeling
the film was dissimilar
from the two films before it.

...or achieve box office glory?

Doing a third one,

you're kind of pushing
your luck, you know.

Following
the success of Spider-Man 2,

Sony could have cruised
into the development
of Spider-Man 3,

but instead,
decided to shift gears.

Coming off of the film
that people are saying

is one of the best comic
book movies of all time...

Your father would be so proud.

[O'Connell] ...making a ton of money
at the box office

gave Sony the ability
to essentially keep
the foot on the gas pedal.

Thanks for the good news.

Not just keep it on,

but push the pedal
to the metal.

Sony wanted to do
two films back to back,

to shoot parts three
and four together.

I think at that point in time,Lord of the Rings
was in the process

of shooting the last
two films together.

Actually, all three films.

But that's another story.

But that was
a really big step forward.

They can cut down
on costs by shooting
both of them together

on the sets that you need,

keeping the creative
team together
for as long as you could.

And also, you utilize
the actors really quickly.

Especially with the further
we get into effects,
the longer these things take.

So you maybe want to get
your shooting out of the way.

And just take
as much time as you needed

in post-production
to put them together

and to release them
when you needed to.

While
the storylines for both films

were by no means worked out,

Sam Raimi did know one thing.

It involved The Vulture...

Sandman.

And to top that off,
Harry Osborn's Green Goblin.

Sam genuinely only likes
those characters from the '60s
from when he was a kid.

The villains
that Steve Ditko created.

Which is why
he used Doctor Octopus.

Why he used Green Goblin.

For the role of the Vulture,

Sam Raimi
was hoping to swoop down
and pluck up Ben Kingsley.

He played this
really villainous character

in a film called Sexy Beast,and I think that changed

a lot of people's
perception of him

from Mahatma Gandhi
to, "This guy could
play a villain."

[Rhoades] Perfect casting.

He's got the same cranium
as the Vulture,
and he's a great actor.

However,
it wasn't to be because
big changes were afoot at Sony.

A new CEO was
brought in to Sony Pictures.

And the new CEO

would be inheriting that
years' long ongoing
lawsuit with Marvel.

After the success
of Spider-Man,

Marvel sued us because
they wanted more money.

But Sony's
new CEO had had enough.

That CEO capitulated to Marvel
and renegotiated the deal.

There was a big shift in terms

of Sony controlling the movie.

A shift so large,

it handed back
creative power to Marvel.

When there was
a corporate change at Sony,

granting Marvel more power
at the creative table.

They had more rights
and more say.

And say,
they did. Saying...

"We want Venom in the film."

Venom?

He's this, you know,
alien symbiote.

Essentially, it's like
the evil version
of Spider-Man.

But why Venom?

Well, that's
an interesting story.

And the main character
in it...

A producer
by the name of Avi Arad.

That's right.
Avi Arad, Marvel's number two,
came from a toy background.

But he's also so much more.

He was smart,
he was a dealmaker,
but he was also cunning.

[O'Connell] Avi Arad knew
that Venom, at this point,

was becoming
an extremely popular character

in Spider-Man mythology,
particularly in the comic books.

And
after Venom's appearance
in the animated series,

Avi Arad had proof.

Venom toys sold like crazy.

So he just figured
if he could get him
into live action somehow,

it was instantly
gonna make Spider-Man 3

one of the more profitable
chapters in the saga.

Venom was made
for toys, literally.

Back in the 1980s,
with comic books in decline...

Marvel made a deal
with a toy company.

They did a miniseries
called Secret Wars,

as a sort of promotional comic
where all of the characters

who could be featured
were gonna be toys, basically.

In Issue 8, Peter Parker
debuted a new black suit
that was very popular.

The toy sales were fantastic.

And the look stuck.

Until Todd McFarlane showed up.

And that would be
this Todd McFarlane.

They said, "You can jump onAmazing Spider-Man."

"Oh, super cool. Dot, dot, dot."

Peter Parker,
in the comic book,
was wearing a black costume.

I'm like, "That's not--
That's not Spider-Man.

"Spider-Man's red and blue.
He's got the webs on him."

And they're going,
"No, no, no, no, no, no.

"This is how he is.
And we like it."

And I'm like, "Well, I--
I don't want to draw that.

So, Todd
came up with a way

to satisfy his own tastes
and his boss's.

"What if we keep
the black costume?

"I just sort of
create another character
with the black costume,

"then we can
put Peter Parker
back into the classic."

The result of that is Venom.

Perfect.

Now all they needed
was a back story
to justify Venom's existence.

[Rhoades] Peter Parker
goes to another planet,

and he gets his suit torn up
and he puts on this alien suit

that gets made for him,
and little does he know

that it's a symbiote
that can kind of take over

him and his mind.

And he comes back
and he gets rid of it

and Eddie winds up with it on
and he becomes Venom.

And,
well, Todd's instincts
proved a master stroke.

[McFarlane] Lo and behold,
for whatever reason,
Venom took off.

And I ended up taking it
to the top of the charts.

Venom was the new bad guy.

He sort of superseded
Green Goblin.

Basically jumped
and became the king.

That was Avi going,
"Let's go with
the hip new stuff."

A category
you could say

that Avi Arad
didn't see the Sandman

or the Vulture fitting into.

[McFarlane] Sandman,
he's one of those characters,

if done right, their powers
can be impressive.

If done wrong,
they can seem goofy.

And Sam Raimi
was cooking up

a unique spin
on the character.

The monsters
we care the most for

are the ones that are
riddled with tragedy.

Flint Marko's story,
where he's this criminal

who needs to steal
enough money
in order to get back

in the good graces
of his family.

And you can see these sort
of sympathetic elements

that are built
into his character.

The Vulture is one
of those villains

that you could look at
and go, "What the--"

'Cause he's an old man.
Bald guy, even lost his hair.

And he's in some kind of
flamboyant costume.

However,
the Vulture's
perceived weakness

was also
his greatest strength.

The thing about a character
like the Vulture,

age actually matters.

When you're young,
you're a warrior.

And as you get older,
you become, like,
a chess master.

But in Marvel's mind,
they wanted to break records.

The only thing
the Vulture looked
like breaking was his hip.

[Henderson] It's just the reality
of the movie business.

I mean, you have financial
people and executives,

and then you have
creative people

and they're always
butting heads.

That butting of heads
left Sam Raimi

questioning his desire
to remain with the project.

Directing one of those films
is a massive endeavor

and requires a huge amount
of emotional commitment.

An emotional
commitment Sam Raimi felt

he didn't have
with Venom in the film.

Between 2 and 3,
there was a lot
of reconsidering,

and there was a question
of whether we would
hire a different director.

And we all really
wanted Sam to stay.

I don't think anybody
really was, you know,
rooting for a replacement.

But
if Sam didn't concede
to Marvel's demands

that the Vulture was out
and Venom was in,

then Sam would be out, too.

[O'Connell] And this goes
back to Avi's instincts
as a toymaker.

Um, I think he realized
he could all of a sudden sell

a whole range of toys
of Spider-Man
in a new costume.

[Satriano] Sam understood
that it's all about money
because it's a business now.

It's not as much of an art form.

Us creatives are still
trying to fight for the art.

The studios
are fighting for the money.

[Lefler] But also,
just Sam loves Spider-Man

and he was a Spider-Man fan

and it was
very important to him.

And he relented.

Making the pill
even more bitter to swallow,

the Vulture had had
his wings clipped.

They thought the Vulture
with Goblin, the Sandman
and Venom,

they're like, "Oh,
it's gonna be too much.

"Maybe we'll save it for 4."

I remember him being bummed out

that he didn't
get to use Vulture.

I think they tried
to bring him in

for Spider-Man 2 also
and weren't able to do it.

With the Vulture out
and Venom in,

would Sam continue
with the same
burning passion

he had for
the previous two films?

[Henderson] The bottom line is,
if you're going to pay

millions of dollars
to make your own movie,

you can do
whatever the hell you want.

But if you're going to take
somebody else's money,

you have to factor that in
and you have to
consider their position.

But what would that cost
be to the film itself?

Meanwhile,
the lead actors in the film

were experiencing
a little venom of their own.

There was a lot of focus group
research that people
didn't like Kirsten Dunst.

- They hated me.
- Well, they can't hate you.

And there was a lot of talk
about recasting Kirsten.

There was also speculation.

"Did Kirsten
even want to come back?"

I don't know
if this is gossip or what,

but at the time, Tobey,
him and Kirsten both,

they kind of butted heads.

The third installment
of the Spider-Man franchise

had gotten off
to the rockiest of starts.

Studio negotiations first,
followed by disagreements

over the direction
of the film's story
and characters

culminated in
Sam Raimi being...

...told to use Venom
as the main bad guy.

Venom was going to be in it
whether or not Sam
wanted him there.

A character
he didn't identify with.

[Henderson] There's a joy that he has.

It's baked into
everything that he does,

and I just don't feel
like Venom was a character
that he had any connection to.

Complicating matters,
Tobey Maguire and Kirsten Dunst

didn't seem to
be getting along.

Can't get off if you
don't get on, Peter.

I don't think it's that simple.

I think he might have been
dating Kirsten for a stretch.

You complicate things.

At some point, they said,
"Well, I'm not going to do it
if she's gonna be on the movie."

And, "I'm not going
to do it if he's going
to be on the movie."

Tobey, not the greatest guy.

Kind of a prick.

Yeah. I don't think I could say
anything usable about Tobey.

So,
with Kirsten's involvement
up in the air,

producers decided
to bring in another
love interest for Peter Parker.

Gwen Stacy.

In the comics, Gwen Stacy
was like Betty
from Archie Comics,

So, Peter Parker, MJ and Gwen.

Then you've got
Archie, Betty and Veronica.
Kind of like a triumvirate.

Then you've got two girls
pulling for his attention,
and he's really conflicted.

[Bennett] While Mary Jane
and Peter Parker were sort of

an opposites attract
kind of couple,

Gwen was very
similar to Peter.

She was book smart,
and she loved science.

Elisha Cuthbert
and Scarlett Johansson
were both considered.

However, Bryce Dallas Howard
won the role

thanks to her
performance in several
M Night Shyamalan films.

I think she's
a terrific actress,

and when she
gets the opportunity
to do more dramatic work,

um, she's generally fantastic.

That being said,
there was an issue
with the role.

In the comics,
she's supposed to die

at the hands
of the Green Goblin.

[Edlitz] One
of the most important
comic book events of all time

is the death of Gwen Stacy.

Five years
after her first appearance,

the night that
Gwen Stacy died
hit the stands.

[Bennett] Green Goblin,
knowing how much
she meant to Peter,

threw her
off the Brooklyn Bridge.

And he was unable to save her.

[Drummond] When he tries to save her
and the web breaks her neck,

he blazes himself
for everything.

So that's part of
the curse of Spider-Man.

Fans never saw it coming.

I was in eighth grade,
I think it was.

And I'm reading Spider-Man.
I'm like...

You don't expect
a company to kill off
one of its major characters.

I think today is still
one of the big moments
in comic book folklore.

It had also been
one of the big moments
in Spider-Man 1.

But with Mary Jane,
he'd essentially
played that sequence,

beat for beat, with Mary Jane.

Which created a dilemma.

Because, you know,
Tobey and Kirsten had kind of
worked out their issues.

And, more importantly,
Sam Raimi had refused
to recast Kirsten.

Held his ground
on Kirsten Dunst.

So now we have
both of them in this movie.

Gwen Stacy and MJ.
What could go wrong?

And over the course
of the movie, she's, like,
a student in Peter's class.

And then
she's a fashion model
at the crane sequence.

And then she's somebody
who has enough power

to preside over a hero parade

that they're having
for Spider-Man.

She's-- She's
all over the place,

in terms of characterization.

When it came
to choosing who'd play
the film's other characters,

for the role of Sandman,
actor Thomas Haden Church

was the producer's
one and only choice,

more known
for his comedy chops.

I liked him
as the doofus on Wings.

That's the last time
I store the brake fluid
next to the Dr. Pepper.

I didn't think I would
take him as seriously

as the supervillain
in the comic book.

But it
was his turn in Sideways

that gave producers hope
he could pull off the role.

Why don't we
go back to my place?

Yeah!

I had done Sideways with him,

so I had a great, you know,
working relationship
with Thomas Haden Church.

And when he came on,
I thought, you know,

it was just--
It was perfect
casting for Sandman.

The funny thing
about Thomas Haden Church

is that he looked
so much like Flint Marko

that when they got him,
it was like, "Well, of course,

"you have to
essentially get him.
He's built to play that part."

Casting the role
of Venom, though, was
a much bigger job, literally.

In the comic book,
Venom is large.

And so probably,
if I were going
to the movie casting,

I would have probably leaned
more toward Dwayne Johnson.

But instead
Sam Raimi cast Topher Grace.

Sure, he just, you know...
He looks kind of more
like a Peter Parker.

And less more like the Venom
that we know and love, you know.

There's-- There's nothing
about Topher Grace
that says Eddie Brock at all.

He's a nice guy.

Terrible casting.

Well, you know,
that wasn't an accident.

If Sam Raimi had to do Venom,
he wanted to do it
on his own terms.

While
the main casting was complete,

a script was... not.

I came onto the movie,
like, a year
into pre-production.

They were still planning
on making two movies.

That there would be
a cliffhanger at the end
of Spider-Man 3.

And then Spider-Man 4
would play out
the rest of the story.

But
without much of a script,

there weren't
many storyboards.

Sam has a whole group
of people around him

that, you know, that work
on crafting these things.

They had worked
on one sequence, basically.

It was the scene
where Peter is grabbed

off of his bike by Harry
early on in the movie.

They were really
enjoying all of that.

But it was 30 minutes long.
It was, you know...

And I like to accomplish things.

So, you know, I was put
in charge of a group
of the pre-vis animators,

Pre-vising anything from
the still-incomplete script

that they could
get their hands on.

The subway fight

with Sandman and Spidey
in his black suit.

The scene itself is a little bit
more kind of, like,

violent and aggressive
than some of the other stuff,

because that's where
Spider-Man's character
is at that point.

Leading Gabriel
to suggest some
violent additions of his own.

Stuff that I pitched
kind of got in there.

Taking Sandman's head
and grinding it down

against the subway car
and stuff like that.

Gabriel
might have got a little
carried away, though.

I remember pitching something
that was too much
for Sam in a meeting

and him just being like,
"Oh, no, that's gross.

"That's terrible.
Blah, blah, blah."

And I'm like, "You directedEvil Dead.

"What? How could this thing
that I'm coming up with
be that bad?"

But when it came
to his ideas about Venom,

Gabriel was not heaven-sent.

The biggest challenge,
getting Sam to talk about Venom.

I would wait to try to talk
to him about this Venom stuff
all day long.

Venom was not a character
that Sam liked

and not a character
that he wanted to deal
with, particularly.

Meanwhile,
the production was also dealing

with a changing of the guard
in several key roles.

With assistant director
Lisa Satriano unavailable,

it was time for her
brother Nick to step up

from his usual
second AD position.

I wanted my brother
to start first AD,

and then I thought it was
a perfect opportunity.

It was probably one of
the bigger movies I had done.

It's all in the preparation,

you know, going over
all the storyboards

and pre-vis
and breaking down the script

and all the scouting.

So, thanks to his sister,

Nick now found himself
in Sam Raimi's inner circle.

Sam gets a hold
of the guys that he likes,

and he tried to keep
as close as possible.

'Cause he has
a lot of the same crew.

I think that transition was,
you know, seamless.

One thing
that hadn't been seamless

on Spider-Man 2 at least,
was the creative tussle

between composer Danny Elfman

and the director, Sam Raimi.

Because he wanted him to
imitate another musician,
which was Christopher Young.

So for Spider-Man 3,Danny Elfman was out

and Christopher Young
would handle
the score exclusively.

As long as he then tried
to emulate Danny Elfman.

The mission at the beginning
was to embrace the language

that had already
been established.

And because I was
doing the whole score,

I had to be cognizant
of what he had done
in the previous films.

His directive
to create a score
that was the same but different

would be a challenge.

Do your own thing

within the corral
of what had been done,

How that would turn out,
only time would tell.

Another equally
important change in crew
was in the VFX department.

[Bennett] John Dykstra,
who won an Academy Award
for Spider-Man 2,

would not be returning
for Spider-Man 3.

They didn't want me.

Just kidding.

There was a conflict
between projects.

I said Scott could do
a really good job.

[Bennett] Scott Stokdyk,
who had been working with
John Dykstra in Spider-Man 2,

would now be
stepping up to the plate.

Okay. Okay.

All by himself,
for Spider-Man 3.

It was a big move.

I've sufficiently
recovered from 2.

And
a whole new set of problems
was waiting for him on 3.

[Stokdyk] I kind of had
a hint of the challenges.

We were challenged
by artistic choices,

computation power,
compositing issues,

rendering issues.

Scott had
big boots to fill.

I said, "Scott could do
a really good job for you."

And he was
filling them with sand.

[Stokdyk] So we studied sand.

Everywhere I went,
I collected different samples
of sand from all over the world.

We learned certain things
about how sand, you know,
it shakes.

Like, bigger pieces
rise to the top

and smaller pieces
go to the bottom.

We learn about sand,
like, in sand dunes,

it will settle
to a certain angle.

It can't ever be past
a certain steepness.

Because it--
it collapses on itself.

So we grounded ourselves
in the physics.

When it came
to Venom, at least,

the lion's share of that work
was planned to be done

by puppet master
Steve Johnson,

who'd been responsible
for Doc Ock in Spider-Man 2.

[Johnson] Because
Spider-Man 2 went so well,

I was indeed called in
by Jim and Sam
and we were hired.

We wanted to do something
really interesting and stuff

that had never been seen
before on the screen.

And we worked
for probably six months.

We did test after test,
triple layered things

with tendons
that would slow--
really state of the art stuff.

We made suits that,
at the push of a button,

could go from
normal size to... Poof!
Just pump them up.

Just filling
these bladders with air.

And although
Steve thought he was working

with Sam Raimi's vision,

the Puppet Master soon found

that someone else
was pulling the strings.

Interesting about
the way Sam works

is that he leans
on Jim Acheson
as wardrobe designer

to do a lot of things
that typically would not fall

under the wardrobe
design departments.

So we really, certainly
answered to Sam,
but we also answered to Jim.

And after several months
of development on Venom,

Jim had some
bad news for Steve.

Jim came by my studio
and Jim fired me.

Although Steve
wasn't entirely sure why.

I think Jim probably felt
that he couldn't control me
as much as...

But I was working
with the same team,

working with
the same kind
of general guideline

as we did on the first one,

And adding insult to injury,

Jim took someone
from his own
costume department,

a fabricator
named Shownee Smith.

[Johnson] And
set him up in a studio
in downtown LA.

And that's how they did
the Venom character.

The prosthetics
and costume would remain
practically made.

The majority of Venom's time
on screen would be digital.

We did a little bit of stuff
with Venom for Sam.

Sam called us in
and we built some puppet stuff.

But It was very, very miniscule.

We ended up building
more of a skeleton puppet.
We shot it.

And I think Scott
replaced most of it.

But Sam wanted
to have a puppet
for Tobey to work with.

And as Sam always says...

The kids want
to see the puppets.

Well,
in Spider-Man 3,

nobody was seeing the puppets.

And
as for Shownee Smith,

who replaced Steve Johnson
running effects
for the movie...

Well, his story ended
in a rather unlikely place.

This kid that ran
the studio...
got in all kinds of trouble.

He was living a lifestyle.

He couldn't
maintain the studio,

and he had
this beautiful house.

He started robbing banks.

Well, it's not funny,
it's tragic.

But he only got ten years
and that was, like,

five or six years ago,
so he'll be out soon.

Of course,
the one question still
lingering in Steve's mind...

The thing is, he comes from
the makeup effects world.

He could have
easily worn a disguise.
He didn't.

Sorry, fellas.

Unbelievable.

Unbelievable.

But the production's
main problem was still Venom,

who is now primarily
a CGI character.

That meant even more work
for Scott Stokdyk and his team.

Venom is a challenge
because he's in so many forms,

and he's also beloved by fans.

You have to work
with somebody in a suit.

But their face
needs to be alien.

They need to be able to,
like, transform.

They need to exist as goo.

So we really had trouble
cracking what
that look should be.

And we even had,
like chicken feet

with goo covering them
on little things.

And we would look at it
and be like,

"Does this look scary enough
or menacing enough?"

It was harder
than I thought it would be.

Meanwhile, for Sam,
there was an even bigger,

darker villain than Venom
to deal with.

The script.

They realized they were
struggling to get even
a decent screenplay

for Spider-Man 3.

Let alone worrying
about trying to shoot3 and 4 back to back.

And delaying
shooting was not an option.

When you circled
the release date,

it was almost set in stone.

And moving it became
really complicated

because of
the marketing elements.

Or also, you didn't
want to compete
against another film

that maybe took over
a different weekend.

Plans to film
the two movies concurrently
were abruptly scrapped,

focusing all attention
on just the one film,
Spider-Man 3,

which began filming
in January 2006.

One of the first things we shot
was Sandman coming out

of a truck filled with sand.

One of the things
Sam loves to do

is throw things at his actors,

like, from behind camera,
debris and sand.

What we had for Sandman
was sets that had
sand piles on them.

But any time the sand
had to move,

it didn't really
work that well.

The wide city shot.

We had fans there,
tried to blow some stuff,
but it had to be digital.

The man
playing Sandman, though,
seemed to be made out of rock.

[Nick] Thomas Haden
did a bunch of his own stunts.

And when
it came to those stunts,

Thomas Haden wasn't
pulling any punches.

Quite literally.

[Nick] And he thought
it was a soft wall.

And it was a brick
and he broke his hand.

I know Thomas, you know,
he gets zoned in

and he just starts doing Thomas.

And he probably just thought
it was softer than it was.

And things
only got and worse from there.

He had a huge allergic reaction.

You know, I-- I got
called down to his trailer
and I opened the door.

I went. "Whoa!"

He's like, "Is it that bad?"
I'm like...

Thomas Haden's broken hand

didn't seem to
slow down production.

His allergic reaction, though,
was a different story.

His lips swelled up.

Not only was it noticeable,
it was, it was grotesque.

He was unrecognizable.

So I know there was a, uh,.
a two or three-day delay.

And we were supposed
to use him at that point,
and we couldn't.

You couldn't hide it
with makeup or anything.

Thomas Haden's issues aside,

production on
Spider-Man 3 continued.

And for Scott
and the visual effects team,
the workload was relentless.

I definitely slept on my couch
for a long time at work.

There wasn't always
a target for us to hit.

Just because, conceptually,
it was very amorphous.

I remember the bell tower scene

being, like, really
difficult to pull off.

Not only
was the bell tower scene
technically challenging,

it also had
the highest fan expectations.

That sequence is directly lifted
from the pages of the comics.

They used shots
and they used stories

that were from
Amazing Spider-Man 300.

What is, that is considered
the origin of Venom.

I think it was, for us,
visual effects-wise, like,

about getting really,
really great performances,

tracking what the bodies
were doing in those performances

and then painstakingly
adding on layers

on top of what
the actors were doing.

Everything involving Venom,
closely watched by Avi Arad.

Definitely felt
Marvel's presence.

I felt Avi was in there for
any pre-production meeting
that I was in.

Costume meetings.

He was always in discussions
and giving notes.

He was definitely
in many of our visual
effects discussions.

I could tell
that he was processing
and really taking everything in.

One of the biggest
sequences of the film,

a crane ripping through
Gwen Stacy's office,

was a particularly
big undertaking.

And we had
a big practical effects

of this thing coming
and chopping
right through the building.

That obviously was
a one-take thing.

Well,
until it wasn't.

We actually had to do
a second take of it.

We didn't rebuild
the whole thing.

But we did it
for the second half

'cause the first time,
the crane arm didn't
go all the way through.

With the release date
for the film

getting closer and closer,
time was of the essence,

requiring crews
to work around the clock.

There was the main unit
that was going all day long.

And then as soon
as they would wrap,
second unit would step in

and we'd work all the way
until 06:00 in the morning,
7:00 in the morning.

And then the first unit
would come back in.

We had two or three
other units going two at night
and three during the day.

Which was crazy
just because we had to,
you know, meet the deadlines.

And while it's possible
to break the crews into shifts,

it was still just one scene

and you needed
the same actors for both crews.

- Solution?
- Twins.

That's right.
Every background performer

in the crane sequence
was a twin.

Imagine how hard it was
to gather up
that many sets of twins.

That would drive
any casting director crazy.

Production
then shifted to New York

to shoot all the major
exterior shots of the sequence.

The hardest stuff
was going to be in New York

just because of, you know,
the environment...

The atmosphere,
locking down the streets.

The time that we had to do it.

[JC Brotherhood] You know, in the middle
of Sixth Avenue,

a lot going on.

We were dropping
some big, heavy stuff

on the street.

You know, we had trusses
that were dropping things
on people.

You know, there's a subway
that you've
got to watch out for.

We had that car
that got squished.

Which is basically of a 15
or 1,800-pound steel plate

and then the car
built in such a way

that it bent like a beer can
when you step on it.

So it wasn't just
we were flattening the car.

They wanted the car
to do something.

It was something that took us

a couple of weeks
to put together.

Then,
in the middle of filming,

Avi Arad dropped a bombshell
on Marvel.

Avi Arad, the CEO, he quits.

Leaves over
creative disagreements.

And start his own company
and do his own creatives.

But if Sam Raimi
thought Avi Arad
was now a thing of his past,

he'd need to think again.

Because Avi Arad,
with his new
production company,

would still have his hands
all over Spider-Man.

Avi Arad, now in charge
of that Sony spider-verse,

producing and heavily involved

in developing projects
in that villain world.

Villains like Venom.

I recall him being
around all the time,
especially on first unit,

you know, putting in
his two cents when needed.

As shooting continued,

it became apparent that
not having a script locked
down beforehand,

was coming back
to spider-bite them
on the backside.

As we were going along,
we realized that
there was so much footage

that this could be a four-hour,
three or four-hour movie.

Despite
a ballooning amount of footage,
shooting continued unabated.

The film's finale,
under considerable pressure

due to, well, lack of a finale.

The initial shooting
of final battle
wasn't figured out.

Peter.

[Spider-Man] I'm gonna
get you out of this.

It went from Mary Jane
stuck and up in a web

to Gwen stuck in a cab.

And then back
and forth a few times.

Like, none of this was ever
really figured out very well.

Which damsel in distress
they were gonna use?

Would it be MJ or Gwen Stacy?

And in the end,
they went with MJ

because why would Harry
help Spider-Man save Gwen?

I think maybe this,
this got away
from everybody a little bit.

And problems
with the ending
didn't end there.

Kirsten and the taxi falling,
that set caught fire

in real life.

Thirty feet
up in the air.

[Nick] Dealing with,
you know, the overall fall,
the weight of that taxi

and our stunt person
that was in there,

we had to scramble
to get out of there
to put the fire out.

You know, especially as an AD,

safety is one
of our biggest things,

and you always want
to make sure that everyone
goes home to their family.

Of all things, it was
James Franco's hoverboard

that made life
just that little bit easier.

[Nick] I thought it was
a great transition from,

you know, the glider
in Spider-Man 1
to the hoverboard.

It wasn't easy
to maneuver that glider

just 'cause it was
so big and bulky.

The hoverboard, you put,
you know, the stuntman
on the middle with a pick

and it was a lot easier
to maneuver the hoverboard.

Production
wrapped in July 2006.

And as editing of the film
got underway...

[Stokdyk] Editorially,
there was a lot of work
that was done.

Sam making
the different storylines work.

Because there was--
There was so much footage,
they cut some scenes out.

It was a struggle to
get all those pieces
to fit together.

Despite
having shot so much...

There were just elements
of it that they didn't get.

Attempts were made
to rectify the problem...

Lots of reshoots.

...which fell to Nick.

Because when
first unit finishes,

they want the cheaper,
less expe--

less expensive unit
to keep going.

So,
while Nick and the team
may have been slightly cheaper,

the cost of failure for Sony
would be far too great.

A pressure that
composer Christopher Young
was taking in stride.

I can remember thinking,
This is-- This was okay.

And I remember
Sam really liking it.

But studio executives
wanted to make some changes.

The only thing you can
really change at that moment
is the music.

And the composer writing it.

The score for Spider-Man 3was nearing completion,

but composer Christopher Young
was about to face the music.

What happened is that
at the, sort of,

towards the end there
of post-production,

there was this feeling
that the film was dissimilar
from the two ones--

The two films before it.

When they're at the very end,
it's like, "What can we do?"

The only thing
you can really change
at that moment is the music.

It was decided in order
to bring it closer

to the previous films,
that some of my stuff in it

should be replaced
by Danny's stuff.

I didn't know
that was happening.

But it did. So that was
a studio musical decision.

With the film's
release date only months away

and post production
nearly complete,

Sony tried to take the film
to the third dimension.

Sony did try
to push 3D on Raimi,

and that is one element
that he pushed back on,
significantly.

[Rhoades] To do
the first one in 2D
and the second one in 2D

and the third one in 3D,

is really more of a gimmick.

In fact, over the years,

making the third film
in a franchise 3D

had become a bona fide
Hollywood tradition.

Raimi knows
that it is essentially

cheapening the image
that you're putting forward

and stealing some attention
away from it

just for the purpose
of being able to
charge extra for a ticket.

I would not have been
in favor of it.

So he was adamant against
putting 3D on Spider-Man 3,

even though Sony
pushed him really hard

to make it part
of the presentation.

May 4th, 2007.

Spider-Man 3was released in theaters,

where fans packed in

to see Venom go toe to toe
with Spider-Man.

Never wound...

What you can't kill.

Avi was correct.
It sold a ton of tickets.

And the fact that Venom
is in that movie
is partly a big reason

why that film made
$890 million worldwide.

But
it wasn't all good news.

The word of mouth on it
is not positive.

I think it was
the most expensive movie

ever made at the time.

And I feel like a lot more
of that could have
been on screen.

Then, of course,
there was the matter
of adapting Venom.

"Like what?
That's as big
as he's gonna get?"

I'm like, "Oh, man."

Topher Grace's Venom,
it's bad prosthetics

that look very cheap
as they cling to his face.

It's bad fake teeth
that they put in.

Peter Parker's
emo transformation

not going down much better.

You've got, you know,
Peter Parker, dancing
like a-- like a real doofus,

kind of, through the streets
of New York.

It was just a little goofy.

Well, I think he was
supposed to act cringey.

The emo conflicted
Spider-Man is...
It's emo-conflicted Sam.

It was an interesting choice.

I don't know
if I was in the room,
I would have gone there.

But they don't have to get
my approval for any of it.

The director
himself was also
not happy with the film.

It didn't work out
exactly the way--

Sam wasn't happy
with what it looked like.

Made a lot of money,
but everyone felt, creatively,

it was kind of
a missed opportunity.

With Sony eager
to make Spider-Man 4,

Sam signed on with the goal
of getting Spider-Man 4

back on track,
with one condition.

Sam came back expressly
with the understanding

that, like, "Look,
I wanna make this right.

"I want to do what I want to do.

"I've made you guys
billions of dollars,

"and I feel like I've
earned the deference.

Like, you know, "Trust me,
I know what I'm doing."

Development
on the fourth Spider-Man film
began in 2008.

I just-- I think he wanted
to go out on a high note
instead of something with,

like, an asterisk next to it.

Jeffrey
was now working

for Sam on Spider-Man 4as a storyboard artist.

So Sam comes in with
this big box of action figures,

and he's got Vulture
and Spider-Man,

and he's, like,
pantomiming 'em fighting.

And, you know,
"Oh, we're gonna do this,
we're gonna do this."

And I kind of burst
into spontaneous laughter.

I was like,
"What fucking alternate reality

"did I wake up in
where this is my job?

"Where I'm, like, sitting
in Sam Raimi's office

"playing action figures,
like, working on Spider-Man?"

It's crazy.

Jeffrey
soon found the need

to reach out to Sam
for more than just a paycheck.

So a couple of months
after-- after I started the job,

was the anniversary
of my brother's death.

And they were going to
have, like, a charity auction
and a concert.

And I went to Sam and, um...

I told him about it
and he was like,
"What do you need?"

And I was like,
"Well, I don't need anything.

"I just need the time off."

And... And
he's like, "No, no, no.
What do you need?"

And I wasn't getting it.

I was like,
"I don't need anything.

"I just need the time."

And he's like,
"I know you're a fan

"and I know it's your brother
and your family,

"so whatever you need."

And he gave me a big hug,

and he's like, just,
"I'll see you when you're back."

Sam loaded Jeffrey up

with a bunch of uniqueSpider-Man posters and DVDs.

So at the auction,
this dad bought,

like, a DVD set
and some posters for his kid.

And I think the kid
was 12, 13 years old

and he was
a huge Spider-Man fan.

And I think he was
an aspiring filmmaker, too,

because he had a little camera,
he was filming stuff

that Dad was obviously
super supportive of.

On Jeffrey's return,

after recounting
the story to Sam...

So he gets down on his
hands and knees, right?

And he's--
He's signing everything,

and not just, like,
with the signature.

He's writing notes,
so he's, like, you know,

"Remember, you can
do whatever you want

"and be whatever
you want to be."

And then he'd go post--
and post it.

And the DVDs, like,
you know, "You be good
to your Mom and Dad,"

and all that kind of stuff.

You know, this guy's got
everybody coming at him.

He's responsible for,
like, a quarter billion dollars,

and that he would take
the time out of all that
to do that for me.

As development
on Spider-Man 4 continued,

Sam Raimi was able to work
unshackled for the first time

since Spider-Man 2.

But for how long
was the question.

Spider-Man 4was starting to come together.

So there was a script,
and essentially the Vulture
was the main villain,

and I worked on this
kind of climactic battle
between Vulture and Spider-Man

at the top of the City Court
building in New York.

And the B story was
that the Daily Bugle

gets bought by this
corporate conglomerate

who kind of TMZ's
the Daily Bugle.

And then you realize
the publishing magnate

who takes over
the Bugle is actually
the Vulture's daughter.

Jeffrey was
on such good terms with Sam,

he piped up with a few
story ideas of his own.

One of the narrative threads
was that Mary Jane's gone,

and Peter's personal
life is so out of whack

that Aunt May's dating life
is actually more
on track than Peter's.

I'd pitched this thing
with either Stan Lee
or Bruce Campbell

being, like, Aunt May's
booty call boyfriend.

And Peter has to come over
and talk to him and they're,

like, wearing
a towel and everything.

He didn't go for it,
but I just thought
Bruce Campbell

would have been
the greatest thing ever.

Groovy.

So that didn't really work out.

But I had pitched
this thing about,
at the end of this montage,

where Spider-Man's taken out
all of his lower level villains,

where he takes Mysterio
and leads him to the police.

So all the cops are clapping
and he's, you know,
"Hey, how you doing?

"Hey, good to see you."
'Cause now he's "Spider-Man"

and he pushes Mysterio
up against the counter.

And his big fishbowl comes off
and he turns around.

It's Bruce Campbell
and he scowls.

That's gotta hurt!

"I'll get you, Spider-Man."

I just think that would
have been so much fun.

Raimi
was having so much fun,

he even started
considering casting.

[Henderson] And we kept
hearing about Malkovich.

And then we started
seeing Malkovich

in, like, the concept art
and the armatures
and the sculptures.

Do you know how easily
I could kill you, Frank?

When that guy turns it on,
it's just bloodcurdling.

So you show me
some goddamn respect.

Angelina Jolie was considered
to play the Vulture's daughter.

And
the Vulture's mogul daughter
was only the start,

as after three films
of dudes punching each other,

- and damsels
screaming in distress...
-

...Spider-Man 4would give the women
of the spider-verse their due.

Anne Hathaway, I think,
would have played
Black Cat.

That would be interesting
because Black Cat

was sort of a professional
romantic interest
of Spider-Man.

But she
wasn't the only actress

Sam Raimi was considering
for the series'
first female superhero.

[Henderson] So Kate Beckinsale
had come in a few times
and she did her thing.

And then she came out,
and then Sam came out
and was like this.

And he's like, "Man,
she was just too good."

But despite all signs
pointing towards Spider-Man 4,

something wasn't quite right.

I just don't think
they could land

on a version of the script
where they all felt like,

"Oh, yeah, we feel good enough
about this to pull the trigger

"and spend
$200 million on this."

And that's not the kind of thing

where you want to commit
to taking that kind of budget
if you're not 110%.

It's-- It's
a lot of responsibility.

It's a lot of money.

And there's a lot of
people's welfare at stake.

And if you can't,
you're better off not doing it.

[O'Connell] So in January 2010,
Sam Raimi makes it official.

We eventually realized
it was time to pass the baton.

So, yeah.

I think it's to Sam's credit
that he listened to his heart.

He listened to his instincts.

And you know, I mean,
that takes a lot
of balls and heart

to come to that conclusion
on your own.

All of a sudden,
we just got the call
that things were shut down

and we had to call
all those animators

and tell them that
they weren't coming.

With Raimi's departure,
it finally seemed like

the perfect time for Sony
to reboot the franchise,

wiping the slate
and the big salaries
of its stars clean.

'Cause they knew
that they had a cash cow

and they weren't
necessarily ready to kill it.

And not only that,

Sony's frenemy
and biggest competitor,
Marvel Studios,

was making headway
in the superhero movie market

as their most recent release,
Iron Man, was a huge success.

The MCU
was beginning to take off,

and the clock
was ticking for Sony,
in more ways than one.

Sony's right agreement
with Marvel

is that they are required
to make a new Spider-Man movie

every five years.

They can't just sit on
the rights of Spider-Man
and not produce a movie.

If they were to do that,
then the rights
would revert back to Marvel.

So it's a case of whether
they're ready or not,

they need to make
a Spider-Man movie.