John Dykstra, who won an Oscar for his work as visual effects supervisor on Spider-Man 2, had declined to work on the third film. Instead, Dykstra chose to work on Hot Wheels. Scott Stokdyk took over as visual effects supervisor.
Originally, director Sam Raimi vehemently opposed having Venom as a villain in the film, claiming he hated Venom's "lack of humanity," but Marvel producer Avi Arad convinced him to include the character, explaining that Venom had a strong worldwide following. Raimi eventually came to appreciate the character, based on writer Alvin Sargent's script and actor Topher Grace's performance. However, to keep Venom's appearance a secret, he claimed during the film's casting and production that he hated the character, and had no intention of including the character in this film or any subsequent sequels. To make amends, he then treated the audience at the 22 July 2006 San Diego Comic-Con to the first public images of Venom in the film, albeit with unfinished special effects.
On May 4th, 2007, while promoting the film on The Tonight Show with Jay Leno, Thomas Haden Church revealed that he broke three knuckles during the subway scene where he swings to punch Spider-Man and ends up punching a chunk of the wall away. Church said that the effects crew had told him that the brick in the middle was fake while the upper and lower ones were real. Unfortunately, the foam brick had not actually been put in place yet, and when Sam Raimi yelled 'action', Church spun around and punched the real brick on the first take.
It took three years to create the visual effects required to portray the Sandman's powers. To understand the dynamics of sand, various experiments were conducted with sand (launching sand at stunt men, splashing the stuff around and pouring it over ledges). Sand sculptors were also consulted for advice.
While Topher Grace was a big comic book fan and had read the first Venom stories as a boy, he found the suit he had to wear as Venom extremely unpleasant. It took an hour to put on (and four hours to apply the prosthetics); and it had to be constantly smeared with goo to give it a liquid organic feel. Grace also had to wear fangs, which bruised his gums.
Opened in 4,252 theaters, more than any other movie before, beating out the former record-holder Shrek 2 which opened in 4,223 theaters. The record was then beaten by Pirates of the Caribbean: At World's End, which opened in 4,362 theaters in the US.
Composer Danny Elfman does not return to provide the musical score for this film, citing creative differences with director Sam Raimi over the previous film. Instead, Christopher Young composes the film's score. In December 2006, however, producer Grant Curtis announced that Elfman had begun collaborating with Young on the film's score music. Interestingly, Elfman turned down this film for Charlotte's Web, which is about a spider who uses her talents to do good.
To prepare for his role as the Sandman, Thomas Haden Church worked out for 16 months, losing ten pounds of fat and gaining 28 pounds of muscle. He based his performance on misunderstood monsters, like the Golem from The Golem, Frankenstein's monster, and King Kong.
In a fight scene where Spider-Man punches through Sandman's chest, congenital amputee boxer Baxter Humby took Tobey Maguire's place in filming the scene. Humby, who was born without his right hand, helped deliver the intended effect of punching through Sandman's chest.
The film's visual effects designer, Scott Stokdyk, created a miniature of a skyscraper section at 1/16th scale, instead of using CGI, to save time and costs, and so that damage done to the building could be portrayed realistically.
The character of Eddie Brock/Venom, as portrayed in this film, is an amalgamation of his "Amazing Spider-Man" (an obsessive journalist) and "Ultimate" (a skinny young man with a crush on Gwen Stacy) versions. This was done to present Eddie Brock as a shadowy reflection of Peter Parker (which shows that Peter Parker, when affected by the symbiote, starts to act like Eddie).
Real sand was used in the scenes with Sandman, except where there were characters being buried/covered in sand. Real sand being possibly hazardous for such scenes, ground up corncobs were used as a substitute. It provided marvelous snacks for the cast and crew afterwards...
Sam Raimi and Tobey Maguire were the driving forces that got Sandman into this film. During press interviews for the first two Spider-Man films, Raimi and Maguire repeatedly mentioned Sandman as a villain they would like to see in a future sequel.
According to Grant Curtis, in early production the Vulture was originally going to be in the movie, and Ben Kingsley was involved in negotiations to play him before the character's story line was replaced by Venom.
Series Trademark: [song] During the celebration scene the band plays an alternate rendition of the Spider-Man TV show theme while Spider-Man ascends to the stage. However, the song is absent from the closing credits for the first time in this series.
After Peter tells Mr. Ditkovitch that he'll get his rent when he fixes the door, and goes to the window, on the bookcase next to the window is a book "Jekyll and Hyde" (The Strange Case of Dr Jekyll and Mr Hyde by Robert Louis Stevenson), a story of man's duality, much like Peter Parker in this movie.
The demanding shoot in Cleveland meant that a section in downtown was closed down. The pavements had to be repainted to resemble those in NY. Traffic signs and electricity poles were removed for stunts. The shooting schedule also overlapped with the start of the MLB season for the Indians as well as the NBA playoffs for the Cavaliers and the heavier-than-usual traffic had to be re-routed. Despite all this, it is reported that the people of Cleveland welcomed the crew and didn't complain about the disruption the shoot caused.
In the comics, the symbiote was a flowing sentient liquid ooze. Sam Raimi was very clear on the film's portrayal of the symbiote: he wanted it to have character, but not to resemble a spider or octopus. As portrayed in the film, it possesses a webbing form (it was composed of many separate CGI threads) that gives it a sense of life and an appearance of gripping onto someone's body.
According to composer Christopher Young, the Sandman's theme was composed with two contrabass saxophones, two contrabass clarinets, two contrabrass bassoons and eight (very low) French horns to describe Sandman as "heavy and aggressive." Venom's theme was meant to make him sound "vicious and demonic" and used eight French horns.
Sam Raimi stated in an interview that he has no interest of seeing Carnage in a live action movie, as he said that about Venom. However, he said that Toxin would make a cameo in future Spider-Man movies, without Carnage.
This film was reportedly the most expensive film ever made in U.S. dollars, with a green-lit budget of $250 million. However, with the ground-up development of revolutionary CGI, the astronomical costs of shooting on location in New York (reportedly at $1 million per day) and extensive re-shoots which over-ran the production schedule an additional 8 months, have led many industry insiders to speculate a final tab of $350 Million or more in production costs alone. If this figure is true, then only Pirates of the Caribbean: At World's End comes in second with a final budget of $300 million.
According to Bryce Dallas Howard on the DVD commentary, the actor who plays the photographer during the crane accident scene performed magic for her at a birthday party when she was in the second grade.
Phil Saunders, one of the art crew members, says that production designer Neil Spisak was let go just a few weeks into principal photography. J. Michael Riva was subsequently hired for the remainder of principal filming and re-shoots. However, both Spisak and Riva are credited in the main titles sequence.
Venom is never referred to as Venom. Sandman is only called Sandman once - during a newscast sequence near the film's climax. New Goblin is never called New Goblin - the closest this comes to happen is Peter calling him "Goblin Jr."
When production started, the computer programs to render the Sandman and his capabilities had not been developed. As production progressed, these programs were completed but the amount of man-hours put in to meet the deadlines were astronomical.
A scene of Spider-Man battling a giant Sandman at a construction site was previously done in the animated series "Spider-Man and His Amazing Friends". ("Spider-Man: Unmasked!", season 3, episode 1, September 17, 1983)
The trivia items below may give away important plot points.
Immediately after Spider-Man 2 released, Ivan Raimi wrote a plot for the third film in two months. According to Sam Raimi, the film initially dealt with the concept of heroes with a dark side, and villains with a sympathetic side. As well as dealing with the "triangle" between Peter, Mary Jane and Harry, the Sandman was made the film's official "villain"; the screenwriters made his character, merely a petty criminal in the comics, the real killer of Ben Parker to further Peter's guilt over his uncle's death. Raimi wanted another villain in the film, and eventually settled on the popular villain Venom to please the fans. There was also the addition of a rival love interest, Gwen Stacy, to complicate personal matters. However, with all these additions, the story became so complex that Alvin Sargent considered cutting it into two films, before realizing he could not create a successful intermediate climax for the third film to lead into the fourth.
The scene where Spider-Man throws an exploding pumpkin back at Harry, and it explodes in his face, recalls a similar scene in Spider-Man. Green Goblin throws a pumpkin at Spider-Man, whose reactions are the same, blowing off half of his Spider-Man mask.
Originally, Dylan Baker was meant to mutate into the Lizard and become the main villain for this film. There is a lizard skeleton in Dr. Connors' laboratory that foreshadows this metamorphosis. Another hint is the fact that his right arm is missing: in the comics he tried to restore it using reptile DNA, which led to his transformation.
In the comics, Reed Richards of the Fantastic Four is the one who discovered that the black and white Spider-Man costume is an alien symbiote. However, because the Fantastic Four characters are owned by 20th Century Fox, it was changed to Dr. Curt Connors making the discovery.
In the comics, Harry Osborn dies because the Goblin formula he ingested was fatally unstable, and was slowly poisoning him. Sam Raimi changed Harry's death to parallel his father's death in Spider-Man. However, in Harry's final scenes, his pale look could be a sign of the Goblin formula's effects.