Okay, here's my main problem with SM-3:
Quantity is not always quality.
Bottom-line, one of the villains needed to go. Raimi wanted to explore Peter grappling with darkness and selfishness, so he kind of needed the black suit. (Though I think good writing could have helped this along, too. Instead of needing a device, how about making Aunt May extremely ill? Have the traditional "Parker luck" really kick Peter in the Spider-crotch?)
So with the black suit comes Venom. Had Peter got the costume early on in the film, say in the first fifteen minutes, and from Connors's lab instead of space, we might have had more time for the black costume to be explored. The symbiote could escape from a container in Connors's lab, attach itself to Peter, and then just take over his costume.
Then Peter notices he's feeling more virile and less restrained, and bam, Harry attacks. Peter battles Harry in the black costume and knocks him unconscious in the same vicious battle.
But since we already have the costume/dark side coming in early, we eighty-six Sandman. Sure, he's a classic villain and Raimi wanted him, but his story was ultimately the weakest, in my opinion, esp. the whole Uncle Ben thing.
So Peter almost kills Harry. Then let's say Aunt May gets mugged and ends up unconscious in the hospital. Peter flips his lid, it's like history's repeating itself. Plus there's this new punk at work trying to steal his bread and butter. So he suits up and finds the guys who attacked Aunt May. In a nice tie to "The Death of Jeanne de Wolfe," he beats them severely. He knows he should feel terrible, but then heads home anyway, the costume influencing him. He goes to the Bugle and finds Brock, and roughs him up as we saw, then brings Jonah proof that Brock doctored a photo. Brock loses his job and vows revenge. Peter feels great, but then learns that one of the criminals he attacked the night before as Spider-Man will never walk again.
Faced with what he's done, Peter heads to the church and sheds the symbiote. It finds the waiting Brock,and Venom is born. Venom now knows everything about Parker and Spidey, and heads to meet the one man with whom he has the most in common: Harry Osborn. They team up and toy with Peter. Brock visits Aunt May in the hospital with flowers and flatters Aunt May while Harry takes advantage of Mary Jane's bad luck.
Finally, driven near the breaking point, Venom and the New Goblin reveal themselves to Peter. The three have an intense, violent, and personal battle. In the process, Venom impales Harry as in the film, and as he lays dying, he feels the effects of the Goblin forum wearing off. Peter defeats the symbiote and Brock is saved.
Peter goes to Harry's side. Harry tells Peter he's sorry and realizes now that Peter didn't kill Norman, it was Norman who killed himself by his own madness. Harry dies, and Peter turns to find Brock gone.
This would have made for a much tighter and more emotional film overall.
Just my two cents.
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