Sandman is a classic villain, having made his first appearance in 1963 in The Amazing Spider-Man #4.

“Flint Marko/Sandman is one of the stalwarts of the Marvel universe, and the character presents an opponent for Spider-Man that we’ve never been able to explore before – the intangible aspect of a villain,” notes producer Grant Curtis. “What if you punch your opponent, and there’s suddenly nothing there – what if all of a sudden they become dust? The beauty of Sandman is it’s like battling a Swiss Army knife. You think you’ve got him figured out, then he morphs into a sand cloud, or levels his hammer fist at you, or becomes a pile of sand.”

Academy Award® nominee Thomas Haden Church plays the key role of the complex Sandman. “We have been fortunate to be able to attract some extraordinary actors to play the villains in the Spider-Man™ films, and Spider-Man™ 3 is no exception,” says Raimi. “When we saw how Thomas Haden Church in his Sideways role presented a character with warmth and humanity and grace – even as the character consistently made all the wrong choices – we knew he could do the same for this classic Marvel villain.”

“I think they wanted Sandman to be a guy like me – a guy who’s rough around the edges and could easily have been a criminal; a guy who’s bare-knuckled his way through a few events, which I have in real life,” says Church. “There’s a roughness and a rawness that Sam finds appealing.”

“Flint Marko is a loner who has a pretty dark past,” says Church. “I thought a lot about Lon Chaney, Jr. and the characters he was best known for – there was always a sadness in his eyes and a kind of disaffected quality to him as a man.”

Church notes that in his early conversations with Raimi, he found another inspiration for his character, one that roots Sandman in a legend centuries old. “Sam gave me a storybook of a Jewish fable surrounding the Golem – a creature made of earth. That idea – this creature who was not a villain at heart – was very meaningful to Sam and became a big influence.

“As Flint says of himself, he’s not a bad person,” Church says. “He’s just made bad choices. He’s carrying a massive burden of guilt over something that happened in his past and things that are happening right at that moment. He knows that what he’s doing is criminal, but I think he sees himself as a man of integrity. He’s doing what he feels he has to do. Nobody in the Spider-Man™ movies just wears a black hat.”

On the run after escaping from prison, Marko stumbles upon a physics test and is fused molecularly with sand. After this accident, Marko discovers he can draw material from his immediate environment to his shape-shifting physicality. “The birth of Sandman is going to be one of the most amazing scenes in Spider-Man™ 3,” says producer Avi Arad. “Flint Marko is on the run, and he walks into a testing facility just as a new scientific process is being tested. In the great Marvel tradition, Marko’s bad timing leads to his transformation into Sandman. It will be fascinating to see the creation of this creature.”

Church spent over a year preparing for the role, with a physical training and diet regimen which led to his gaining about 20 pounds of muscle before shooting began. “In the comic book, Sandman was a bulky-muscled guy – he looked like a guy out of the WWF,” says the actor. “For the movie, we decided on a leaner look – street hardened, like Terry Malloy in On the Waterfront.”

Church says that all the hard work paid off when shooting started. “Sam outlined for me what the physical rigors of the role would be, so I wasn’t surprised. All the physical activity and training really helped me develop the stamina which I needed for a lot of my work in the film.”

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VENOM
Eddie Brock, played by Topher Grace, is a smooth-talking, ambitious young photographer who becomes a rival for Peter’s job at the Daily Bugle. When Spider-Man finally rids himself of the sinister black substance, it finds Brock, who transforms into the deliciously evil Venom, also a Marvel fan favorite. In many ways, Venom is a reflection of Peter Parker himself; one might say that he is Peter’s own dark side come to life.