BySupermanStarts, writer at
I am a produced screenwriter who also enjoys writing fan-fiction (not Max Landis). I am developing my own cartoon series ... and have cracke

After Spider-Man 2, Sam Raimi told Sony that he wanted to use The Lizard as the next villain in the series, but Sony said no as they “wanted a villain with a human face” … so he told them he needed another year to work on the script. They said okay, and Spider-Man 3 was the biggest film in the franchise yet.

After Spider-Man 3 hit nearly $900-million dollars, Raimi again told Sony that he wanted The Lizard as the next villain in the series. Sony again said NO, as they “wanted a villain with a human face” … so he said he'd need another year … but this time Sony said “No, no extra year, or we'll do it with someone else.” Raimi walked from the project, Sony had to wait an extra TWO years instead of one, had to completely reboot in doing so … and ended up going with The Lizard anyway.

Anyway, after I first heard Raimi wanted LIZARD for the 3rd movie, I could see where it would have gone. Then when I read he had originally wanted Eliza Dushku to play BLACK CAT in Spider-Man 2 (which she turned down and the character ended up being written out anyway for time) I could see how that character could fit into Spider-Man 3. THEN when I read Raimi say he'd like to see KRAVEN as a villain in a film one day … I thought it was a WEAK idea … but that Kraven would be great in the same movie as The Lizard … and so I thought I knew EXACTLY what was in store for us with Spider-Man 3 … so I thought I'd see how close I could get to the final film by writing my own version as I saw it happening (I stopped when Sandman was announced as the villain as all hope was lost.)

Here's WHAT I WOULD HAVE DONE with Spider-Man 3 …


1. OPEN ON: PETER PARKER in class. The bell rings and everyone but Peter leaves. He sticks around to talk to DR. CONNERS about his latest project. Connors reveals he is at a very exciting stage on something that if proved possible, will make him a household name. Peter wishes him luck and leaves for work.

2. At the Bugle, BETTY BRANT flirts with a little before J. JONAH JAMESON spots Peter through the windows and BANGS on the glass for his attention.

3. J.J orders Peter downtown to take pictures of a "Great New York Hope". A hunter is promising to kill Spider-Man, and for nothing but the thrill of the kill. Peter is shocked at J. J's lack of emotional response to such a thing.

4. Peter attends KRAVEN THE HUNTER's press conference and takes the photographs required. He listens as the press question Kraven on why he thinks Spider-Man is a threat. Spider-Man protesters clash with supporters. Kraven claims the display "proves" Spider-Man is bad for the city, smiling through out and seeming to come off as the good guy. Peter walks away stunned at the whole thing.

5. Peter drops by AUNT MAY's for lunch. He mentions Kraven but May quickly changes the conversation to the girl topic. He and MJ aren't together. She's taking some time out after he break up with Jameson's son and out of town shooting a T.V pilot.

6. NIGHTFALLS: Dr. Connors sets up things at his lab. He speaks into a hand held tape recorder describing his actions as he prepares an experiment.

7. Meanwhile, across the city, a group of heavily armed masked men climb out of a bullet proof van behind a jewelry store. Spider-Man spots the would-be thieves and enters the building quietly behind them.

8. The leader of the masked gang attempts to steal every item in sight, stuffing everything into large SWAG bags. Spider-Man makes himself known and a gun battle breaks out. Spider-Man avoids the bullets and webs up all the bad guys up and turns to put the diamonds back to their rightful places …. only to see the BLACK CAT taking them for herself. He calls after her as she escapes through the window. Spidy webs after her.

9. Spider-Man CHASES Black Cat across the night skies, around buildings and over rooftops. She teases him as he almost struggles to keep up with her. After a minute, she stops on a rooftop and talks to him. She teases him promiscuously … then drops over the side of the skyscraper. Spider-Man jumps over the edge to continue chase … but she is completely out of sight.

10. At his lab, Dr. Connors takes his new formula and mutates into THE LIZARD. His clothing RIPS over his body leaving only his torn white lab coat and the top of his pants attached to him. He JUMPS through the window and out onto the unsuspecting public below to begin a rampage through the city.

11. Peter returns home for the night, turns off his police radio and goes to sleep.

12. The Next Day: Peter arrives at work to a frantic office. A mad J.J. asks Peter for the pictures, but Peter has no clue what he's talking about. J.J goes rants about about punk kid photographers not knowing how to do their job and having to be everywhere all the time to get the pictures for the scoop. J.J mentions the stolen jewels and Spider-Man being seen webbing out of the building with an accomplice.

13. Betty fills Peter in on "The Lizard". Eddie didn't get any pictures either.

14. Dr. Connors wakes up by the sea in his tattered lab coat, barely covering him. He heads home confused and a little scared.

15. Peter attends the spot where the Lizard was last seen. He takes a few pictures before hearing a cry for help. He suits up and swings into action. – Spider-Man sees a SKINNY WOMAN is being mugged by a SKINNY MAN. He swings in to help her with the mugger – his Spider sense TINGLES – He turns around and sees KRAVEN'S WHIP as it comes quickly into his face. The skinny man and woman run off, together. Hired Junkies. – Kraven talks smack to Spider-Man and attacks. Spider-Man under estimates the Hunter and is hit a few times. They fight for a minute and Spider-Man eventually wins but by no means easily. He webs off leaving Kraven talking to himself … "It's not over until your skull is on my wall web-head".

16. Peter hands in his photographs. J.J has heard word that Spider-Man and Kraven were caught fighting. He is annoyed when Peter says he didn't get any shots of the action. Useless kids. EDDIE BROCK enters and hands J.J a file of Spider-Man & Kraven photo's. Peter heads to class.

17. Peter and the rest of the class wait, but Dr. Connors doesn't show up for work. People start to leave in his absence. Peter looks worried.

18. Peter visits Aunt May. He meets her guests, FELICIA HARDY and her mother. Felicia chats to Peter while the "oldies" talk. She's clearly interested in him, and gets off on his slightly shy awkwardness around her. She gets him to agree to take her out and show her around sometime soon.

19. Peter knocks on Dr. Connors door. Connors answers but talks to Peter through a safety chained door. He tells Peter that he had a slight reaction to his experiment and wasn't feeling too good. He'll be back at work in a few days. Connors conceals a newly formed right arm behind his back. Peter leaves.

20. Peter goes to lunch. He sees Betty and joins her. Betty asks what he's doing later. He's promised to show someone around the city. He doesn't get it what she really wants from him just yet.

21. Felicia picks up Peter from his house. They see a movie then go for a walk by the river. They are getting to know each when The Lizard strikes nearby. Peter tells Felicia to go to safety, he has too take some pictures for work. He'll call her.

22. Spider-Man fights The Lizard in front of a packed city street. Lizard is overly strong and gets away quite easily. Spider-Man is left breathless.


(I stopped writing the story when they announced Sandman would be the villain, but here's a few things I had in store for act 2 and 3 … )

23. The Next Day: A bruised Peter Parker tries to sell some pictures of the Lizard but they're too out of focus compared to Eddie Brock's masterpieces of photography. Peter can't catch a break.


Spider-Man walks into another of Kraven's traps. This time, he escapes just fine.

Peter sees Black Cat break into a jewelry store. He follows her. She challenges him to fight for her stolen diamonds. He accepts. She has skill but loses. Spidy takes back the diamonds. She pulls him in and places a fat kiss on his lips then swings away. Spidy lets his pulse go back down … then notices she took the diamonds back.

Peter and Felicia continue to date.

Spidy & Lizard fight. Lizard is injured and returns to the form of Dr. Connors in front of Spidy. Peter reveals his identity and promises to help find a cure.

Peter asks HARRY OSBOURNE for help. They haven't spoken since his identity was revealed. Peter tells Harry about Dr. Connors and he lets Peter use a lab at OsCorp.

Conners enters a super strong OsCorp cage (what Norman used?) – Peter locks it and injects Conners with a booster – he becomes the Lizard – Peter cuts off the tip of his tail for a DNA sample – it quickly grows back, but Conners soon returns to normal. Now they have something to work from. (On a monitor, Harry watches them working in the lab. Behind Harry we can see 'Vulture' wings, 'Shocker' cannons in glass cases.)

Spider-Man avoids another trap by Kraven and gives him a royal beating.

Black Cat swings in front of Spider-Man ("Oh that's not good") He follows her and watches her commit a robbery … but instead of interrupting, he follows her home. After discovering who she is, he drops in, takes the diamonds and leaves a note for her.


At home, Peter cracks the cure for Dr. Connors. He packs up a needle and is about to head out, when on TV he sees Kraven making an announcement. Having failed multiple times to kill Spider-Man, Kraven announces he is going to kill the Lizard before Spider-Man can, thereby "proving" that he is the superior being.

Peter rushes to Dr. Connors' house to find the place a mess. Too late. He's turned. A T.V showing the news reports the Lizard is attacking down town. He knows he can't stop both of them at the save time, so…

Spider-Man recruits Felicia to help him with Kraven. “What's in it for me?” … He reveals his identity.

Lizard is on a rampage when Kraven turns up to kill him – Spider-Man interrupts to save Lizard – Black Cat holds Kraven off from getting to Lizard as Spider-Man tries to inject him with the antidote. After a long and hard time, Peter eventually gets the cure to Connors and he returns to his normal self. Black Cat helps see to Connors while Spider-Man beats down Kraven. Humiliated, Kraven shoots himself in defeat.

Peter takes Dr. Connors to OsCorp for help with his cure, unsure whether or not the antidote was a full or short time cure he promises to return to help.

At Aunt May's, Peter and Felicia chat. She kisses him goodnight hard on the lips and hands him her number. She leaves on a bike as a cab pulls up … MJ gets out.


Harry Osbourne acquires Kraven's body and slides it into a tank filled with preservative gel … next to one holding the floating body of Doc Ock.


A rubbery black liquid wriggles … on a rock … in space … heading for Earth.


As you can see, Eddie Brock was clearly set to become VENOM as the (sole) villain in Spider-Man 4 (which I think would have been the first superhero movie to break a billion dollars … but we'll never know now) and in away that does the character justice. Not that 10-minutes he got in Spidy 3 with human face 90% of the time.

To see the pitch with images ... but with a boring voice, here's a video I made of it years ago ...



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