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Trivia: Director Alan Taylor has stated that he wasn't completely pleased with how the finished film turned out. His initial vision for the film was more whimsical, while Marvel instead wanted something more stark and dark to contrast with the vibrant first film. Several major plot points were also changed in editing and reshoots to accommodate planned future storylines. An example is Loki, who was originally killed off in the first cut, but is shown to have faked his death in the final cut.

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Trivia: Nathan Cross, the long-suffering husband of Mayor Michelle Cross, is played by Michael Therriault. Therriault actually also appeared in the film "Cult of Chucky" as the villainous Dr. Foley. Spoiler Alert: Both characters meet a grizzly fate at the hands of Chucky.

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Trivia: This film, along with the fourth movie, were originally meant to be one big theatrical film with a larger budget than the other movies. However, those plans fell through, so the script was instead split up into two smaller stories, and they were produced with smaller budgets.

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Trivia: The popular puppet Torch is featured on the cover, but does not appear in the film itself.

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Trivia: Ryan Reynolds wanted Chris Evans to have a brief cameo in the film. Evans was incredibly busy working on another project, and told the crew that while he definitely wanted to do the cameo... he literally had to be in-and-out of set in about ten minutes time because his schedule was so tightly packed. The crew did everything to prepare for Evans arrival, and once Evans got out of wardrobe/makeup and onto set, they were able to get his scene filmed and get him out in only seven minutes.

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Trivia: One of many films delayed due to the COVID-19 pandemic. It was originally supposed to be released in July, 2020. It ended up getting pushed back over a year to August, 2021.

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Trivia: In one scene, a power-up is just barely visible in the background. It's a bottle marked "Subtle Product Placement." If you look very closely, you can actually see that it's a bottle of Aviation American Gin. Star Ryan Reynolds partially owns a stake in that brand of gin, and has made numerous humorous videos online promoting it.

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Trivia: The first movie ever to which Kevin Feige served as a producer in some capacity. (He was credited as an "associate producer" in the final credits scroll.) Feige eventually went on to head Marvel Studios and become one of the most successful movie producers of all time.

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Trivia: Co-star Michael Madsen was reportedly very unhappy (and often drunk) during most of filming, and has referred to the finished film as "an abomination." He did say that he enjoyed working with director Uwe Boll, though.

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Trivia: Writer Guinevere Turner alleged that director Uwe Boll called her and screamed at her when she was writing the first draft of the script, and demanded she hand it in. She gave him the first draft the following week to get notes... and was shocked to learn that Boll was immediately going into production with her first draft without any rewriters. Turner later learned after filming that Boll and the cast rewrote most of the script on-set, and that the finished film was nothing like her draft.

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Trivia: Originally, the production wanted Starbucks to be the company featured in the film, but Starbucks refused to be associated with the movie in any way. As originally scripted, Al Pacino would have done his rap about the Starbucks "frappuccino" drinks. The production then managed to land a deal with Dunkin Donuts as a backup plan, and they re-wrote "frappuccino" as "dunkacchino."

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Trivia: Before the release of this film, the original 2002 "Spider-Man" movie was still the highest grossing solo-Spider-Man film domestically at $407 million, and had been for nearly 20 years. It was finally surpassed by this film on only its ninth day of release. (And this is despite being released during the pandemic when the box office was generally underperforming).

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Trivia: While the studio has only acknowledged that the budget was just over $250 million, insiders have suggested that its actual budget was closer to $350 million once you account for things like research and development for the visual effects, the astronomical cost of filming in New York, extensive last-minute reshoots, etc, making it one of the most expensive movies ever made.

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Trivia: Scarlett Johansson was reportedly a serious contender for the role of Gwen Stacy. Ironically, she would later go on to play the character "Black Widow" in the MCU - a spy/assassin whose name is taken from a breed of spider.

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Trivia: Reportedly, astronaut John Jameson from "Spider-Man 2" was originally going to have a cameo where he'd be returning to Earth from a space mission, and the symbiote (presumably drifting through space) would latch onto his shuttle to explain where it came from. This scene was deemed to be too long and costly by the studio, so the symbiote had to be hastily re-written to have arrived on a meteor.

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Trivia: In a strange bit of irony, the red-headed Mary Jane is played by Kirsten Dunst, who is naturally blond... while the blonde Gwen Stacey is portrayed by Bryce Dallas Howard, who is naturally a red-head.

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Trivia: Despite the common complaint that he wasn't muscular enough for the role, Topher Grace actually put on over 20 pounds of muscle mass for the movie through an intensive training program.

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Trivia: The "Birth of Sandman" scene in which Sandman reconstitutes himself took over six months to produce because the particle effects were so intricate to render, and the filmmakers wanted to really nail the look, pacing and tone of the scene. In fact, before producing that scene, the visual effects artists actually studied sand looks, physics and dynamics for several years, knowing that Sandman was intended to be a major villain in the third film.

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Trivia: Bryce Dallas Howard performed most of her own stunts... she was unaware that she was actually pregnant at the time. Thankfully, she had no complications.

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Trivia: For the scene where Spider-Man punches through Sandman's chest, a very simple trick was used. For that scene, Spider-Man was played by a stuntman/actor who really was missing his arm from the elbow-down. Therefore, he was able to punch Sandman in the chest, and have it looks like his arm went "into" him. To tie the scene together, simple digital effects were added to put in the rest of the arm coming out of Sandman's back.

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