Creator Backlash: Sam Raimicalled the film awful and stated: "I tried to make it work, but I didn't really believe in all the characters, so that couldn't be hidden from people who loved Spider-Man." Producer Avi Arad apologized for forcing Raimi to put Venom in the film. Raimi's experiences with the film were so awful that he decided to stay away from directing superhero films for over a decade, only returning to the genre after being offered the director's chair for Doctor Strange in the Multiverse of Madness in 2021.
Creator's Pest: Sam Raimi disliked and did not understand Venom, but was forced into including him in the film by way of Avi Arad because he wanted to attract modern Spider-Man fans. All the unpopular changes made to his character have been described as a result of this.
Deleted Role: An entire character was scrapped from the final cut. Adrian Lester would've portrayed a doctor whom Marko strong-arms into helping find a cure for his daughter but ended up on the cutting room floor, even though he had evidently filmed several scenes.
The movie was originally going start with a boy imitating his hero Spider-Man as his mother retrieves him from the rope he was swinging from in Central Park.
An extended fight between Harry and Peter was animatedly shot which was not in the theatrical cut, however it was partially seen in the comic con trailer.
An alternate version of the Sandman's transformation was shot but unused in the final cut.
Peter was going to visit Oscorp to see Harry, trying to bypass an Oscorp receptionist.
Several shots of the ceremony for Spider-Man were shot but cut from the film.
Extended scenes of Spider-Man and Sandman fighting were shot, showing the aftermath and different positioned scenes.
Flint Marko met with a doctor for his daughter Penny. The doctor, Phil Wallace, asked for more money to cure Penny, which leads to the robbery that has Sandman and Spider-Man fight in the subway. There was an extra shot in the subway fight with Spider-Man beating Sandman mercilessly until he was defeated.
There was an extended symbiote dream sequence that was filmed, it was only shown in the bloopers and was not in the final cut.
A shot was shown to see Peter being attached to his suit, but it was cut from the film.
There are some extra shots of Eddie Brock photographing the black-suited Spidey.
There was a montage of Spider-Man taking down criminals in his black suit and leaving them strung up.
Part of the scene where Peter looks at his reflection in a mirror after returning to his apartment after seemingly killing the Sandman was cut. The cut segment would have featured Peter looking down at the Black Suit under his clothes, then looking up to see his reflection as Venom, which explains him locking the Black Suit away immediately afterwards with an alarmed expression on his face. The Venom model that was used harkened back to the character's original appearance, without fangs or distorted eyes.
After exposing Eddie for faking his photos, Spider-Man in his black suit swings across New York City in daylight, then puts it away his suitcase.
There are some extra lines said by Norman such as "Why haven't you killed Peter Parker?" and "He took me away from you?", including an extra scene from Harry's hallucination. Willem Dafoe filmed several scenes as Norman Osborn in Harry's hallucination, but in the final movie only has one.
There is an extra shot of Harry clapping after MJ breaks up with Peter.
An extended shot for Peter fighting Harry, a line spoken by Peter was cut from the film.
In a quite comical scene after Eddie is fired, Betty Brant tries to calm Jameson down with chimes. The scene was filmed, however it was only shown in a blooper of the film and not in the final cut.
A scene with Eddie Brock coming to the Stacy family's front porch and begging Gwen to take him back only to be rebuked was actually filmed but not included in the final version.
Eddie's walk to the church was cut down along with a few other shots.
There was an extended church scene where Eddie gives a longer monologue before he asks God to kill Peter Parker.
MJ gives a forgiveness speech in the film, which was supposed to be for Harry to help Spider-Man in the final battle, but it was cut. However, her lines can be heard in a few trailers. This is a filmed remanent of when Gwen was supposed to be the hostage in the final battle instead of MJ.
An alternate scene when Venom asks Sandman for help.
Penny and her mother are sitting at a bench in a playground. As they're getting ready to leave, Flint disguises himself as a sand castle in order to meet his daughter, which was cut from the film.
A shot of the symbiote reattaching to Peter.
Dr. Wallace brings Flint Marko's family to the final battle to convince Flint to not kill Spider-Man and tell him that Penny can't be cured. At Penny's urging, Peter forgives Flint after he explains Uncle Ben's death.
There are some more shots from Harry's death along with some more shots of Peter and Gwen at Harry's funeral.
The film was going to end on a final swing but it can assumed for budget reasons, this had to be cut. A couple of these unfinished shots were from the leaked trailer but never shown in the final cut.
Kirsten Dunst only agreed to reprise her role in the third film on the condition that Mary Jane would not end up as the Damsel in Distress. Executives agreed. MJ was originally going to have a more proactive role in the film's climax (Gwen was going to be the damsel while MJ would be the one to talk Harry into helping and forgiving Peter; her lines from this scene remained in the trailer). When the plans changed, they made sure MJ was an Action Survivor during this particular distress as means of making it up to an upset Dunst. Throwing a cinderblock at Venom was thrown in, they let her jump and swing on hanging webs herself before needing to ultimately get saved, and any of MJ's screams during the scene (Peter's too, for that matter) were recycled audio. On the audio commentary, Raimi tells a rough story of coming to the process that in order to finish the movie on time due to Bryce Dallas Howard's pregnancy, they had to put MJ in danger, which not only angered himself for reneging on his promise to Dunst before production started that he wouldn't, but that summoning the courage to tell her was one of the hardest things he's ever done in his long time in the business.
Sam Raimi originally didn't want to use Venom in the film, but the studio ended up mandating his inclusion in the plot.
Franchise Killer: It both is and is not this for Sam Raimi's Spider-Man Trilogy. It made a huge profit so the franchise was going to continue afterward, but the whole reason Raimi left the proposed Spider-Man 4 (which, in turn, ended up getting it cancelled) was because he didn't feel as though he could make that film not like this one within the given amount of time, as Sony would've lost the Spider-Man film rights to Marvel if they didn't put out a movie within a certain number of years.
Novelization First: And there are a good many who feel it's superior to the actual film, largely because (like most novelizations) it used an earlier draft of the shooting script.
On-Set Injury: Thomas Haden Church broke three knuckles during the subway scene where he swings to punch Spider-Man and ends up punching a chunk of the wall away. The effects crew had told him that the brick in the middle was fake while the upper and lower ones were real. Unfortunately, the foam brick had not actually been put in place yet, and when Sam Raimi yelled "action", Church spun around and punched the real brick on the first take.
In the Mexican Spanish dub, Liliana Barba replaced Claudia Motta as Mary Jane and Ismael Castro replaces Jesse Conde in his cameo role for Stan Lee as Conde has already voiced Norman Osborn in the series.
The Editor's Cut of the film necessitated a completely re-dubbed Latin American adaptation, this time recorded in Argentina.
Sam Raimi's daughter is the little girl with the camera who sells it to JJ.
Two of Raimi's sons appears as extras in the final scene as well. They are the two boys who exclaimed "Cool!" "Awesome!" at the sight of Harry arriving to enforce Peter in battling the Sandman.
The Ugarte siblings appear in various roles in the Mexican Spanish dub. Xóchitl voices Gwen Stacy, Víctor voices a man talking about the Daily Bugle's apology to Spider-Man, and Gaby voices Penny Marko and the little girl with the camera.
Refitted for Sequel: Footage of Harry Osborn cradling his father's body after the final fight scene of the original film was shot, but left unused until it was repurposed for a flashback Harry has.
Show Accuracy/Toy Accuracy: Many of the Venom figures from Hasbro (such as the one from the Marvel Legends line) were taller and bulkier than he actually is depicted as in the film, likely due to the influence of the classic comic design. They also tended to include Venom's long, dragon-like tongue from the comics, despite it being absent from his film design.
The troubles started soon after Spider-Man 2's release. Just after the film's debut, Sony immediately initiated production of a third installment, with Sam and Ivan Raimi spending two months crafting a treatment that would see Peter Parker growing as a character (and coming to realize that even criminals have humanity), the Green Goblin storyline being closed off, and Spider-Man facing off against the Sandman (and later, the Vulture, who was intended to be played by Ben Kingsley, with the latter being in negotiations for the role). Producer Avi Arad ordered Raimi to include fan-favorite character Venom in the film, despite his objections.
Rumors after the film's release (and mention in the retrospective by Midnight's Edge) suggest that Avi Arad reportedly wanted Venom in the film in order to setup a spinoff (he would get his wish, in a roundabout way, more than a decade later with the release of the standalone Venom (2018), which is set in a different continuity). In addition, Arad and the producers convinced Raimi to add in the Gwen Stacy character to fill in an original "other girl" character Raimi had already created, and there was so much material on the drawing board that scriptwriter Alvin Sargent planned out scripts for an additional film after 3 in order to resolve all the subplots. Years later, Raimi would say in interviews that it was his fault for not keeping the various subplots trimmed down and in focus, and that he didn't believe in all the characters.
Kirsten Dunst only came back to the franchise on the condition that she would not be treated as a Damsel in Distress again, much like her involvement in the third act of both prior films, and after being told that Gwen would be taken hostage by Eddie/Venom during the climax (Mary Jane's role would be to convince Harry to help Peter during the final battle). The producers reportedly promised her this wouldn't be the case, but changed their minds afterward due to Bryce Dallas Howard's pregnacy. They had to mollify Dunst (who was, understandably, upset at the change) by making MJ into more of an Action Survivor, via giving her more to do (throwing a cinder block at Venom's head, for example) and swinging on hanging webs on her own, yet a number of screaming sounds she makes were overdubbed onto the scene after filming was completed. In the audio commentary for the film's DVD release, Raimi says that he had to create a setpiece to put the character in danger in order to get the project completed on-time, and that he was not only angry at himself for having to renege on his promises to Dunst, but that telling her about the changes was one of the hardest things he ever had to do as a director.
Bryce Dallas Howard (who played Gwen) learned that she was pregnant while filming the stunt scenes (which she decided to perform herself) during production... just before she was injured on-set when a desk hit her as she was shooting a scene where she falls out of the window of a building. Thankfully, neither she nor her baby were injured. Conversely, Thomas Haden Church (Flint Marko/Sandman) broke three knuckles when he punched a real brick during filming of the fight scene with Spider-Man in the New York subway system.
The film was intended to be muchDarker and Edgier, but numerous sequences and subplots were removed from the final product. Chief among them were scenes showing Peter being tempted by the Black Suit (and Foreshadowing that it was sentient by having it breathe as Peter looked on at it), along with a scene where he looks into a mirror and sees a nightmarish vision of himself as a monster. Another excised subplot had to do with Flint's daughter, who he would visit in a park in the shape of a sandcastle. Flint would learn during the finale that his daughter's illness is terminal and she begs him to spare Spider-Man, as she wants to die knowing that her father is a good man. Multiple participants in the production confirmed that the script was tweaked numerous times throughout filming.
Production was so strained that at one point, Raimi was helming multiple units himself, while cinematographer Bill Pope had trouble lighting scenes at night correctly because of the number of characters wearing black costumes or armor. Not helping matters was an incomplete trailer that leaked midway through production from promotional company Ant Farm, and showed off Venom for the first time after Sony had taken pains to keep the character's identity a secret.
Danny Elfman originally had no intent on returning to the franchise due to difficulties working with Raimi during production of the previous film. Christopher Young (who contributed themes for 2) was brought in to create the entire soundtrack, but this was changed after Young reportedly wrote a love theme that the producers didn't like, forcing the latter to bring Elfman back into the fold to aid with development of the score. This, in addition to musicians John Debney and Deborah Lurie being brought in to reportedly rewrite Young's love theme, led to a schizophrenic tone in the film's music.
While the final product was a box-office smash (grossing more than $890 million against a $250 million budget), it received a polarizing reception from fans who complained that it was overstuffed and poorly paced. Despite this, it was not the Franchise Killer it retroactively came to be seen as — there were still plans to produce a Spider-Man 4.
Even an alternate cut of the film ran into problems. The Editor's Cut (reportedly created by Bob Murawski to commemorate the 10th anniversary of the film in 2017) was done primarily to restore Young's original score, as well as adding additional scenes (including one that shows the Black Suit breathing as Peter looks at it in his apartment, as well as the "sandcastle" scene with Sandman and his daughter at the park), but it ran into its own issues when it was released unannounced, first by someone at Sony unintentionally leaking it on Amazon (where it could be streamed) then as an unlisted extra on the U.S. Limited Edition boxset.
Refitted for Sequel: The Lizard/Kraven subplot was originally meant for the previous game, but was cut. The only remnants that survived in 2 were the lizardmen and Calypso appearing as bonus enemies in a fight arena, and unused voice lines from Spidey discussing the events.