Spider-Man 3 the movie and Spider-Man the character at the center of Sam Raimi's new blockbuster film have a few things in common: they're both really good in spite of occasionally being really bad, and they redeem themselves at the end in a way that inspires forgiveness.

There's a lot of forgiveness to be earned for several painfully slow, woodenly acted and flatly written opening scenes. It's all set-up for the conflicts and confrontations to come, of which there are many, and when the stars and the special-effects finally begin to captivate (as they should, in a film that cost over 200 miliion dollars) it's another fun-filled, comic-book adventure that ends with satisfying doses of excitement, humor and sadness.

The film really begins to hit its stride and fulfill expectations with the arrival of Spidey's new nemesis, Sandman, and with the introduction of Gwen Stacy, a potential rival for Peter Parker's longtime girlfriend, Mary Jane.

Sandman is a beautifully rendered CG creation, and a unique being, contrasting nicely with Doc Ock from Spider-Man 2. Sandman is a coarse and fluid force of nature as opposed to the polished, self-made mechanism of Ock. He also has the appeal of being a victim of circumstance rather than being an intrinsically evil character.

Spider-Man's other new enemy is a fearsome variation on the spider theme, appropriately called Venom, since his power and motivation spring from his venomous jealousy. He wants what Peter Parker as Spider-Man has: a job as a photo-journalist and the affection of Gwen Stacy, the daughter of the Chief of Police.

Gwen's innocent affection becomes another sticky strand in Spider-Man 3's busy web of plotlines. When Mary Jane discovers that the beautiful Gwen Stacy has a special fondness for her boyfriend and his heroic alter-ego, misunderstandings develop that lead to emotional conflicts that balance the films many special effect filled physical conflicts.

The emotions in Spider-Man 3 are surprisingly real and well acted by a great cast. The many humorous scenes are deftly handled too, with Tobey McGuire as the nerdy/cool Spidey and J. K. Simmons and Elizabeth Banks as Peter Parker's boss and his secretary providing most of the laughs.

Bryce Dallas Howard has never looked more beautiful and glamourous, and will be almost unrecognizable for those who know her from her two starring roles in the M. Night Shyamalan's films Lady in the Water and The Village.

Kirsten Dunst does fine acting in her role as the longsuffering and devoted Mary Jane, enduring the trevails of life with a superhero and making it seem real.

Thomas Haden Church, in perhaps the most surprising casting choice since Kelsey Grammer played Beast in X-Men 3, is excellent and fills his character with a grimness and melancholy that evokes real sympathy.

James Franco returns as Harry Osborn to bring closure to the story of Green Goblin, also playing his part with sensitivity and evoking sympathy in a twist of fate that changes his relationship with Peter Parker for better and worse.

Lastly, there is one final character in the film, the one that received all of the pre-release attention: the black-suited Spider-Man who lets loose with the dark emotions and basically manifests Peter Parker's inner asshole. Though the transformations of Sandman, Venom, New Goblin and Evil Spidey are all explained in the most comic-book ways, once the enormous leap of faith is made across the chasms of impossible coincidence and weird science, the fun on the other side is worth the effort.