FADE IN:

EXT. NEW YORK CITY

TOBEY MAGUIRE walks around being a pompous windbag to everyone.

TOBEY MAGUIRE (V.O.)

Yeah, in the first and second movie, everyone hated me, but now everyone loves me, so I wear a shit-eating grin constantly. Great power and great responsibility totally kick ass!

TOBEY attends a musical starring KIRSTEN DUNST.

KIRSTEN DUNST

(singing)

They say watching this film is wonderful;

"It's wonderful," so they say;

I doubt that they can mean it;

Or else they've never seen it;

I also know they say it's full of sand... and;

Though filled with song and dance, "it's wonderful";

"Wonderful in every way," so... they... saaayyyyyyy.

JAMES FRANCO watches the plotless, awful musical from the balcony, and takes a moment to glare at TOBEY's SHIT-EATING GRIN.

JAMES FRANCO

(squinting)

God I fucking hate that guy. If only there was something I could do to avenge my father's death. Like publicize the secret identity of Spider-Man, thereby ruining his life. Something like that would be great.

TOBEY goes backstage to find KIRSTEN, who has already been in the film more than anyone would like.

KIRSTEN DUNST

How was I? Was I good? Was I? Tell me I was good. No, tell me the truth. No wait, tell me that I was good but make sure that's the truth.

TOBEY MAGUIRE

Golly gee whiz, Kirsten, you were so good! So good that my head could just burst with how good you were! Nobody at all was eager for the scene to end, and not a single member of the audience looked at his ticket to make sure he didn't walk into the wrong theater, I promise!

KIRSTEN DUNST

Wow, I had no idea that one of the many powers of the spider was being a hopelessly pussy-whipped little bitch!

TOBEY MAGUIRE

Let's go to the woods and stare up at the stars, just to make sure the audience is so bored that they'll welcome anything that advances the story, no matter how idiotic.

A BIG BLACK BALL OF OOZE shoots down from the sky, conveniently landing mere feet from the only guy on the planet with the superpowers of a spider.

Meanwhile...

EXT. SCIENCE FACILITY

THOMAS HADEN CHURCH escapes from prison, only to accidentally fall into a RIDICULOUS PLOT CONTRIVANCE that turns him into a guy made of sand.

THOMAS HADEN CHURCH

Oh no, I'm made of sand now. I'm now empowered with all of the abilities of a big pile of sand. Like, um, getting in your clothes. And getting hot under the sun to burn your feet. Also flying for some reason.

IDIOT SCIENTISTS

Oh no, our experiment has gone awry. Damn, every time science experiments go poorly, it always makes a new enemy for Tobey Maguire. You'd think the guy would be bombing research facilities out of desperation.

THOMAS HADEN CHURCH

Er, why the hell isn't my daughter's locket sand too? All of my clothes are.

INT. ROSEMARY HARRIS'S APARTMENT

TOBEY, with nobody to turn to for expository dialogue except his AUNT ROSEMARY HARRIS, wastes 10 more minutes of everyone's time talking about his boring relationship.

TOBEY MAGUIRE

I want to propose to Kirsten Dunst. I think I've done a good job of just barely holding together my double life as well as my relationship with her, so I know I'm ready.

ROSEMARY HARRIS

Do I ever die in the comics? God I'm sick of being in these movies, couldn't I die? Fuck. Anyway, a husband has to put his wife ahead of himself. Can you do that?

TOBEY MAGUIRE

No. Not at all. Clearly, no. Kirsten's life has been put in danger in the climax of both previous movies, indicating her closeness to me is a complete danger to her. The fact that I would ever even consider continuing to put her life in jeopardy by maintaining a relationship with her indicates that I place my own desire for companionship above her very life. It is incredibly, patently obvious that I absolutely cannot put her above me, even a little bit.

ROSEMARY HARRIS

Ah, who gives a shit? Give her my old ring. Go away now, Wheel of Fortune is starting.

TOBEY leaves, wearing that SHIT-EATING GRIN again. Finally having had enough of it, JAMES FRANCO surfs through the air and attacks TOBEY. Suddenly, they both turn into CARTOONS as they fight each other.

JAMES FRANCO

(squinting)

You knew this day was coming, Tobey!

TOBEY MAGUIRE

What, that one day you would take your father's equipment and come after me?

JAMES FRANCO

(squinting)

No, that one day the incredibly popular Spider-Man film franchise would deteriorate into a mindless mess of poorly directed, poorly animated sequences strung together with awful writing meant to do nothing but cash in on the abundance of patience offered by fans.

TOBEY throws one of JAMES'S PUMPKIN BOMBS back at JAMES. It explodes in JAMES'S FACE and has absolutely no effect whatsoever except to distract him long enough for TOBEY to trip him off his board with a spider web.

TOBEY MAGUIRE

What the hell? Didn't those bombs fucking VAPORIZE people in the first movie?

JAMES winds up in a hospital with AMNESIA, because this movie is basically a DAYTIME SOAP OPERA with some superheroes occasionally.

TOBEY MAGUIRE

Hey buddy. I heard you have amnesia. Do you remember anything, like maybe about us being arch-rivals?

JAMES FRANCO

(squinting)

I don't actually have amnesia, dude. I'm just hoping to lay low and disassociate myself from this awful cartoon of a movie. I mean, I got dispatched the way Sylvester the cat does when he chases Tweety. It even had a 'boing' sound.

KIRSTEN DUNST

(sobbing)

Tobey! I just got the reviews! They said I was wooden, mousy, terribly miscast, annoying to watch, and awful at singing!

TOBEY MAGUIRE

Wow, they hated the play that much?

KIRSTEN DUNST

Play? No, these are the early reviews for this movie. They also called me snaggletooth!

Suddenly, a crane goes out of control downtown, threatening the lives of an office full of people, including BRYCE DALLAS HOWARD, a girl from TOBEY'S class on COMIC BOOK PHYSICS.

TOBEY MAGUIRE

I've got to go save the only girl in the movie more irritating than you. Sorry.

No less than THIRTY FUCKING MINUTES into the movie, TOBEY finally dons his costume and we actually see the title character.

EXT. DOWNTOWN

BRYCE DALLAS HOWARD dangles from a ledge as a crane destroys large sections of an office building, presumably killing many people.

BRYCE DALLAS HOWARD

I'm dangling! It's amazing how often people in this city wind up dangling from something, given that it's kind of the only thing Tobey is really good for.

CGI TOBEY MAGUIRE

Fear not, the man with the body of a superhero and the voice of a 12-year-old boy is here!

The chief of police, now played by recognizable actor JAMES CROMWELL, arrives on the scene.

TOPHER GRACE

Oh no, student and part-time model Bryce Dallas Howard is in danger. This is unfortunate for you because you are her father! It is also unfortunate for me, aspiring photographer and all-around douchebag, because I am dating her! Did all of that exposition sound natural, or totally forced?

JAMES CROMWELL

Meh, as bad as it was, it was still better than the writing on my season of 24.

CGI TOBEY rescues BRYCE as enormous slabs of concrete fall and smash the people on the ground. Having saved the cute blond girl, he leaves.

CRANE OPERATOR

What the fuck? Didn't this scene start by showing me in mortal peril? Are you just going to let me die?

CGI TOBEY MAGUIRE

Sorry, I only rescue people if they're dangling. Call one of the other hundreds of Marvel superheroes that live in New York City. I hear Daredevil needs work.

TOBEY and KIRSTEN bore us with some more relationship problems.

KIRSTEN DUNST

I'm so sick of never having any time with you. Plus my career sucks and I'm taking it out on you.

TOBEY MAGUIRE

Wait a minute, at the end of the last film, you begged me to get into a relationship with you, knowing full well that I'm Spider-Man and that I have responsibilities beyond just being a boyfriend. I spent two whole movies saying a relationship was a bad idea because I'm a superhero, and you told me you can handle it, but now you can't, just because you're lonely?

KIRSTEN DUNST

Yep.

TOBEY MAGUIRE

Wow. What a complete and total fucking bitch.

KIRSTEN DUNST

Plus I'm also pissed that Bryce kissed you.

TOBEY MAGUIRE

Aren't you an actress? Don't you kiss people in plays all the time? How is this any different? Besides, I've saved you from certain death at least a dozen times. I've earned the right to be the meat in a stripper sandwich if I want.

TOBEY visits the police station to get away from KIRSTEN.

INT. POLICE STATION

JAMES CROMWELL talks to TOBEY and ROSEMARY.

JAMES CROMWELL

So, yeah, it turns out that the guy you thought killed your uncle wasn't the guy. Turns out it's Thomas Haden Church, conveniently the villain for this movie.

TOBEY MAGUIRE

Why? It doesn't add anything to his character at all. God this movie sucks.

ROSEMARY HARRIS

I don't understand - you knew about this when he was in prison, why didn't you tell us then?

JAMES CROMWELL

We didn't want to upset you.

ROSEMARY HARRIS

Then why are you telling us now?

JAMES CROMWELL

Didn't you just hear your nephew? This movie sucks, that's why.

INT. TOBEY'S APARTMENT

TOBEY tries to sleep, but that BLACK OOZE that we forgot about from the first ten minutes of the movie decides to make an appearance. It turns his costume black for some reason.

CGI TOBEY MAGUIRE

This new suit! It's so much more powerful, which I will illustrate by performing stunts that I performed in prior movies while wearing my regular suit.

He combs his hair down, so that the audience knows when he's in EMO TOBEY mode. New costume ready, CGI TOBEY finds THOMAS HADEN CHURCH and kicks his sandy ass.

CGI TOBEY MAGUIRE

My name is Tobey Maguire. You killed my uncle. Prepare to die.

THOMAS HADEN CHURCH

I'm not a bad guy. Just a guy that's had some bad luck.

CGI TOBEY MAGUIRE

Then why the fuck are you the villain for this movie?

They fight some more, and TOBEY wins, using his new power of BEING KIND OF A DICK.

Meanwhile, KIRSTEN DUNST visits JAMES FRANCO and dances with him. Eventually, she kisses him. This sends TOBEY over the edge into PURE EVIL, illustrated by him demanding cookies from his landlord's daughter, putting his feet on desks, popping his collar, and dancing his way down the street like a ASSCLOWN.

He does throw a bomb at the significantly-more-evil JAMES FRANCO, though, so that's kind of EVIL.

EMO TOBEY MAGUIRE

I'm going to take Bryce Dallas Howard to the jazz club where Kirsten works now and make her jealous.

BRYCE DALLAS HOWARD

Are you sure you wouldn't rather doing something interesting, like fight the villain?

EMO TOBEY MAGUIRE

Nah, people had enough interesting action sequences in the last two movies. Petty relationship squabbles are what people want to see now.

KIRSTEN DUNST sings for the SECOND FUCKING TIME in the movie, and TOBEY launches into the THIRD DANCE SEQUENCE in order to make KIRSTEN jealous. Also, WILLEM DAFOE makes an obvious and distracting cameo, which is meant to be CUTE but is actually CONFUSING for those who notice him, which includes EVERYONE.

KIRSTEN DUNST

You're such a jerk now, Tobey. If only there was some way I could get back at you for embarrassing me. Like reveal that you're Spider-Man and ruin your life. Something like that would be great.

EMO TOBEY MAGUIRE

Wow, you and James Franco really are perfect for each other.

During the sequence, TOBEY accidentally knocks KIRSTEN down. Everyone GASPS.

EMO TOBEY MAGUIRE

What the fuck, I threw a bomb at my friend's face in the last scene and nobody cared, but I accidentally hit a girl and finally people are buying that I'm an asshole when I wear the black suit?

TOBEY puts the rest of his costume on, specifically in order to go to a CHURCH and rip the entire thing off. TOPHER GRACE happens to walk into the same church at the same time, because DIRECTOR SAM RAIMI has COMPLETELY STOPPED CARING.

AUDIENCE

Alright, what the hell? I thought this movie was supposed to have Venom. There's like twenty minutes left. More Venom! More Venom!

The BLACK OOZE grabs TOPHER and turns him into VENOM.

AUDIENCE

Oh my god, he looks ridiculous. Am I watching the Spiderman cartoon now or something? Less Venom! Less Venom!

TOPHER GRACE finds THOMAS HADEN CHURCH.

TOPHER GRACE

So I think we should team up to kill Tobey.

THOMAS HADEN CHURCH

Yeah, killing people is awesome. For the record though, I'm not a bad guy.

TOPHER GRACE

Great. So the plan is, I'll act like my nerdy, sarcastic character from That 70's Show, and when Tobey is distracted thinking how shameful it is to bring an iconic character like Venom to the screen like that, I'll hit him with a cinder block.

THOMAS HADEN CHURCH

It's good, but there needs to be more dangling.

TOPHER dangles KIRSTEN DUNST, a car, and a truck.

CGI TOBEY MAGUIRE

Oh no! Dangling! I'm needed!

KIRSTEN DUNST

Tobey! I need your help!

CGI TOBEY MAGUIRE

Right, I'll have you down in a minute!

KIRSTEN DUNST

No, I need your help understanding how the bad guys even knew to abduct me this time. How does Topher even know who I am, let alone that I'm dating Spider-Man?

TOBEY tries to rescue KIRSTEN, but THOMAS turns into a giant glob of dirt and TOPHER uses his powers of irritating comic relief. Suddenly, JAMES FRANCO shows up to help.

CGI TOBEY MAGUIRE

You came to help!

JAMES FRANCO

(squinting)

Nah, I came because I wanted to be in the credits above the guy from Wings.

CGI TOBEY MAGUIRE

Okay. I'll take the guy who has the same powers as me. You take the enormous, invulnerable monster that cannot be killed or stopped.

JAMES FRANCO

(squinting)

Sounds fair.

They FIGHT. JAMES discovers that superheating THOMAS turns him into breakable glass, but he doesn't use that to defeat him. Eventually THOMAS is knocked over.

THOMAS HADEN CHURCH

Rather than turn back into the monster and resume wreaking havoc, I'm just going to give up and morph into a human for no good reason until the fight is over.

CGI TOBEY MAGUIRE

Alright! Now that Thomas has just given up entirely, we can both focus on Topher. Surely the two of us together can kill him.

TOPHER stabs JAMES with his own stupid surfboard. Suddenly, TOBEY uses some metal pipes to make an annoying ringing sound.

TOPHER GRACE

NO! RINGING! MY ONE WEAKNESS!

CGI TOBEY MAGUIRE

Wow, that's like the worst weakness in comic book history. A fucking phone call would knock you on your ass.

TOBEY throws one of JAMES'S PUMPKIN BOMBS at TOPHER.

JAMES FRANCO

(squinting)

Tobey, no! It'll kill him!

CGI TOBEY MAGUIRE

No it won't. I've thrown two of these things at your head in this movie, they don't do shit.

The bomb explodes, completely vaporizing TOPHER and his SUIT.

CGI TOBEY MAGUIRE

Alright, what the FUCK?

THOMAS HADEN CHURCH confronts TOBEY.

THOMAS HADEN CHURCH

Dude, I'm totally sorry about killing your uncle.

(crying)

Forgive me.

TOBEY MAGUIRE

(crying)

I forgive you, on the condition you don't smash me against steel beams anymore.

KIRSTEN DUNST

(crying)

*sniff*, I really wanted another singing sequence.

JAMES FRANCO

(squinting and crying)

What is this, an episode of Dr. Phil? Why are we all crying?

(dies)

AUDIENCE

Twenty minutes of a stupid-looking, nerdy Venom... half the movie devoted to relationship troubles... a whiny hero Sandman... and 5 scenes containing either singing or dancing...

(crying)

Why, why, why couldn't this movie have been any good?

END