How Did This Get Made? - Spider-Man 3 w/ Kulap Vilaysack (HDTGM Matinee)

Episode Date: May 6, 2025

Kulap Vilaysack (Add To Cart) joins Jason, June and Paul to break down Sam Raimi's Spider-Man 3 starring Tobey Maguire and Kirsten Dunst. The four discuss how the movie is mostly about Mary Jane’s failed Broadway career, all the bad CGI, Peter Parker basically becoming Austin Powers, and how there are simply too many villains. (Originally Released 07/17/2012)  Get tix for our May 9th Toronto show at hdtgm.comHave a correction or omission for Last Looks? Call 619-PAULASK to leave us a voicemail!Buy HDTGM merch at howdidthisgetmade.dashery.com/Order Paul’s book about his childhood: Joyful Recollections of TraumaJoin the HDTGM conversation on Discord: discord.gg/hdtgmShop our new hat collection at podswag.comPaul’s Discord: discord.gg/paulscheerPaul’s YouTube page: youtube.com/paulscheerFollow Paul on Letterboxd: letterboxd.com/paulscheerSubscribe to Enter The Dark Web w/ Paul and Rob Huebel: youtube.com/@enterthedarkwebListen to Unspooled with Paul and Amy Nicholson: unspooledpodcast.comListen to The Deep Dive with Jessica St. Clair and June Diane Raphael: thedeepdiveacademy.com/podcastInstagram: @hdtgm, @paulscheer, & @junedianeTwitter: @hdtgm, @paulscheer, & msjunediane  Jason is not on social mediaEpisode transcripts available at how-did-this-get-made.simplecast.com/episodesGet access to all the podcasts you love, music channels and radio shows with the SiriusXM App! Get 3 months free using the link: siriusxm.com/hdtgm

Spider-Man 1 was good. Spider-Man 2 was great. When we heard about Spider-Man 3, we were like, Yes! What could possibly go wrong? Apparently everything. We saw Spider-Manater, cause you know you wonder how did this get made? Let's follow in the mediocrity of subpar art. Perhaps we'll find the answer to the question, how did this get made? Hello, people of Earth, and welcome to How Did This Get Made? I am your host, Paul Scheer.

I'm joined as always by June Diane Raphael. How are you, June? Good, how are you, Paul? And live via satellite or Skype, Jason Manzuchis in New York. Jason, welcome. What's going on? Is that what the delay is gonna be like?

Get ready, everybody. Is there a delay? I can't hear it. Okay. Well, it's a little delay. We'll give you some space on the side of it. We have a very special guest. Oh, brother.

No, it's okay, it's okay. One of our favorite people. She is the co-host of Who Chartered. Please welcome Cool Up Felizac. Hi, hi. Hey, what's going on? Oh man, guys, I'm psyched to talk about this movie. So I brought up Spider-Man 3 because I feel like Spider-Man is out in the theater.

People have to look back about why this movie was rebooted, and it all stems from this movie where there are equal parts dancing as there is fighting. There's just as many dance scenes in this movie as there are full-on fight scenes, and that, I think, is the main core problem of this movie. And not just dancing, but singing. Like, full-on singing numbers. Yeah. And I don't know if I would say dance scenes as much as I would say gun dance moves scenes. Oh, bad dancing, like 70s dances. Yeah.

Like staying alive style John Travolta dancing. Oh man. I do wanna say, I know a lot of people's complaints about this movie is there are too many villains. Yeah. You have the Green Goblin's son. Yeah, Harry. You got the Sandman.

Marco. Oh wow, you got it all. You got Venom. got the Sandman. Marco. Oh, you got it all. You got Venom. That's right. And then you got Eddie Brock. But you have two, because it's sort of like Venom is a villain of Peter. And then Brock also is kind of a, I mean.

I mean, they did a crappy job of explaining that symbiotic. Because you know this more. And I would say the fourth or fifth villain in this movie is coincidence. Because there is so much movie. Yeah, there's, oh. I was just gonna say, it's as if there's only six people

in New York City. It makes no sense. And they just keep running into each other the whole time. And it's like, oh, thankfully, Peter Parker was hanging out in the park when the alien symbiote crashed near him and it was able to jump on his back. It's not even. And that Eddie Brock happened to go into that cathedral,

that church, while that bell was ringing. See, I didn't realize this though about the symbiote. I don't know from what you speak. So basically Brock was not trying to get into that Venom suit. The Venom suit got into him. Chose him. But I have some questions about this Venom suit.

I mean, all right, so. It's messed up. All right, so basically, this symbiote, like attaches itself to Peter Parker's motor, scooter. But first of all, the symbiote is an alien. And that's the other thing is, by the way, guys, there's an alien in this movie.

Yes, who is just goo. Yeah. The alien is like Terminator. And then when his professor, Dr. Connors, tells him about it, he just, it's very blasé. Yes. This little creature is running around towards Peter and he's like, hey, don't hang out with that.

Yeah, did you touch anything? No, I was confused because when the symbiote first gets him, he's in bed in his Spider-Man costume and it just turns the red costume black. And then he's able to take that off. And why is he sleeping in the red costume on top of his covers? No idea. He's warm?

It gets hot in there? He fell asleep listening to the police scanner? I mean, and by the way, it was days from when the symbiote first entered Peter Parker's apartment to when he attached himself. So what was it doing? It was just hanging out waiting for him to fall asleep. It was a full hour. It was a full hour of the movie.

Like a meteorite lands, it attaches itself to Peter Parker's moped, and then an hour later is like, oh, wait a minute, why don't I just turn his red suit black and infect him with anger? Maybe it had attached itself to other things in the room. Like plants and stuff. And it didn't work? I would like to just bring up another part,

another general thought on this one. How long do you think it was until we saw Spider-Man fighting? There was one fight scene, but when did you? Oh my God. When do you think? Like 40 minutes. 34 minutes and 36 seconds into the movie.

It takes until he is in the Spider-Man. You see like recaps of it. But until he is in that costume, 34 fucking minutes. It's a lot of time. That's a lot of time. That's like an origin story. Yeah, that's bad. They're trying to, they start off the movie

like it's good times for Peter. Yeah. It's great times for Peter. Yeah. It's great time for Peter. He's as popular as an ugly Kardashian. Like he is kind of like, and everybody, everyone's covering this story. There's too much love for Spider-Man. None of the Kardashians are ugly.

Not ugly. I'm just saying one of the less popular. Who cares? Like it's a Spider-Man movie, right? It's a superhero Spider-Man movie. Let's get to it. And it opens with him seeing his girlfriend in a Broadway play.

Oh yeah, we finally get that three minute scene of Mary Jane singing finally in our Spider-Man movie. We get to see that. Thank fucking God. By the way, I have a question about that scene because, okay, so later on in the movie, we find out that she didn't do it. Well, we only know that she didn't do a good job

because other people in the audience tell us that. Was she bad in that fight? No, she was good! Wasn't she good? I thought she was good. I'm no American Idol judge. But guys, we were in the vantage point of Peter who was in the first row.

Right, the reviewers... So you're saying if the cameras were set up towards the back, her voice was thin. Her voice didn't carry. Her voice didn't carry. That was her complaint. Her voice couldn't carry past the front row. It wasn't she was a bad singer. She just had projection problems. So like that's a real fucking terrible way to write.

Like she's not bad, she's not bad. She just can't project. That's her problem, that's her fault. They are, she, no, no. Guys, you are being way too generous. She was garbage. That was a broadway production of what? That was a broadway production of what?

Manhattan Memories, the classic. If we all saw that, we would be like, shame on you for putting that on stage. Well, but that's not her fault. I mean, the broadway production consisted of like, a set of risers and her in a white gown. Like there was no production value. She was also third build.

There was no stage picture. She was third build in that play and she opened the show. I don't know if I can, like she was definitely the lead, but she was always third build down. I don't know what Manhattan Memories is, but I would never want to see it. But I guess what I'm saying, Jason, is I agree the production was horrible, but how are we to know that she was so bad in it? All the credit. Because we saw her, we to know that she was so bad in it? All the critics! Because we saw her sing and sort of dance!

She was not... I didn't think she was terrible. I just have to say, she was not... Oh my god, you are just too apologetic for this. She wasn't doing it. And when she got fired, she walks out and there is a crowd that's clapping. Why did she think for one second it was for her? That was bizarre. She visited the theater midday. Midday she visited and walked out.

Because I guess she's so used to that, is she? No, I'm dead serious. I don't know the whole story. It wouldn't make sense for that to happen. Basically, Peter and Mary Jane have marital problems because Spider-Man's more popular than Mary Jane. I mean, that's- She's jealous of him and his fame. And then the first half of the movie,

it's like the first episode of The Bachelor. We just keep on meeting bad guys. Like, oh, here's another one, here's another. Everyone's coming out of the limo. Uh-oh, who is she? Who's Spider-Man gonna fight? But I mean, they deal another one, here's another. Everyone's coming out of the limo. Uh-oh, who is he? Who is Spider-Man gonna fight? But I mean, they deal with James Franco in this movie. Think he's great, very talented actor.

I don't know what the fuck is going on in this. He's not. He was Franco-ing it up, guys. Definitely Franco-ing it up. He is, at one point in the movie, he dies. Early in the movie, he and Spider-Man get in a fight. He dies, right? Literally dies he and spider-man get in a fight. He dies right literally dies They bring him back to life, and he is

instantaneously horny They're bringing him out like they're bringing him home from the hospital where he was dead And he's like hey, man. Do I got a girlfriend his amnesia? Hey, man. Do I have a girlfriend man? I gotta get a girlfriend seems like I'm pretty rich I could probably get some girls back here, right? Like, he is just straight up horny. I do wanna talk about the amnesia, because the amnesia is very specific.

It's like, he doesn't, he lost his short term memory so he forgets that Peter Parker killed his dad. But then he also doesn't remember where he lived. So that would mean that he, like he clearly has lived in that apartment his whole life. And apparently. It was a major brain injury. A major brain injury.

It was a very selective brain injury. And then you can 100% recover if you touch a mirror. Oh. That is what we learned. He touched a mirror and then he heard his father. And then he remembered everything. Oh man, this is the second time William Dafoe has popped up as a villain.

He came back for this to shoot some extra scenes in the mirror. Oh man. Let's talk about some CGI. The movie gets, like, the first and second movie, the CGI's pretty good. This one, it gets worse. I mean, the Sandman was so bad.

Sandman, best villain of all time? Hey guys, can I ask a question? Yeah. I don't know who is running that lab facility, but why are they doing molecular tests in the middle of the night? Oh, you mean the hot model scientist lab facility where it's all hot women?

By the way, did you notice that there were hot women in scenes where they had no business being? Well, I- Did you notice that toward the very end, and Jason, I do wanna hear this point, but toward the very end, there's a scene where J.K. Simmons is talking to that little girl photographer and all the press is around.

There's just tons of press and tons of photographers, and then just a random hot blonde in a fur coat, not a photographer, just there. Those hot women in the physics center, like it makes no sense at all that they're there. Well, I mean, but maybe it doesn't make any sense because like to Jason's point, they're doing molecular tests at,

well, what do you think, Jason? What time was that? It was... It's the middle of the night, right? Because the guy, Thomas Hayden Church has escaped from prison. That's right. He's climbed into his daughter's room.

He's been thrown out of that room. He's run and been, now time has passed. Now the police are alert. I'm saying it's like two o'clock in the morning. Yes. And they're firing up those molecular, they're like, we're gonna start the test now in the middle of the night. And there's no cameras on the test facility, so I can't see what's going on inside. Assume it's a bird.

They assume it's a bird. It's a bird and it's okay. And then when he's climbing into, over the fence, there's a sign that says particle test facility. Why would it, why is it so specific? What did it say, keep out? Particle test facility. Caution is it so specific? Why didn't it say keep out? Particle test facility. Caution. Why so specific? It's really weird. I want to get back to the basics

and ask what time period this is taking place in. Because up until he got into that particle test facility, it seemed like the Sandman's whole sequence of going home and to his house that was right by the railroad was in like 1947 and his outfit was like very Brother where are you? Like it was so weird. He was in a different time zone. Well, I That whole storyline you're right like even Teresa Russell who comes out for like one line

Tria like I remember I used to think Teresa Russell's this hot, like sexy, like Kathleen Turner kind of lady. She was. And then she's just like, just kind of like, delegated to like one line, just like, get out of here. She looks like she's like someone woke her up, like hey, get up, get up quick. Come in, come and shoot the scene really quickly. But yeah, I have a lot of issue with time in this movie,

mainly because while that's going on, Peter Parker has seen his girlfriend in a show. So you would imagine that show started at eight, probably ended at 10. Then they went out and hung out in the park for a bit, and then he drove her home. Whatever. And then he goes with it.

When they're in the park and he's like created a spiderweb for them to lay in, and this is supposed to be like, they are in love. They have like the chemistry of like two sacks of wet dog shit. Like there is no chemistry between them. It looks like they don't wanna even be together. They don't wanna be next to each other.

Tobey Maguire also looks like he's a little older than Play the Plays but he isn't looking, the fun of it is out of it for him in this movie. But I had this issue with, so he goes and hangs out with her in the spiderweb they're hanging out, he drops her off, and then he goes visits his Aunt May, he goes to tell her that he wants to marry Mary Jane. It must be like 2.30 in the morning there too,

like it's like super late to go make a visit to your grandma, or your aunt. Emma suffers from insomnia. She was ready to make some tea. Well, she came over for one, like two lines later on in the movie, like, Hey, are you okay? All right, later, you'll be fine. I'm like, what? You went on the subway for that? So much, so much of this movie.

So, all right. There's a part when Thomas Hayden Church turns into Sandman, right, and he's running away from whoever, there is a point where he's introduced where he turns and looks straight into the camera. Yeah, I saw that. Did anybody else notice this and notice how bizarre it was? I did not notice it. I noticed it and it made me feel really weird. I was like, what is happening? Why did somebody allow him to do a straight to camera take? Well, I think because he probably wasn't really on set that much.

I guarantee that Thomas Haden Church was on this movie three days max. I mean, like he's never, like he's always the Sandman. You see him running and once... Now, let me ask you about the Sandman though. So he can only turn into sand man when there happens to be sand around. No, he can only be big. He can make himself bigger with more sand. And you know, there's always those trucks full of sand

running through New York City. I mean, coincidence. Giants, trucks of sand. That says sand on them. Sand. But no, but okay. So New York is the perfect place. New York is the perfect setting for him to run wild.

Look, it's an island you guys. Manhattan's an island. It works for me. Now, but he can be put out or he can be destroyed by water, right? Because he just turns into wet sand and like slushed? No, I mean, I get it. Yeah, he's not strong in that. not strong and he has to dry out. But he's strong enough to hold that locket the whole movie.

Yep. But then he can also be destroyed by fire at the end. Well he can be turned into like stone by fire. Yeah you know how they make glass June. Oh I'm sorry. Sand and fire makes glass. Okay. I also had the learning curve was very quick for becoming a Sandman.

He literally was, you know, molecularly destroyed and then he was like, oh, huh, I'm a Sandman. Oh, my arm fell apart. Oh, now I got it. No, not only did I get it, I'm able to turn into literal flesh and create my t-shirt and pants within a second. It was sort of like, there was no crawling. It was sort of like, oh, I'm sand? Okay, I'm back, I'm back now.

Sorry about that, I'll shake that off. It's almost like you would assume he would just be a man made of sand for the rest of the movie, but nope. He's now going to look exactly like he did before Thomas Hayden Church wearing a green striped sweat t-shirt and jeans. And I love that he really did commit to that shirt.

I did like that. He was in there for one week. He basically went home and was like, yeah, I remembered my stripy shirt. I like this shirt a lot. He had to go get that stripy shirt. But that is his outfit in the comic book. Of course.

That is the Sandman's outfit, unfortunately. Oh, I'm sorry. Sorry, you guys. Source material, Source material. But source material. That shirt is canon. Um. Ha ha ha.

How did this go? How did this go? Explain to me, though, like, was the Sandman well represented in this movie? I don't know much about it. Nobody was well represented. I mean, the same learning curve goes for Brock. How did Brock know he gets the Venom suit?

He knows all these things. Immediately. Immediately. But the Venom suit? He knows all these things. Immediately. Immediately about that. But the Venom suit on Brock just kind of makes him into an alien. The Venom suit on Peter is just something he can take on and off. Yeah, explain those, Brock's teeth.

Why does he go like that? Yeah, Brock all of a sudden has like a monster mouth. Now in the- Well that's, I mean Venom, that's okay. Well then you get into a whole different situation where Venom, the symbiote, when it's attached to Peter Parker, it makes him, you know, this kind of, in the comics, this dark evil Spider-Man.

And then- Where he says, give me a cookie. Yeah, you know Peter Parker's really- When the symbiote detaches from him, it becomes Venom, which is like a classic Spider-Man villain, which is, it has huge teeth and a crazy tongue. But then for Brock to have that teeth when he's not, when it's taken off of his face and we just see Topher,

it's weird for him to have those teeth. Oh, that makes no sense. Yeah. It also makes no sense that Topher Grace isn't in this movie. With that beautiful hair. Topher Grace in this movie. Is that what Brock's hair is like

in the source material? He's a blonde guy, I guess. I do wanna talk about Topher Grace's amazing camera and eyesight because there is twice in the movie, once when Brock is running to a scene where a crane has gone loose at a model shoot. A model copier shoot. A model copier shoot.

What is that? Gwen Stacy is, and she says it later on in the movie, 62 stories in the air. 62 stories. And without a beat, he looks up and goes, oh, that's Gwen Stacy. What fucking eyes do you have? 62 stories.

This is his first scene. This is his introduction to the movie. It is minute 35. He realizes it's Gwen Stacy and he's standing next to her father. Oh yeah, he goes, oh, by the way, I'm dating her. What is happening? Wait a second, so Gwen Stacy,

because I did just see the new Spider-Man, so Gwen Stacy is a model now? That was weird, that on every level was weird. Is she not a model in the source material? I just wanted to say source material. Do you remember, Jason, if she was a model? I don't remember her being a model, no. And I think this actress, what's her name again?

Bryce Howard is a gorgeous woman. Gorgeous. Gorgeous woman. Not a model, no. And I think this actress, what's her name again? Bryce Howard is a gorgeous woman. Gorgeous. Gorgeous woman, not model-esque though. No. No. She's not like a Jessica Chastain. Yeah, Jessica Chastain. I'm just kidding, they're identical to each other.

Yeah, she's got like more of a Rubenesque figure. She's got a gorgeous figure. Sure, so when she's talking about when... I can't believe you just called her fat. Wow. I didn't. You, catty, Mary, catty. I think she's gorgeous.

That's why they had to hide her behind that copier. But when she goes up, when Peter's about to ask Mary Jane to marry him and she goes up and was like, oh, do you have that photo of me and Spider-Man kissing for my portfolio? It's just ridiculous. By the way, she goes, do you have that picture of me and Spider-Man kissing? Oh, he doesn't, but every newspaper in the city does because it was on and we just passed the newsstand. By the way, and now we're talking about that kiss scene.

So they're giving Spider-Man the key to the city in this movie and he swings down and does that move that he does in Spider-Man one or two where he hangs upside down and the audience, for no reason, goes kiss him, kiss him. Like they, why? So basically, yeah, the audience starts chanting for them to make out for no reason

and then Peter's like, like yeah make out with me And they do which would show you that he was maybe already controlled by the symbiote at that point or he just You know what I thought no Ego, it hasn't happened. It hasn't happened. It's just a fucking scumbag So the fame is getting to his head is getting we're to understand. Yeah, okay Wow All right, there's so much to talk to there has like legitimately I see I feel like as is what we're to understand. Yeah. Okay. Wow. Oh man. All right, there's so much to talk to. She has like legitimately, I feel like,

as well as a pantheon of villains, there's also kind of three love interests. There's MJ, Gwen Stacy, and the weird Russian girl who lives across the hall. Ursula! I'm obsessed with Ursula. Ursula's baking nonstop in the movie. She's just making things.

Oh, by the way, kind of the cutest of the three. I kind of agree with you. I Googled her to see what she's been in, and not much. She has like a very Ricky Lindholm, like adorable, cute little face. All right, so when we last were talking, we were talking about Ursula, who is an interesting character and kind of is our lead-in to this Spider-Man change.

Yeah, transformation. This transformation, I am mind boggled. I am like, I feel like no one, everyone looked at this group and was like, we're shooting this? Okay, great, yeah, no, I have no notes. How did this get past even the first draft? Because Peter becomes kind of like a 70s cool, like a Dean Martin. He becomes like Austin Power.

Yeah, literally, that scene down the street is like Austin Power. Guys, I enjoyed it. No, no, you didn't. I enjoyed it. I hated it when I saw it in the theater. This go-around, I enjoyed it. Well, you enjoyed it, ironically. I don't theater. This go around, I enjoyed it. Well, you enjoyed it ironically. Definitely ironically. I don't know.

I don't know if I did. Because he's so dorky and he's trying to be cool and I enjoyed it. I do agree with you though, that it kind of plays on that level where it's like, it's weird. It's like he's got this sort of dopey face and so he's doing it and it almost seems like a joke.

Yeah, I honestly thought it was like a comedy sequence. Yeah, he's not trying, he's not cool. But no, but that's the thing. Some women react to him like, oh, who's this hot guy? And then other women are like, who's that fucking nerd? So like, I don't know what the reality is. Cause some women, like Ursula definitely, and then there's some women,

that one woman who looks up and down is like, yeah, I can't tell, I don't know. Why? What he did, it has this transformation, right? It starts with the Justin Bieber bangs. It starts with weird, weird bangs. I would also say that bangs, I got, when I saw it, and he switches his hair,

I felt like he was making a Hitler hairstyle Oh cool Hitler look he looked like a mixture of Tom Cruise and Katie Lang are the same person. Ha ha ha! Oh my god, so he starts talking and like this. Was anybody else, I also was really puzzled by like, he becomes kind of a dick, then he's doing his dance, you know, he's doing his, he's struttin' down the street with his finger guns,

he's giving everybody finger guns. Like strut, strut, finger guns, finger guns. Then he goes into a store to buy a black suit, and the doors of the store have multiple signs that say clearance sale. Why is he in a super cheap suit right now? What's happening? I don't understand and also that sequence is like,

the movie is, I mean, it's not reality, but it's not hyper reality but it's not hyper reality. That sequence is hyper reality. Yeah, I did think he looked good in that black suit though when he came out. All right, he looks fine. I did. The issue was the finger guns,

and then when he goes into like the club. I mean, I will contend that that's horrible. I'm gonna play the clip of him just talking to the girl in the club because you just gotta hear the way he talks cool at D Dean Martin. Here we go. Oh, I hope we can get a table. Find us some shade. Find us some shade.

Thanks, Hot Legs. I missed that in my viewing. Thanks, Hot Legs? Yeah, thanks, Hot Legs. Thanks hot legs. Yeah. Thanks hot legs. Oh, yeah Oh my oh guys. I'm gonna use that to get into comic-con party Money, I do have a theory though that the alien symbiote came from like the 1940s the alien The alien it's kind of obvious. We did research Rat Pack is big the the alien is all the alien I mean like he like, in this world

and he's gonna be a great dancer. An amazing piano player. Amazing, amazing, oh, man. Oh my God. Now dig on this. Yes, he can just play piano. Yes, yes! But yet he's still, like, he still wants to get back

at Mary Jane, like, he should just be fucking at this point, like, I mean, that's what they want him to do, but he's not. Like he's still kind of like got that Peter energy. How did this go? How did this go? Oh, you know we haven't talked about. What?

The omelet dance party. Oh gosh. Guys, what was that? That was so uncomfortable. So James Franco decides that now I guess he's gonna be or Mary Jane's like, well, you know, Peter is, he's too much wrapped up in Spider-Man. I'm gonna start hanging out with James Franco's character,

and then they go and make omelets together and have an omelet dance party. Chubby Checkers, The Twist. That was crazy. Who the fuck is watching this? Who is making this movie? Like, The Twist, The... Why is this movie is so bizarrely old-timey?

That's what I'm saying, you guys. I think that there were two scripts, and one was an old-timey script, and one was a current script, and they could not decide what to do, and they just shoved them both. They shoved it together. Seriously, because there's a lot of old-timey stuff in here.

Oh, you know what, there is one thing in there that just reminds me of old-timey, when they're in the newspaper headquarters, that definitely looks old-timey. So old-timey stuff in here. Oh, you know what, there is one thing in there that just reminds me of old-timey, like when they're in the newspaper headquarters, that definitely looks old-timey. So old-timey, and J.K. Simmons is playing it that way. Yeah, and J.K. Simmons is like the best part of this whole movie. I love him. Him and Bruce Campbell.

Bruce Campbell, amazing too. But they, like behind J.K. Simmons' desk, they have like giant framed covers of the newspapers, like the classic ones, but the one that they have up that is the worst, it goes, Doc Ox, still at large. That was the one that they framed. I just thought that was just a dumb thing. It's not even a great picture.

It's not like they broke a story. It was just sort of like, this thing is still happening. It was like, yeah, frame that one. Frame that one. What was going on with his horrible operation game table that Elizabeth Banks would keep buzzing? Because he has high blood pressure, right? Wait, was that Elizabeth Banks or Parker Posey?

Yes, that was Elizabeth Banks. Who was great. I thought she was hilarious. She was great. I kept thinking it was Parker Posey. Oh no, Banksy. Oh, Banksy guys. It was the way it was, the street artist Banksy? Yes, in an Elizabeth Banks costume. Banksy. Oh, Banksy, guys. It was the way, it was the street artist Banksy? Yeah, yeah.

In an Elizabeth Banks costume. A Venom Elizabeth Banks costume. Oh, wait, can we talk about this for a second? Remember when, I know I spoke about this a little bit earlier, when James Franco died in the movie? Yeah, right? Yeah, yeah. Okay, so he's dead. He's like literally dead.

They bring him to the hospital. The doctor comes out and says, he's yeah, okay, so he's dead. He's like literally dead They bring him to the hospital the doctor comes out and says he's gonna be okay Or no, no, he's gonna be okay, but he has amnesia. He doesn't remember anything MJ shows up she and Peter are like walking out and MJ just goes I think he's gonna be fine. Yeah. Oh, yeah He was literally dead an hour ago. I think he's gonna be fine. So. What? He's definitely not gonna be fine.

By the way, I don't understand also, no one gets hurt in this movie. Is Peter Parker, I don't remember this from the comic, but Peter Parker, is he invulnerable to anything? No. They literally throw him up against a moving subway, through buildings, no scratch. So much debris.

They create so much falling debris from the sky that thousands of people on the ground in New York City must have died during these bad, like at one point, Hobgoblin and Spider-Man are having a fight. A giant chunk of a building falls off and like just falls to the ground. And so many people must be dying. It's crazy.

And oddly, like never Mary Jane, because she is constantly falling. Oh yeah. The poor girl is constantly. A lot of women like dangling from 60 stories and above. Oh, also when they do trap Mary Jane in a giant spiderweb of a taxi cab caught in a giant spiderweb I love that the bad guys had to write on it

I wrote this down like spider spider-man stop us if you can you don't think he's gonna get the message if there's a giant Spider web his girlfriend's they had to like also spell it out in the web like we've got to make sure we got to make sure He knows there was a lot of strange exposition and like the late second act with that reporter Basically just narrating what was happening. Like all hope is lost. That English reporter with a KTLA is Hal Fishman. Oh yeah, which makes sense because it's in New York. So basically, from most of the...

So the beginning of the movie, James Franco hates Spider-Man. Then he gets amnesia. Then he likes him, then he remembers, then he hates him again, and then at the end, he likes him again. And this is one of my favorite parts of the movie, because basically, there's no way to bring these two characters together.

Like, it's like, James Franco's like, you killed my father, Spider-Man, I hate you, you're a terrible person, fuck you. And you think, well, they're never gonna see I die clearly spider-man didn't do it until this man came Can we play that clip? if I may sir I've seen things in this house I've never spoken of What are you trying to tell me?

The night your father died, I cleaned his wound. The blade that pierced his body came from his glider. I know you're trying to defend your father's honor, but there's no question that he died by his own hand I loved your father As I have loved you hurry all right Basically, they friends love you Basically, he clears it all up

Thank God the Butler came in and now finally told him this. The butler knew this all along, right? Well, but I think the butler had that sort of old-timey reverence as a butler of like, I'm not going to get into these conversations. I don't see anything. That's a big conversation to avoid. I feel like Alfred gets into it with that a lot.

Get a little bit more involved. Get a little bit more involved. Get a little bit more involved when your person who pays you thinks he's- But I think that Butler was living in like 1862. By the way- Even in his own time period. Maybe he's just an older actor. That Butler was terrible.

That was some of the worst acting I've ever seen. If you get the Blu-ray, in the DVD extras, he is part of the blooper reel. The Butler. The Butler is, and wherein he just is like, he is part of the blooper reel. The butler. The butler is, and wherein he just is like, he's just an older man. Oh, it's your god. Couldn't get the lines out.

Yeah, he's just like, and the cannon, the blade, the blade. How dare they put that on a blooper reel. It's like, this is an older actor struggling. He approved it. Also wanna point out that in that scene when Spider-Man and James Franco fight, the hovercraft is kind of, it looks like it's hooked up by a USB cord to a computer. Just like levitating by a cord, it gets unleashed.

I gotta charge my hoverboard. He might as well be riding a hoverboard from Back to the Future 3. Right. Yeah, it really is. It looks just like that. Yeah, it's the same exact thing. By the way, well this brings up,

yeah, I think another thing is like, it's cool, people like snowboards, right? And they just, ooh. Oh man. Those little fireballs came in handy a couple times. And who is this movie for? Because it's not really kidsy enough to be like a Spider-Man

Kids movie, because then there's so many weird triangulating love stories happening that make no sense. There's like 20 minutes between every action sequence. This movie is a fucking disaster zone. I'm getting so angry that Spider-Man doesn't show up in costume for like 40 minutes. And when he does fight, he's fighting a lot out of costume. Yeah, and it did have that feeling of just like

Spider-Man aging a bit and just sort of dealing with some, some real life issues. Some real life issues. This whole movie feels like it was put together by tape and glue. Even to defeat these villains, like, oh Venom hates bells. The vibrations. Oh, vibrations. Oh, is that what it is?

I thought he hates bells because they're like, oh the church and the ding. Why does Venom hate, why does he hate vibrations? I mean, we're not from their world. Is that real? to the church and the ding. Now I guess Vibration. Why does Venom hate, why does he hate Vibration? I mean, we're not from their world. Is that real? I mean, from the book, I just thought from the book, maybe it would be in there. Imagine you're a child, you love Spider-Man,

you go to Spider-Man 3, and half of the movie is dedicated to Mary Jane's failed Broadway career. You're right. If you were reading that as a comic book. You're right. That's never part of the comic book. On what planet? It's like, with somebody like you,

know what would be good here is if we fused a Spider-Man story with a chorus line. And by the way, though, that's such an unsympathetic story line for her. We're supposed to care that she didn't survive on Broadway. Like it's just a very kind of like, care.

By the way, looking at the reviews online, everyone's like, I hate Mary Jane. She's a bitch. Like, I mean, people really go after her, but I think that's because like, she's like getting in Spider-Man's way or dumb career. Like people do not want to hear that. Immediately kisses Harry like for, for, like.

Yeah. That's tough. That's tough. So many dumb things in this movie. So, I mean, gosh. But that is Hardy. Just even source material-wise, MJ's not a great character. Yeah, but she's like a second, I mean, she's like a second lead in this.

Yeah. Gwen Stacy is a better character in the books. Yes. Why, because she, it seems like from the Spider-Man we just saw, she's more sort of into chemistry and knowledge and all that stuff, right? Not at all, chemistry and knowledge and stuff. Well, no, but seriously, that's why I was upset that she was a model in this one. Yeah, I mean like- that she was a model in this one. Because it's like Mary Jane's an actress,

it seemed like she, Gwen Stacy, had more to offer Spider-Man. I mean, in the book she's- And don't get me started on Black Cat. Oh, Black Cat. That's right, why do we bring Black Cat? It's because Catwoman was so bad, so they weren't gonna bring her up. Oh boy, oh boy.

Well- Nuts. Nuts. Nuts. Obviously, boy. Well, nerds. Nerds. Obviously, we did not like this movie. All right, so these are reviews called on Amazon. Normally, we're able to find some very fun reviews, five-star reviews. This time, it was a little harder, because the staunch fans were really staunch fans.

But these are some of my favorite five-star reviews from Amazon. This is from Marcus Shelbin-lisman. Don't know how it's really confusing looking. From St. Louis, Missouri. This is a lot different than the other two. When Peter gets a new black suit, he acts funny, but I enjoyed it. Five stars. Okay. All right. Fair enough. And the other two, when Peter gets a new black suit, he acts funny, but I enjoyed it. Five stars.

Okay. Alright. Fair enough. I also like the black suit on him. And then this is from Jay, my favorite review of all time. In Spider-Man 3, Spider-Man fights a Sandman. Spider-Man gets the black suit and fights a Sandman in the sewer. The Sandman turns to mud.

Peter fights Harry with the black suit. Harry throws a Goblin Bomb at Peter. Peter dodges it and throws it back at Harry, and his half of his face blows up. Harry and Spider-Man fight Venom and Sandman. Harry defeats the Sandman. Harry saves Spider-Man and dies from Blade, from Venom. Spider-Man throws Goblin Ball at the black suit. The end. A must-see movie. Five stars. One of my favorite, favorite things. Now, Cool Up, we all saw the new Spider-Man.

Did you see the new Spider-Man, Jason? I did not. Okay, so Cool Up and I were talking the other night and I said, well, I like this new Spider-Man way better than Spider-Man 3. And Cool Up's like, I don't agree with that. So now after re-watching it. I still like Spider-Man 3 over The Amazing Spider-Man.

What? Fuck you. Fuck. No way. I do. My review for Spider-Man 3 would be that. It would be like, Spider-Man 3, two stars, not great, but future, in the future, I will like it way more

than The Amazing Spider-Man. I disagree. I disagree. Wow, club. I, yeah, I think the actors in the amazing spider-man are great I think the story is so boring and long and there's no this wasn't no you're right, but I again I know is nine hours long I feel like there was more things happening in this movie.

And I know that's also it's detriment. Yes, because you said to me, you said to me, well name one scene that you liked from The Amazing Spider-Man. And then I watched this, I was like, I can't name a scene from this movie that I really liked. I would prefer to watch. I like the, as crappy as this was, and as you guys said, it's patchworked,

I think the emotional story is way more interesting for me. And in the flashbacks when Uncle Ben dies in Spider-Man 3, that was more meaningful to me in that horrible Spider-Man 3 than the new movie. The new movie, I felt nothing. Do you agree with Cool Off tweeted us? Tell us what you think. Tweet at Cool Off tweeted us, find out.

Would you guys recommend watching this movie? I think I would. Yeah, it's fun. Just for the bad, the Venom sequence alone, it's pretty good. For the dancing and the finger guns, it's pretty worth it. To be a completionist, you guys, come on. You gotta watch them all.

I would watch the first two first. I wouldn't watch it just to watch it. I would watch the first two and then watch this because in juxtaposition, you will truly appreciate what a bag of shit this is. Yeah, if you thought this was the first one, you'd be like, oh, this sucks. But to see the fall from Grace, it's pretty amazing.

See, I haven't seen the first two. What did you think in watching only The Amazing Spider-Man and this? I really liked The Amazing Spider-Man. And then what did you think of this? I thought this was insane. Did you like the chemistry between Andrew Garfield and Emma Stone more than Tobin Wires? 100%. I would agree 100%.

I thought their chemistry was like off the charts. Well, because they really are in love. Well, they have real chemistry because guys, they're really in love. They love each other. Alright, so this is another episode of How To's Get Made. Let's plug some stuff. I am at Paul Sheer on Twitter. At Miss June Diane. At Cool Up. Not on Twitter, Paul Scheer on Twitter at miss June Diane at cool up

Just not on Twitter guys not on Twitter. You know Jason someone recommended that you you save the name at not on Twitter And so you should you should do that or someone should do that as you a big shout out Now I'm sure somebody will a big shout out to Elizabeth Barry She gave some big-time money to have this get made. 100 bucks. That is going to go to something. I don't know. But we keep it going here.

We thank you so much. Dave Steffi who pulls our clips every week. Cody who's doing all of our engineering. All the great people here. Caroline over at Earwolf. Thank you so much for listening. We'll be back soon, I hope. All right.

Bye bye. Howdy, Disco Beats.