Joking among friends about the impending release of Spider-Man 3, someone – it may have been me – started talking about "Spider-Man Friday" – suggesting it was like Good Friday, but for dorks. And like most jokes, it had a kernel of truth. This film was going to be a finale of sorts, and a celebration of the work director Sam Raimi and his cast and crew had done to capture on film the superhero, his secret identity and nearly 50 years of comic-book history – the spider, the man and the franchise's spirit, if you will. And there was no reason to worry – hadn't Spider-Man and Spider-Man 2 both been excellent? And wasn't the continued participation of Raimi, Tobey Maguire, Kirsten Dunst and the return of Spider-Man 2 scribe Alvin Sargent a good thing, in an age when directors and stars drop off (or get killed out of) repeated installments of comic-book material? Sure, the film had not one, not two, but three separate villains – a worrying sign of excess -- but surely Raimi and his cast and crew would pull it off.

Watching Spider-Man 3 is different from hoping about it, though. And watching Spider-Man 3, I was amazed – and appalled – that the people who had given us two of the best comic-book movies ever made could wind up giving us something as lazy, as slip-shod, as tedious as Spider-Man 3 actually is. It's not like you have to wait for the bad news, either. As anyone who's seen a trailer, a bus ad, or one of the thousand merchandising tie-ins knows, much of Spider-Man 3 revolves around one of the comic's '80s story lines – with a fluid alien life form finding Spider-Man, literally becoming his costume and enhancing his abilities while degrading his spirit, making him more powerful as a super-hero, but less noble as a man. And how do the writers – the screenplay credit names Ivan and Sam Raimi, as well as Sargent – introduce this concept to the film? By literally dropping it from the sky in a meteor, which happens to land with 20 meters of Peter Parker (Maguire) as he's spending some time in the park with his girlfriend Mary-Jane (Dunst). Sitting in the theater, I think I may have actually thrown my hands up – the universal movie-watcher's sign language for "Really? That's all you got?"

Some would argue that any movie with "Spider," "Man" and a hyphen connecting those two words in the title doesn't need rigorous or especially well-thought-out story logic – after all, this is a universe where exposure to radiation gives you superpowers, not leukemia; where blows to the head result in amnesia, not fatal cranial bleeding. But I'd argue just the opposite – if you want me to swallow a man swinging between Manhattan's concrete canyons on webs, lifting cars and leaping yards at a bound, you have to make the rest of the film as tightly and carefully as possible. I can suspend my disbelief up to a point, but it ultimately has to have something to hang from. One of my favorite things about Spider-Man 2 was almost subliminal – but you'll notice that whenever Alfred Molina's robot-armed Doctor Octopus picks something heavy up, he's got one robot-arm on the ground for leverage, because they may be super-strong robot arms, but they obey the laws of physics. And, that simply, you knew someone cared. A rock falling from the sky into Central Park coincidentally near our hero? That simply, you know the exact opposite.

The other ugly fact is that the never-ending, unchanging soap-opera of Peter Parker's life is getting a little tedious – he's still dealing with his Uncle Ben's death, still trying to make his relationship with Mary-Jane work. It doesn't help, either, that Dunst looks bored and distracted in all her scenes – whether in emotional pain or physical peril, she's bland and blank and affectless. Rosemary Harris's Aunt May also repeats her role from Spider-Man 2 – namely, having to articulate the subtext of the film as text in long, droning speeches. Emboldened by the powers of the symbiotic suit, Peter's hunting the man who's been revealed as truly responsible for his uncle's death – a petty crook named Flint Marko (Thomas Haden Church). Aunt May speaks to the idea of revenge: "It's like a poison ... it can take you over, turn you into something ugly." This helpful service is provided in case you don't, in fact, see the metaphor of the black suit-thing's power over Peter.

Of course, it'd be easier to care that the new duds were corrupting Peter's soul if Raimi's choices to portray that transformation weren't so wishy-washy. Peter starts wearing black, has his hair in bangs like the front man for a bad Emo band, and – and oh, how I wish I didn't have to type this – decides to make Mary-Jane jealous by taking Gwen Stacy (Bryce Dallas Howard) to the jazz club where Mary-Jane is a singing waiter and performs a song-and-dance number. Yes – a song and dance number, and yet another storytelling moment that pops you out of the film and its world.

If you enjoyed the pulpy pathos of the earlier film's bad guys, you're out of luck; there's nothing here with the creepy mania of Willem Dafoe's Green Goblin, or the twisted struggle of Alfred Molina's Doc Ock. Church gets turned into a shifting pile of sand, able to change his shape and form and density at will; Peter tears off the gooey black suit-thing only to have it find Grace's rival photographer Eddie Brock, and James Franco takes up Dafoe's gear and style from the first film. The Sandman, Venom, The Hobgoblin; with the exception of Franco's performance (you can feel the film rouse from its self-satisfied stupor when he's on-screen), the bad guys are damp squibs. Church has maybe 15 lines of dialogue – his motivations and past painted in strokes so broad and bland they might as well have been done with a roller. And Grace has a certain punky swagger as Brock – but again, you can feel the filmmakers rushing past whys and wherefores to get to the special effects fight sequences. (Also, the Venom character is such an '80s creation – dark and dank, grim and gritty, black and grey – that it sticks out like a blue-bruised thumb from the '60s-styled bright breezy visual pop-art designs for Spider-Man, Doc Ock, the Green Goblin and the Sandman that the films bring to life.)

The first two Spider-Man films were well-made, perfectly-pitched pieces of entertainment; light and bright, full of the mighty blows of Greek myth and the hurt feelings of Soap Opera. For all of their physics-defying paranormal hugger-mugger, they held together as stories --- the super-humans were human, there were clearly-conveyed emotional stakes on the table in the fights and struggles as well as mere physical survival, the special effects were actually special. But all that seems to have been forgotten in Spider-Man 3; the film lurches from scene to scene like a drunkard on his way to the ATM, money on its mind and not much else. Most of the time, comic-book movies are horrible; they're made by people who're worried more about marketing than motivation, who read contracts more carefully than scripts, who worry about product lines for the toys more than story lines for the characters. The first two Spider-Man films proved that didn't always have to happen – you could have these films made by real talents, and have them be good as well as profitable. Spider-Man 3 wouldn't sting so badly if it were made by, say, Brett Ratner and starred a whole new cast – but coming from Raimi, it feels less like a failure than a betrayal. There's been plenty of buzz and gossip on the eve of Spider-Man 3's release – will Raimi or Maguire or Dunst be back for a fourth film? As a critic – and a fan – I hope not; watching Spider-Man 3, as my hopes took on the taste of ashes in my mouth, I felt the sad, gloomy pall that falls across any piece of entertainment when passionate innovation is replaced by profitable repetition.